Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
KENT S BELASCO
   2. Issuer Name and Ticker or Trading Symbol
FIRST MIDWEST BANCORP INC [FMBI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Information Officer
(Last)
(First)
(Middle)
ONE PIERCE PLACE, SUITE 1500		 3. Date of Earliest Transaction (Month/Day/Year)
05/03/2006
(Street)

ITASCA, IL 60143		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/03/2006   M(1)   724 A $ 17.1 20,523 I By NQ Stock Option Gain Deferral Plan Tr
Common Stock 05/03/2006   M(2)   2,173 A $ 21.7 22,696 I By NQ Stock Option Gain Deferral Plan Tr
Common Stock 05/03/2006   F(1)   341 D $ 0 22,355 I By NQ Stock Option Gain Deferral Plan Tr
Common Stock 05/03/2006   F(2)   1,299 D $ 0 21,056 (3) I By NQ Stock Option Gain Deferral Plan Tr
Common Stock               1,640 D  
Common Stock               4,150 (4) (5) I By Profit Sharing Plan Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 17.1 05/03/2006   M(1)     724   (6) 02/19/2007 Common Stock 724 $ 0 0 D  
Non-Qualified Stock Option (right to buy) $ 36.315 05/03/2006   A(7)   341   11/03/2006 02/19/2007 Common Stock 341 $ 0 341 D  
Non-Qualified Stock Option (right to buy) $ 21.7 05/03/2006   M(2)     2,173   (8) 02/18/2008 Common Stock 2,173 $ 0 1,146 D  
Non-Qualified Stock Option (right to buy) $ 36.315 05/03/2006   A(9)   1,299   11/03/2006 02/18/2008 Common Stock 1,299 $ 0 1,299 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KENT S BELASCO
ONE PIERCE PLACE, SUITE 1500
ITASCA, IL 60143		       EVP, Chief Information Officer  

Signatures

 By: Andrea L. Stangl, Attorney-in-fact for   05/05/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The transaction represents the exercise of 724 stock options under the Omnibus Stock & Incentive Plan whereby 341 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 383 shares.
(2) The transaction represents the exercise of 2,173 stock options under the Omnibus Stock & Incentive Plan whereby 1,299 previously acquired shares were tendered as payment of the exercise price with the resulting value realized being deferred into the Nonqualified Gain Deferral Plan in the form of 874 shares.
(3) Between September 3, 2005 and May 5, 2006 the reporting person acquired 432 shares of First Midwest common stock pursuant to the dividend reinvestment feature under the First Midwest Bancorp, Inc. Non-Qualified Gain Deferral Plan. The information in this report is based on a plan statement dated April 19, 2006.
(4) Between September 3, 2005 and May 5, 2006 the reporting person acquired 166 shares of First Midwest Bancorp, Inc. common stock under the First Midwest Bancorp, Inc. Savings and Profit Sharing Plan. The information in this report is based on a plan statement dated May 3, 2006.
(5) Between September 3, 2005 and May 5, 2006 the reporting person acquired 95 shares of First Midwest common stock pursuant to the dividend reinvestment feature under the First Midwest Bancorp, Inc. Savings and Profit Sharing Plan. The information in this report is based on a plan statement dated April 27, 2006.
(6) The stock option vests in two equal annual installments beginning on February 19, 1999.
(7) The transaction represents a reload stock option granted under the Omnibus Stock & Incentive Plan to replace the number of shares tendered in the option exercised on May 3, 2006.
(8) The stock option vests in two equal annual installments beginning on February 18, 2000.
(9) The transaction represents a reload stock option granted under the Omnibus Stock & Incentive Plan to replace the number of shares tendered in the option exercised on May 3, 2006.

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