Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Carapella Victor P
2. Date of Event Requiring Statement (Month/Day/Year)
12/05/2008
3. Issuer Name and Ticker or Trading Symbol
FIRST MIDWEST BANCORP INC [FMBI]
(Last)
(First)
(Middle)
ONE PIERCE PLACE, SUITE 1500
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Comm'l Banking Group Mgr.
5. If Amendment, Date Original Filed(Month/Day/Year)
12/15/2008
(Street)

ITASCA, IL 60143
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 15,978 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Carapella Victor P
ONE PIERCE PLACE
SUITE 1500
ITASCA, IL 60143
      EVP, Comm'l Banking Group Mgr.  

Signatures

Andrea L. Stangl, Attorney-in-fact for Victor P. Carapella 03/29/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) This amendment to the Reporting Person's Initial Statement of Beneficial Ownership of Securities on Form 3, filed with the SEC on December 5, 2008, is being filed to correct the original filing by increasing the number of reported shares of Common Stock directly owned by the reporting person on Table 1 from 15,276 to 15,978 only. This change corrects an administrative error which inadvertently excluded 702 shares jointly own by the Reporting Person and his spouse.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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