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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(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) 11/07/2006 (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 11/07/2006   M   341 A $ 36.315 3,231 D   Common Stock 11/07/2006   M   1,299 A $ 36.315 4,530 D   Common Stock 11/07/2006   S   1,640 D $ 38 2,890 D   Common Stock 11/07/2006   M(1)   1,146 A $ 21.7 22,518 I By NQ Stock Option Gain Deferral Plan Tr Common Stock 11/07/2006   M(2)   2,002 A $ 18.55 24,520 I By NQ Stock Option Gain Deferral Plan Tr Common Stock 11/07/2006   F(1)   658 D $ 0 23,862 I By NQ Stock Option Gain Deferral Plan Tr Common Stock 11/07/2006   F(2)   982 D $ 0 22,880 (3) I By NQ Stock Option Gain Deferral Plan Tr Common Stock               4,269 (4) (5) I By Profit Sharing Plan Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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)

$ 36.315

11/07/2006

M

341

11/03/2006

02/19/2007

Common Stock

341

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 21.7

11/07/2006

M(1)

1,146

(6)

02/18/2008

Common Stock

1,146

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 36.315

11/07/2006

M

1,299

11/03/2006

02/18/2008

Common Stock

1,299

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 37.825

11/07/2006

A(7)

658

05/07/2007

02/18/2008

Common Stock

658

$ 0

658

D

Non-Qualified Stock Option (right to buy)

$ 18.55

11/07/2006

M(2)

2,002

(8)

02/17/2009

Common Stock

2,002

$ 0

2,539

D

Non-Qualified Stock Option (right to buy)

$ 37.825

11/07/2006

A(7)

982

05/07/2007

02/17/2009

Common Stock

982

$ 0

982

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		11/08/2006
**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 1,146 stock options under the Omnibus Stock & Incentive Plan whereby 658 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 488 shares.
(2)	The transaction represents the exercise of 2,002 stock options under the Omnibus Stock & Incentive Plan whereby 982 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 1,020 shares.
(3)	Between August 19, 2006 and November 8, 2006 the reporting person acquired 154 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 October 17, 2006.
(4)	Between August 19, 2006 and November 8, 2006 the reporting person acquired 33 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 October 24, 2006.
(5)	Between August 19, 2006 and November 8, 2006 the reporting person acquired 18 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 October 4, 2006.
(6)	The stock option vests in two equal annual installments beginning on February 18, 2000.
(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 November 7, 2006.
(8)	The stock option vests in two equal annual installments beginning on February 17, 2001.

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

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.