SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BONIFAS EDWARD

(Last)

(First)

(Middle)

37 S. RIVER ST.

(Street)

AURORA

60506

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OLD SECOND BANCORP INC [ OSBC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2008

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		100	A	$20.42	11,130⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		400	A	$20.46	11,530⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		100	A	$20.47	11,630⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		100	A	$20.49	11,730⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		500	A	$20.5	12,230⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		300	A	$20.51	12,530⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		400	A	$20.52	12,930⁽²⁾	D
Old Second Bancorp Inc. Common Stock	05/19/2008	⁽¹⁾	P		100	A	$20.55	13,030⁽²⁾	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy	$27.75							12/18/2008	12/18/2017	Common Stock	1,500		1,500	D
Employee Stock Option (Right to Buy	$29.2							12/19/2007	12/19/2016	Common Stock	1,500		1,500	D
Employee Stock Option (Right to Buy	$31.34							12/20/2005	12/21/2015	Common Stock	1,500		1,500	D
Employee Stock Option (Right to Buy	$32.59							12/20/2005	12/21/2014	Common Stock	1,500		1,500	D

Explanation of Responses:

1. Does not apply.

2. On 5-19-08, 2,000 shares were purchased in various increments at various prices, included in the overall total are 266 shares held outright and the remaining shares are held in a Schwab account.

	/s/ Edward Bonifas	05/19/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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