Exhibit-10.57
  PROMISSORY NOTE
 Principal
$25,000,000.00
    
    Loan Date
04-04-2008
    
    Maturity
04-03-2009
    
    Loan No37956985-10000-
    
    Call/Coll
X165/P0
    
    Account
00005106953
    
    Officer
06564
    
    Initials
 
  Borrower:
    
    Midwest Banc Holdings, Inc.
    
    
    
    Lender:
    
    M&I Marshall & Ilsley Bank501 W North Ave
    
    
    
    
    
    Correspondent BankingMelrose Park, IL 60160-1603
    
    
    
    
    
    770 N. Water StreetMilwaukee, Wl 53202
 Principal Amount: $25,000,000.00
    
    Date of Note: April 4, 2008
 PROMISE TO PAY. Midwest Banc Holdings, Inc. (Borrower) promises to pay to M&l Marshall & llsley
Bank (Lender), or order, in lawful money of the United States of America, the principal amount
of Twenty-five Million & 00/100 Dollars ($25,000,000.00) or so much as may be outstanding,
together with interest on the unpaid outstanding principal balance of each advance. Interest shall
be calculated from the date of each advance until repayment of each advance.
 PAYMENT. Borrower will pay this loan in one payment of all outstanding principal plus all accrued
unpaid interest on April 3, 2009. In addition, Borrower will pay regular monthly payments of all
accrued unpaid interest due as of each payment date, beginning May 3, 2008, with all subsequent
interest payments to be due on the same day of each month after that. Unless otherwise agreed or
required by applicable law, payments will be applied to Accrued Interest, Principal, Late
Charges, and Escrow. The annual interest rate for this Note is computed on a 365/360 basis; that
is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the
outstanding principal balance, multiplied by the actual number of days the principal balance is
outstanding. Borrower will pay Lender at Lenders address shown above or at such other place as
Lender may designate in writing.
 VARIABLE INTEREST RATE.
 PREPAYMENT
 LATE CHARGE. 5.000% of the unpaid portion of the regularly scheduled payment.
 INTEREST AFTER DEFAULT.
 DEFAULT.
 Payment Default.
 Other Defaults.
 Default in Favor of Third Parties.
 False Statements.




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Insolvency.
 Creditor or Forfeiture Proceedings.
 Events Affecting Guarantor.
 Change In Ownership.
 Adverse Change.
 Insecurity.
 LENDERS RIGHTS.
 ATTORNEYS FEES; EXPENSES.
 JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action,
proceeding, or counterclaim brought by either Lender or Borrower against the other.
 GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent
not preempted by federal law, the laws of the State of Wisconsin without regard to its conflicts
of law provisions. This Note has been accepted by Lender in the State of Wisconsin.
 CHOICE OF VENUE.
 DISHONORED ITEM FEE.
 RIGHT OF SETOFF.
 LINE OF CREDIT.
 HEDGING INSTRUMENTS.
 APPLICABLE MARGIN.
 SUCCESSOR INTERESTS.
 GENERAL PROVISIONS.




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PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING
THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE.
 BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
 BORROWER:
 MIDWEST BANC HOLDINGS, INC.
 By:
    
    /s/ Joann S. LilekAuthorized Signer for Midwest Banc Holdings, Inc.
 LASER
PRO Lending, Ver. 5.39.00.008 Copr, Harland Financial Solutions, Inc.
1997, 2008. All Rights
Reserved. -WI L:LPL\CFI\LPL\D20.FC TR-130880 PR-55 (M)




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DISBURSEMENT REQUEST AND AUTHORIZATION
 Principal
$25,000,000.00
    
    
    Loan Date
04-04-2008
    
    
    Maturity
04-03-2009
    
    
    Loan No
37956985-10000
    
    
    Call / Coll
X165 / P7
    
    
    Account
00005106953
    
    
    Officer
06564
    
    
    InitialsReferences in the boxes above are for Lenders use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing *** has been omitted due to text length limitations.
 Borrower:
    
    Midwest Banc Holdings, Inc.
    
    Lender:
    
    M&I Marshall & Ilsley Bank501 W North Ave
    
    
    
    Correspondent BankingMelrose Park, IL 60160-1603
    
    
    
    770 N. Water StreetMilwaukee, WI 53202
 
 LOAN TYPE.
 PRIMARY PURPOSE OF LOAN.
 o Personal, Family or Household Purposes or Personal Investment.
 o Agricultural Purposes.
 þ Business Purposes.
 SPECIFIC PURPOSE.
 DISBURSEMENT INSTRUCTIONS.
 Undisbursed Funds:
    
    $
    13,900,000.00Other Disbursements:
    
    $
    11,100,000.00$11,100,000.00 Renewal of LN #37956985-10000 Principal Balance OutstandingNote Principal:
    
    $
    25,000,000.00
 AUTOMATIC PAYMENTS.
 JOINT CREDIT INTENT.
 VOIDED CHECK.
 INSTRUCTIONS TO BANKER.
 1)
    
    Please put an X next to the fees listed above that RCC is to pay.2)
    
    Please complete the following section as applicable:a)
    
    Bank deposited fees into account number:Total dollar amount deposited into this account: $b)
    
    Bank deposited fees into customer related :Total dollar amount deposited into this account: $
 IF BORROWER IS AN ORGANIZATION:
 
 FINANCIAL CONDITION. BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS AND WARRANTS TO
LENDER THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND CORRECT AND THAT THERE HAS BEEN NO
MATERIAL ADVERSE CHANGE IN BORROWERS FINANCIAL CONDITION AS DISCLOSED IN BORROWERS MOST
RECENT FINANCIAL STATEMENT TO LENDER. THIS AUTHORIZATION IS DATED APRIL 4, 2008.




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DISBURSEMENT REQUEST AND AUTHORIZATION
 Loan No: 37956985-10000-
    
    (Continued)
    
    Page 2
 
 BORROWER:
 MIDWEST BANC HOLDINGS, INC.By:
    
    /s/ Joann S. LilekAuthorized Signer for Midwest Banc Holdings, Inc.
 
 LASER PRO Landing, Ver. 5.40.00.003 Copr, Herland Financial Solutions. Inc. 1997, 2008. All Rights Reserved. - WI L:\LPL\CFI\LPL\120.FC TR-130880 PR-55




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APPLICABLE MARGIN
 Principal
$25,000,000.00
    
    
    Loan Date
04-04-2008
    
    
    Maturity
04-03-2009
    
    
    Loan No
37956985-10000
    
    
    Call / Coll
X165 / P7
    
    
    Account
00005106953
    
    
    Officer
06564
    
    
    InitialsReferences in the boxes above are for Lenders use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing *** has been omitted due to text length limitations.
 Borrower:
    
    Midwest Banc Holdings, Inc.
    
    Lender:
    
    M&I Marshall & Ilsley Bank501 W North Ave
    
    
    
    Correspondent BankingMelrose Park, IL 60160-1603
    
    
    
    770 N. Water Street 

Milwaukee, Wl 53202
 
 This APPLICABLE MARGIN is attached to and by this reference is made a part of the Promissory
Note, dated April 4, 2008, and executed in connection with a loan or other financial
accommodations between M&I MARSHALL & ILSLEY BANK and Midwest Banc Holdings, Inc.
  Interest rate change will become effective without notice to the Borrower. If the Index
becomes unavailable during the term of the Note, the Lender may substitute a comparable Index.
 The percentage points over the index (Applicable Margin) shall be adjusted as follows:
 Applicable Margin is initially set at 1.55%, and will adjust quarterly corresponding to the
performance-based grid below. Performance and Return on Assets will be calculated based on the
quarterly consolidated statements (referred to in the financial statements section of the
Letter Agreement) for the fiscal quarter ending March 31, June 30, September 30 and December
31 of each year. The adjusted Applicable Margin will commence three business days after the
receipt of the applicable quarterly consolidated statements.
 Company is profitable for two consecutive quarters
    
    Applicable Margin = 1 .55%ROA > .50%  1.03% for two consecutive quarters
    
    Applicable Margin = 1.40%ROA > 1.04% for two consecutive quarters
    
    Applicable Margin = 1.25%
 
 *
    
    ROA to exclude restructuring charges associated with merger and acquisition activity.  BORROWER:
 MIDWEST BANC HOLDINGS, INC.By:
    
    /s/ Joann S. LilekAuthorized Signer for Midwest Banc Holdings, Inc.
 
 LASER PRO Landing, Ver. 5.40.00.003 Copr, Herland Financial Solutions. Inc. 1997, 2008. All Rights Reserved. - WI L:\LPL\CFI\LPL\020.FC TR-130880 PR-56