Prospectus excerpt:  The issuer: Old Second Capital Trust I.

Securities being offered: 2,750,000 preferred securities, which represent preferred undivided beneficial interests in the assets of Old Second Capital Trust. Those assets will consist solely of the debentures and payments received on the debentures. Old Second Capital Trust will sell the preferred securities to the public for cash. Old Second Capital Trust will use that cash to buy the debentures from the company.

Offering price: $10 per preferred security.

When Old Second Capital Trust will pay distributions to you: Your purchase of the preferred securities entitles you to receive cumulative cash distributions at a 7.80% annual rate. Distributions will accumulate from the date Old Second Capital Trust issues the preferred securities and are to be paid quarterly on March 31, June 30, September 30, and December 31 of each year, beginning September 30, 2003. As long as the preferred securities are represented by a global security, the record date for distributions on the preferred securities will be the business day prior to the distribution date. We may defer the payment of cash distributions, as described below, under "?We have the option to extend the interest payment period."

When Old Second Capital Trust must redeem the preferred securities: The debentures will mature and the company must redeem the preferred securities on June 30, 2033. The company has the option, however, to shorten the maturity date to a date not earlier than June 30, 2008. They will not shorten the maturity date unless they have received the prior approval of the Board of Governors of the Federal Reserve System, if required by law or regulation.

Redemption of the preferred securities before June 30, 2033 is possible: Old Second Capital Trust must redeem the preferred securities when the debentures are paid at maturity or upon any earlier redemption of the debentures to the extent the debentures are redeemed. They may redeem all or part of the debentures at any time on or after June 30, 2008. In addition, they may redeem all of the debentures, at any time, if:

existing laws or regulations, or the interpretation or application of these laws or regulations, change, causing the interest they pay on the debentures to no longer be deductible by them for federal income tax purposes, or causing Old Second Capital Trust to become subject to federal income tax or to other taxes or governmental charges; existing laws or regulations change, requiring Old Second Capital Trust to register as an investment company; or the capital adequacy guidelines of the Federal Reserve change so that the preferred securities no longer qualify as Tier 1 capital. They may also redeem the debentures at any time, and from time to time, in an amount equal to the liquidation amount of any preferred securities they purchase, plus a proportionate amount of common securities, but only in exchange for a like amount of the preferred securities and common securities that they then own. Redemption of the debentures prior to maturity will be subject to the prior approval of the Federal Reserve, if approval is then required by law or regulation. If your preferred securities are redeemed by Old Second Capital Trust, you will receive the liquidation amount of $10 per preferred security, plus any accrued and unpaid distributions to the date of redemption.

They have the option to extend the interest payment period: Old Second Capital Trust will rely solely on payments made by them under the debentures to pay distributions on the preferred securities. As long as they are not in default under the indenture relating to the debentures, they may, at one or more times, defer interest payments on the debentures for up to 20 consecutive quarters, but not beyond June 30, 2033. If they defer interest payments on the debentures: Old Second Capital Trust will also defer distributions on the preferred securities; the distributions you are entitled to will accumulate; and these accumulated distributions will earn interest at an annual rate of 7.80%, compounded quarterly, until paid.