Exhibit 5.1



              BARACK FERRAZZANO KIRSCHBAUM PERLMAN & NAGELBERG LLP
                        333 WEST WACKER DRIVE, SUITE 2700
                             CHICAGO, ILLINOIS 60606
                            Telephone (312) 984-3100
                            Facsimile (312) 984-3150



                                 August 11, 2005

QCR Holdings, Inc.
3551 Seventh Street
Suite 204
Moline, Illinois 61265

Ladies and Gentlemen:

We have acted as special counsel to QCR Holdings,  Inc., a Delaware  corporation
(the "Company"),  in connection with the registration statement on Form S-8 (the
"Registration Statement"),  as filed with the Securities and Exchange Commission
(the  "Commission")  on August 11, 2005,  with respect to 100,000  shares of its
common stock,  $1.00 par value  ("Shares"),  pursuant to the QCR Holdings,  Inc.
2005  Deferred  Income Plan (the  "Plan").  In so acting,  we have  examined and
relied upon the originals,  or copies  certified or otherwise  identified to our
satisfaction,  of  such  records,  documents  and  other  instruments  as in our
judgment  are  necessary  or  appropriate  to enable us to render  the  opinions
expressed below.

Based on the  foregoing,  we are of the  opinion  that the Shares have been duly
authorized and, when the Registration Statement becomes effective and the Shares
have been issued in accordance with the Plan, the Shares will be validly issued,
fully paid and  nonassessable.  With respect to the opinions expressed above, we
are  qualified  to practice  law in the State of Illinois and express no opinion
concerning  any law other than the laws of the State of  Illinois,  the  General
Corporation  Law of the State of Delaware  and the laws of the United  States of
America.

This opinion is being  furnished  to you solely for your  benefit in  connection
with the transactions  set forth above.  This opinion may not be relied upon by,
nor a copy of it  delivered  to any  other  party,  without  our  prior  written
consent. This opinion is based upon our knowledge of the law and facts as of the
date hereof,  and we assume no duty to communicate  with you with respect to any
matter that comes to our attention hereafter.

We consent to the filing of this  opinion with the  Commission  as an exhibit to
the Registration  Statement. In giving the foregoing consents, we do not thereby
admit that we come  within the  category  of persons  whose  consent is required
under  Section  7 of the Act,  or the rules and  regulations  of the  Commission
promulgated thereunder.

                        Sincerely,

                        /s/ Barack Ferrazzano Kirschbaum Perlman & Nagelberg LLP
                        --------------------------------------------------------
                        BARACK FERRAZZANO KIRSCHBAUM PERLMAN & NAGELBERG LLP

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