EXHIBIT 5



                 [LETTERHEAD OF SILVER, FREEDMAN & TAFF, L.L.P]





                                   July 3, 2001


MB-MidCity, Inc.
1200 North Ashland Avenue
Chicago, Illinois  60622

Members of the Board of Directors:

     We have acted as special counsel to MB-MidCity, Inc., a Maryland
corporation (the "Company"), in connection with the Registration Statement on
Form S-4 (the "Registration Statement") filed by the Company with the Securities
and Exchange Commission (the "Commission") for the purpose of registering with
the Commission under the Securities Act of 1933, as amended (the "Securities
Act"), up to 18,661,287 shares of the Company's common stock, par value $.01 per
share (the "Shares"), pursuant to the Amended and Restated Agreement and Plan of
Merger, dated as of April 19, 2001 (the "Merger Agreement"), by and among
MidCity Financial Corporation ("MidCity Financial"), MB Financial, Inc. ("MB
Financial") and the Company.

     In connection with the rendering of the opinion set forth below, we have
examined, are familiar with and to the extent we deemed appropriate we have
relied on originals or copies, certified or otherwise, identified to our
satisfaction, of (i) the Registration Statement, (ii) the Charter and Bylaws of
the Company as currently in effect, (iii) the Merger Agreement, (iv) the
resolutions adopted by the Board of Directors of the Company relating to the
Merger Agreement and (v) such other documents, agreements, records, instruments,
certificates of public officials and certificates of officers or other
representatives of the Company, MB Financial, MidCity Financial or others as we
have deemed necessary or appropriate for purposes of and as a basis for
rendering the opinion set forth below.

     In our examination, we have (i) assumed the genuineness of all
signatures and the authenticity of all documents submitted to us as
originals, (ii) assumed the conformity to original documents of all documents
submitted to us as certified or photostatic copies and the authenticity of
the originals of such copies and (iii) assumed and relied upon the truth,
accuracy and completeness (without independent investigation or verification)
of the information, representations, warranties and statements contained in
the records, documents, instruments and certificates we have reviewed. In
rendering the opinion set forth below, we have assumed that such parties had,
have or will have all requisite power and authority to execute and deliver
all agreements, documents, instruments and



MB-MidCity, Inc.

July 3, 2001
Page 2


certificates examined by us and have also assumed the due authorization by all
requisite action, and the due execution and delivery by such parties of all such
agreements, documents, instruments and certificates and the validity and binding
effect thereof. As to any facts material to the opinion expressed herein which
we have not independently established or verified, we have relied upon
statements and representations of officers and other representatives of the
Company, MB Financial, MidCity Financial and others.

     Our opinion is limited to applicable provisions of the Maryland General
Corporation Law. We express no opinion with respect to the laws of any other
jurisdiction.

     Based upon the foregoing, and having a regard for such legal considerations
as we deem relevant, we are of the opinion that the Shares will be, upon
issuance by the Company, against payment therefor as set forth in the Merger
Agreement, legally issued, fully paid and non-assessable.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to this opinion under the caption
"Legal Matters" in the joint proxy statement-prospectus included therein. In
giving this consent, we do not thereby admit that we are included in the
category of persons whose consent is required under Section 7 of the Securities
Act or the rules and regulations of the Commission promulgated thereunder.

     This opinion is furnished by us, as special counsel to the Company, in
accordance with the requirements of Item 601(b)(5) of Regulation S-K under the
Securities Act and, except as provided in the immediately preceding paragraph,
is not to be used, circulated or quoted for any other purpose or otherwise
referred to or relied upon by any other person without our express written
permission.

                                       Very truly yours,



                                      /s/ Silver, Freedman & Taff, L.L.P.