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


                                    FORM 8-K

                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported): JUNE 17, 2004

                              PRIVATEBANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

                          ____________________________

         DELAWARE                        000-25887               36-3681151
(State or other jurisdiction      (Commission file number)    (I.R.S. employer
      of incorporation)                                      identification no.)

    TEN NORTH DEARBORN                                              60602
    CHICAGO, ILLINOIS                                             (Zip Code)
(Address of principal executive offices)


       Registrant's telephone number, including area code: (312) 683-7100

                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)





ITEM 9.  REGULATION FD DISCLOSURE.
         ------------------------

         On June 17, 2004, PrivateBancorp, Inc. (the "Company") announced that
it will webcast live its quarterly conference call with financial analysts
regarding its earnings results for the quarter ended June 30, 2004. The call
will be held on July 19, 2004 at 11:00 a.m. Eastern time (10:00 a.m. Central
time). Access to the call will be available via a link called "Second Quarter
2004 Earnings Call" on the investor relations page of the Company's Internet
website at www.privatebancorp.com. Attached as Exhibit 99.1 is a copy of the
press release relating to the conference call, which is incorporated herein by
reference.

         Note: the information in this report (including the exhibits) is
furnished pursuant to Item 9 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities of that section, or incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing. This
report will not be deemed a determination or an admission as to the materiality
of any information in the report that is required to be disclosed solely by
Regulation FD.



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                                   SIGNATURES
                                   ----------

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                            PRIVATEBANCORP, INC.


Date:  June 17, 2004                        By: /s/ Ralph B. Mandell
                                                --------------------
                                                Ralph B. Mandell
                                                Chairman of the Board and Chief
                                                  Executive Officer




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                                INDEX TO EXHIBITS
                                -----------------

Exhibit
- -------
99.1            Press Release dated June 17, 2004




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