8-K

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): December 23, 2004

PRIVATEBANCORP, INC.

(Exact name of Registrant as specified in its charter.)

Commission File Number: 000-25887

Delaware (State or other jurisdiction of incorporation or organization)	36-3681151 (I.R.S. Employer Identification Number)
Ten North Dearborn Street Chicago, Illinois (Address of principal executive offices)	60602 (Zip Code)

(312) 683-7100

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the fling obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 7.01 REGULATION FD DISCLOSURE.

On December 23, 2004, The PrivateBank and Trust Company, a subsidiary of PrivateBancorp, Inc., announced that it had signed a long term 67,000 sq. ft. lease at 70 West Madison Street, Chicago, and will relocate its headquarters and Loop banking office to that location in late 2006. Attached as Exhibit 99.1 is a copy of the press release relating to the Company’s announcement, which is incorporated herein by reference.

Note: the information in this report (including the exhibits) is furnished pursuant to Item 7.01 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.

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.
By:	/s/ Ralph B. Mandell
Name:	Ralph B. Mandell
Title:	Chairman, President and
	Chief Executive Officer
Date:	December 23, 2004

INDEX TO EXHIBITS

Exhibit
99.1	Press Release dated December 23, 2004

EX-99.1

For further information contact

Ralph B. Mandell

PrivateBancorp, Inc.

312-683-7100

FOR IMMEDIATE RELEASE:

The PrivateBank and Trust Company will relocate

its Headquarters to 70 West Madison Street, Chicago

Bank to occupy mezzanine level at Madison & Dearborn

Chicago, IL, December 23, 2004 --- The PrivateBank and Trust Company, a subsidiary of PrivateBancorp, Inc. (NASDAQ:PVTB), has signed a long term 67,000 sq. ft. lease at 70 West Madison Street, Chicago, and will relocate its headquarters and Loop banking office to that location in late 2006.

The Company and Bank have been located at Ten North Dearborn, Chicago, since its founding in 1989, where it now occupies approximately 42,000 sq. ft. over seven floors.

“As much as we have thoroughly enjoyed our current quarters these past 15 years, the continued growth of our Company dictated that we seek significant, additional space. We are delighted that we will not only be in one of Chicago’s most recognizable buildings in the Loop, but that our clients will enjoy easy access to our Bank, which will be located on the mezzanine level at the northwest corner of Madison and Dearborn. For our staff, the space provides all the technological requisites, comfort, plus the life and safety features of a first class property. In addition to our banking office to be located on the mezzanine, we will occupy the eighth and ninth floors, with options to expand into additional space as we continue to grow. Architecturally, our new headquarters will reflect the distinctive soph istication, discreetness and intimacy that our clients have come to expect,” said Ralph B. Mandell, Chairman, President & CEO of PrivateBancorp, Inc.

PrivateBancorp, Inc. was organized in 1989 to provide highly personalized financial services primarily to affluent individuals, professionals, owners of closely held businesses and commercial real estate investors. The Company operates two banking subsidiaries, The PrivateBank and Trust Company and The PrivateBank - St. Louis, and a mortgage company, The PrivateBank Mortgage Company. The PrivateBank and Trust Company subsidiary has a controlling interest in a Chicago-based investment advisor, Lodestar Investment Counsel, LLC. The Company, which had assets of $2.4 billion at September 30, 2004, currently has banking offices in Chicago, Wilmette, Oak Brook, St. Charles, Lake Forest, Winnetka, and Geneva, Illinois, and in St. Louis, Missouri. In April, 2004 the Company announced plans to open two new offices - one on Chicago’s Gold Coast in the historic Palmolive Building at the corner of North Michigan Avenue and Walton Place and one in downtown Milwaukee, The PrivateBank - Wisconsin.

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