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): JANUARY 9, 2003

                              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 January 9, 2003, 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 December 31, 2002. The call
will be held on January 21, 2003 at 11:30 a.m. Eastern Time. Access to the call
will be via a link called "Fourth Quarter 2002 Earnings Call" on the investor
relations page of the Company's Internet website at www.privatebk.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. 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.


                                       2



                                   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:  January 9, 2003                     By: /s/ Ralph B. Mandell
                                               ---------------------------------
                                               Ralph B. Mandell
                                               Chairman of the Board and Chief
                                                 Executive Officer




                                       3



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

Exhibit
99.1            Press Release dated January 9, 2003.



                                       4