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): MARCH 7, 2005

                              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)

         Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (See General Instruction A.2 below):

         [  ]   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 March 7, 2005, PrivateBancorp, Inc. announced that the Company's
management is scheduled to deliver a presentation at The Raymond James
Institutional Investors Conference in Orlando, Florida, on March 8, 2005.
Attached as Exhibit 99.1 is a copy of the press release relating to the
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.

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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:  March 7, 2005                   By:  /s/ Ralph B. Mandell
                                            -----------------------------------
                                                Ralph B. Mandell
                                                Chairman of the Board and Chief
                                                    Executive Officer

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

Exhibit
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99.1            Press Release dated March 7, 2005

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