SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
(RULE 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____________)<F1>
Wintrust Financial Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
97650W108
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(CUSIP Number)
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<F1>The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of he Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP NO. 97650W108 13G PAGE 1 OF 4 PAGES
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Howard D. Adams
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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5. SOLE VOTING POWER
456,200 shares
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NUMBER OF 6. SHARED VOTING POWER
SHARES
BENEFICIALLY 29,626 shares
OWNED BY ------------------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 456,200 shares
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8. SHARED DISPOSITIVE POWER
29,626 shares
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
485,826 shares
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.0%
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12. TYPE OF REPORTING PERSON
IN
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<PAGE>
ITEM 1 (A) NAME OF ISSUER:
Wintrust Financial Corporation
ITEM 1 (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
727 North Bank Lane
Lake Forest, Illinois 60045
ITEM 2 (A) NAME OF PERSON FILING:
This filing is made on behalf of Howard D. Adams.
ITEM 2 (B) ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE:
727 North Bank Lane, Suite 303
Lake Forest, Illinois 60045
ITEM 2 (C) CITIZENSHIP:
Mr. Adams is a United States citizen.
ITEM 2 (D) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2 (E) CUSIP NUMBER:
97650W 10 8
ITEM 3 IF THE STATEMENT IS BEING FILED PURSUANT TO RULE 13d-1(b) OR
13d-2(b) CHECK WHETHER THE PERSON IS A:
Not applicable
ITEM 4 OWNERSHIP:
a. Amount Beneficially Owned: 485,826 shares
b. Percent of Class: 6.0%
c. Number of shares as to which such person has:
(i) Sole power to vote or direct the vote:
456,200 shares*
(ii) Shared power to vote or direct the vote:
29,626 shares**
(iii) Sole power to dispose or direct the
disposition of: 456,200 shares*
(iv) Shared power to dispose or direct the
disposition of: 29,626 shares**
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* Includes 15,529 shares subject to
currently exercisable options and
warrants. Also includes 29,517
shares held in trust for the
benefit of Mr. Adams' son and 2,957
shares held in a charitable
foundation with respect to which
shares Mr. Adams disclaims
beneficial ownership.
** Reflects shares held by Mr. Adams'
wife.
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<PAGE>
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Not applicable.
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
Not applicable
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not applicable
ITEM 9 NOTICE OF DISSOLUTION OF A GROUP:
Not applicable
ITEM 10 CERTIFICATION:
By signing below the undersigned certifies that, to the
best of his knowledge and belief, the securities referred
to above were acquired in the ordinary course of
business and were not acquired for the purpose of and
do not have the effect of changing or influencing the
control of the issuer securities and were not
acquired in the connection with or as a participant
in any transaction having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: February 13, 1998 By: /s/ HOWARD D. ADAMS
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Howard D. Adams
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