Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Hibben Randolph M
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2006
3. Issuer Name and Ticker or Trading Symbol
WINTRUST FINANCIAL CORP [(WTFC)]
(Last)
(First)
(Middle)
2624 FOREST GLEN
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

RIVERWOODS, IL 60015
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 18,598
D
 
Common Stock 3,959
I
by 401(k) Plan
Common Stock 15,487
I
by Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) 12/31/1999 10/28/2009 Common Stock 8,599 $ 11.3333 D  
Non-Qualified Stock Option (right to buy) 02/28/2003 12/05/2007 Common Stock 9,000 $ 12 D  
Non-Qualified Stock Option (right to buy) 04/29/2004 04/29/2009 Common Stock 22,500 $ 12.2917 D  
Non-Qualified Stock Option (right to buy)   (1) 01/22/2012 Common Stock 48,499 $ 18.8133 D  
Non-Qualified Stock Option (right to buy)   (2) 12/22/2013 Common Stock 3,500 $ 45.46 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hibben Randolph M
2624 FOREST GLEN
RIVERWOODS, IL 60015
      Executive Vice President  

Signatures

/s/ Randolph M. Hibben 02/02/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 38,800 shares are fully vested as of the date of this filing. 9,699 shares become vested as of January 22, 2007.
(2) 1,400 shares are fully vested as of the date of this filing and 700 shares vest on each of December 22, 2006, December 22, 2007 and December 22, 2008. Reporting Person was identified by the Company as person subject to Section 16 reporting.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.