SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Daniels C. Bryan

(Last)

(First)

(Middle)

C/O PRAIRIE CAPITAL, INC.

191 N WACKER DRIVE, SUITE 800

(Street)

CHICAGO

60606

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TAYLOR CAPITAL GROUP INC [ TAYC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/21/2010

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/21/2010		D⁽¹⁾		202,665	D	⁽¹⁾	367,335	I	By Limited Partnership⁽²⁾
Common Stock	10/21/2010		D⁽¹⁾		202,665	D	⁽¹⁾	367,335	I	By Limited Partnership⁽³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
8.0%Nonvoting, Non-cutive covble perpetual prefd stck, Srs E	$12.28⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	10/21/2010		P		111,760		⁽⁴⁾⁽⁵⁾⁽⁶⁾	⁽⁴⁾⁽⁵⁾⁽⁶⁾	Series C Preferred or Series D Preferred⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	$25	111,760	I	By Limited Partnership⁽²⁾
8.0%Nonvoting, Non-cutive covble perpetual prefd stck, Srs E	$12.28⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	10/21/2010		P		111,760		⁽⁴⁾⁽⁵⁾⁽⁶⁾	⁽⁴⁾⁽⁵⁾⁽⁶⁾	Series C Preferred or Series D Preferred⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾	$25	111,760	I	By Limited Partnership⁽³⁾
Nonvoting convertible preferred stock, Series D	⁽⁷⁾	10/21/2010		A⁽¹⁾		202,665		⁽⁷⁾	⁽⁷⁾	Common Stock	202,665	⁽¹⁾	202,665	I	By Limited Partnership⁽²⁾
Nonvoting convertible preferred stock, Series D	⁽⁷⁾	10/21/2010		A⁽¹⁾		202,665		⁽⁷⁾	⁽⁷⁾	Common Stock	202,665	⁽¹⁾	202,665	I	By Limited Partnership⁽³⁾
Stock Purchase Warrant (right to buy)	$12.28⁽⁸⁾	10/21/2010		P		44,525		10/21/2010	05/28/2015	Common Stock	44,525	⁽⁸⁾	44,525	I	By Limited Partnership⁽²⁾
Stock Purchase Warrant (right to buy)	$12.28⁽⁸⁾	10/21/2010		P		44,525		10/21/2010	05/28/2015	Common Stock	44,525	⁽⁸⁾	44,525	I	By Limited Partnership⁽³⁾

Explanation of Responses:

1. Each of Prairie Capital IV, L.P. ("PC") and Prairie Capital IV QP, L.P. ("PCQP") exchanged 202,665 shares of the registrant's common stock ("Common Stock") for 202,665 shares of the registrant's Nonvoting Convertible Preferred Stock, Series D ("Series D Preferred") at the closing on October 21, 2010 of the transactions contemplated by an Exchange Agreement, dated as of October 13, 2010.

2. The reported securities are held of record by PC. Mr. Daniels is a Managing Member of Daniels & King Capital IV, L.L.C. ("D&K"), which in turn is the sole general partner of PC. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities. Mr. Daniels and D&K each hereby disclaims any beneficial ownership of any securities directly held by PC, except to the extent of their pecuniary interest therein.

3. The reported securities are held of record by PCQP. Mr. Daniels is a Managing Member of D&K, which in turn is the sole general partner of PCQP. As a result, each of Mr. Daniels and D&K may be deemed to beneficially own the reported securities. Mr. Daniels and D&K each hereby disclaims any beneficial ownership of any securities directly held by PCQP, except to the extent of their pecuniary interest therein.

4. Each share of the registrant's 8.0% Nonvoting, Non-cumulative convertible perpetual preferred stock, Series E, with a liquidation preference of $25.00 per share ("Series E Preferred"), will be convertible into (1) one share of the registrant's 8.0% Non-cumulative convertible perpetual preferred stock, Series C, with a liquidation preference of $25.00 per share ("Series C Preferred"), automatically upon any sale or other transfer of Series E Preferred in a Widely Dispersed Offering (as defined in the Certificate of Designations of Nonvoting Convertible Preferred Stock, Series D and 8% Nonvoting, Non-Cumulative, Convertible Perpetual Preferred Stock, Series E of the registrant (the "Series D and Series E Certificate of Designations")), or (Continued in Footnote 5)

5. (2) 2.0358 shares of Series D Preferred, at the option of the holders of shares of Series E Preferred at any time at a conversion price of $12.28 per share of Series D Preferred (in each case subject to adjustment as set forth in the Series D and Series E Certificate of Designations). In addition, each share of Series E Preferred will be convertible into 2.0358 shares of Series D Preferred at a conversion price of $12.28 per share of Series D Preferred (in each case subject to adjustment as set forth in the Series D and Series E Certificate of Designations) at the option of the registrant at any time after the earlier to occur of (x) May 28, 2015, and (y) the first date on which the volume-weighted average per share price of the registrant's common stock equals or has exceeded 130% of the then applicable conversion price of the Series E Preferred for at least 20 trading days within any period of 30 consecutive trading days occurring after May 28, 2013.(Continued in Footnote 6)

6. Each share of Series C Preferred is convertible into 2.0358 shares of Common Stock at any time at a conversion price of $12.28 per share of Common Stock, subject to adjustment as set forth in the Certificate of Designations of 8% Non-Cumulative, Convertible Perpetual Preferred Stock, Series C of the registrant.

7. Each share of Series D Preferred is convertible into one share of Common Stock automatically upon a Widely Dispersed Offering of Series D Preferred.

8. The reported securities are included within units purchased by the reporting person for $1,000 per unit. Each unit consists of a nonconvertible subordinated note in the principal amount of $1,000 issued by the registrant, and a detachable warrant to purchase 25 shares of Common Stock. The warrants are exercisable at an exercise price of $12.28 per share of Common Stock, subject to adjustment as provided therein.

	/s/ C. Bryan Daniels	10/25/2010
	** Signature of Reporting Person	Date
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