On January 27, 2009, Equity Residential, the general partner of ERP Operating Limited Partnership, an Illinois limited partnership (the "Operating Partnership"), announced that the Operating Partnership accepted for purchase $105,161,000 principal amount of its 4.75% Notes due June 15, 2009 and $185,194,000 principal amount of its 6.95% Notes due March 2, 2011 (collectively, the "Notes") validly tendered pursuant to its previously announced cash tender offer for the Notes (the "Tender Offer"). The Notes accepted for purchase represent 46.24% and 61.73% of the principal amount of the 4.75% Notes and the 6.95% Notes, respectively, outstanding prior to the Tender Offer. The Tender Offer expired at 5:00 p.m., New York City time, on Monday, January 26, 2009 (the "Expiration Time"). Payment for Notes purchased pursuant to the Tender Offer was made on Tuesday, January 27, 2009 (the "Payment Date").

The consideration paid for each $1,000 principal amount of Notes accepted for payment was $1,000 for Notes validly tendered at or prior to the Expiration Time. In addition, each tendering holder of Notes accepted for payment was paid accrued and unpaid interest on such Notes from the last interest payment date up to, but not including, the Payment Date. The aggregate consideration for Notes accepted for payment, including accrued and unpaid interest, was $296,121,913.

The Tender Offer was made pursuant to the Operating Partnership's Offer to Purchase dated January 16, 2009 and the related Letter of Transmittal.

A copy of Equity Residential's press release announcing the completion of the Tender Offer is filed herewith as Exhibit 99.1.

(d) Exhibits

Exhibit
Number     Description
99.1       Press Release of Equity Residential announcing the Completion of the
           Tender Offer by ERP Operating Limited Partnership dated January 27, 2009