Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 15, 2009, Irving F. Lyons, III was appointed as a new member of the board of trustees of ProLogis. He was also appointed to serve on the Investment Committee of the board of trustees.
In 1993 ProLogis acquired an industrial real estate portfolio from entities in which Mr. Lyons was an owner and principal officer. The transaction was negotiated at arm's length before he became affiliated with ProLogis. As a result of the transaction, Mr. Lyons, through entities in which he has ownership interests, acquired an ownership interest in ProLogis Limited Partnership-I (the entity formed to own the acquired real estate assets). Mr. Lyon's indirect ownership interest is 1.6% as of September 15, 2009 (equal to 230,113 units which are exchangeable for 230,113 ProLogis common shares). ProLogis Limited Partnership-I has a $31 million secured loan with a third-party lender. Mr. Lyons and the other limited partners of ProLogis Limited Partnership-I entered into an agreement in 2003 to guarantee up to $25 million of this secured loan. The guaranty was not required by ProLogis, nor did it affect ProLogis, but was entered into for reasons personal to Mr. Lyons and the other limited partners.

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