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^*

HUGHES B WAYNE ET AL

(Last)

(First)

(Middle)

C/O PUBLIC STORAGE

701 WESTERN AVE

(Street)

GLENDALE

91201-2349

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Public Storage [ PSA ]

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

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2007

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	12/19/2007		G	V	240,000	D	$0	13,012,810⁽⁸⁾⁽⁹⁾	I	As Trustee⁽¹⁾
Common Stock	10/02/2007		G	V	670,000⁽⁸⁾	D	$0	0⁽⁸⁾	I	GRAT⁽²⁾
Common Stock								789,000	I	GRAT⁽³⁾
Common Stock								310,000	I	By LLC⁽⁴⁾
Common Stock								1,427	I	By IRA⁽⁵⁾
Common Stock								1,000,000	I	By GRAT⁽⁶⁾
Common Stock								915,000	I	By LLC⁽¹⁰⁾
Common Stock	12/31/2007		J⁽¹¹⁾		1,602,826⁽⁹⁾	D	⁽¹¹⁾	0⁽⁹⁾	I	By Corp⁽¹¹⁾
Common Stock								552,006.7459	I	By 401(k) Plan⁽⁷⁾
Depositary Shares Representing Equity Stock								52,547	I	As Trustee⁽¹⁾
Depositary Shares Representing Equity Stock								46	I	By IRA⁽⁵⁾
Depositary Shares Representing Equity Stock								9,743.5518	I	By 401(k) Plan⁽⁷⁾

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)

Explanation of Responses:

1. By B. Wayne Hughes, trustee for B.W. Hughes Living Trust dated 6/3/77 (the "Living Trust").

2. By B. Wayne Hughes, trustee of Wayne Hughes 6-04 Annuity Trust.

3. By B. Wayne Hughes, trustee of Wayne Hughes 9-05 Annuity Trust.

4. Shares held by American Commercial Equities Two LLC, of which the reporting person is the sole member.

5. By custodian of an IRA for the reporting person's benefit.

6. By B. Wayne Hughes, trustee of Wayne Hughes 6-07 Annuity Trust.

7. 401(k) plan units that represent interests in common stock; based on plan information as of January 2, 2008.

8. Reflects the following upward adjustment to shares previously reported as owned by the reporting person: 555,000 shares previously held by the Wayne Hughes 6-04 Annuity Trust which were distributed to the Living Trust and are now owned by the Living Trust.

9. Reflects the following downward adjustment to shares previously reported as owned by the reporting person: an additional 951,000 shares previously owned by the Living Trust were contributed to BW Equities, Inc.

10. Shares held by American Commercial Equities Three LLC, of which the reporting person is the sole member.

11. Represents private sale by reporting person of all of the securities of B.W. Equities, Inc. ("BWE"), which is wholly owned by the reporting person, to trusts for the benefit of reporting person's grandchildren. BWE owns substantial assets in addition to the shares of Issuer.

	/s/ David Goldberg, Attorney in Fact	01/02/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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