SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Trout James

(Last)

(First)

(Middle)

560 MISSION STREET, SUITE 2900

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/31/2006

3. Issuer Name and Ticker or Trading Symbol
Digital Realty Trust, Inc. [ DLR ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. VP, Portfolio & Tech Ops

5. 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 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)

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Long-Term Incentive Units⁽¹⁾	⁽²⁾	⁽²⁾	Common Stock	16,163	$0	D
Long-Term Incentive Units⁽¹⁾	⁽³⁾	⁽³⁾	Common Stock	11,614	$0	D
Employee Stock Option right-to-buy	⁽⁴⁾	10/28/2014	Common Stock	45,459	$12	D
Class C Profits Interest Units⁽⁵⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	50,000	$0	D

Explanation of Responses:

1. Long-term incentive units are membership interests in Digital Realty Trust, L.P. a Maryland Limited Partnership (the "Operating Partnership), of which the Issuer is the general partner. Long-term incentive units receive the same quarterly distributions as common limited partnershp units of the Operating Partnership ("Common Units"). Long-term incentive units may initally not have full parity with Common Units with respect to liquidating distributions; however, upon the occurence of specified events, long-term incentive units may over time achieve full parity with Common Units for all purposes, and thereafter vested long-term units may be converted into an equal number of common units of the Operating Partnership on a one for one basis at any time.

2. 100% vested but subject to transfer restrictions until October 28, 2007 after which units will be redeemable for cash based on the fair market value of an equivalent number of shares of the Issuer's common stock, or at the election of the Issuer, an equal number of shares of the Isssuer's common stock.

3. Tweny percent of these units will vest on October 1, 2006 and thereafter 1/60th will vest monthly and, when vested, will be redeemable for cash based on the fair market value of an equivalent number of shares of the Issuer's common stock, or at the election of the Issuer, for an equal number of shares of the Issuer's common stock.

4. Represents an option to purchase common stock in the Issuer, which vests in equal annual installments of 25% on each of the first four anniversaries of October 28, 2004.

5. Class C profits interest units ("Class C Units") are membership interests in the Operating Partnership.

6. A number of Class C Units, up to 60%, will vest on September 30, 2008, and thereafter a number of Class C Units, up to a maximum of 1-2/3% will vest monthly, except that up to 100% of the Class C Units will vest upon a change in control of the Issuer, provided in each case that (i) the cumulative return to the Issuer's common stockholders as measured from October 1, 2005 meets certain targets and (ii) the reporting person remains employed by the issuer for a certain period. Partial vesting is possible based on the cumulative return to the Issuer's common stockholders, the period of time the reporting person remains employed by the issuer and the issuer's stock price for the 5 consecutive trading days ending on the measurement date. Upon vesting, Class C Profits Interest Units will be treated in the same manner as long-term incentive units."

	Barbara Polster, attorney-in-fact	08/09/2006
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.