Filing pursuant to Rule 424(b)(3)
                                                SEC File No. 333-75893
                                                        April 13, 2000


[LOGO]

                Supplement to Prospectus dated June 16, 1999

Dear Investor,

We are pleased to announce some exciting news regarding the ProLogis Trust
1999 Dividend Reinvestment and Share Purchase Plan. On April 13, 2000,
ProLogis will offer shares directly online. By working with our transfer
agent EquiServe and the online investor services company, StockPower Inc.,
you may now invest in ProLogis through the plan more conveniently than ever
before.

To purchase shares online using the StockPower service, you will need to
become a StockPower member. For more information on how online enrollment
works, please visit our web site at www.prologis.com.

Once a StockPower member, you can authorize the transaction and withdrawal
of funds from your bank account online, as well as link any of your other
existing StockPower accounts. In addition, you will also enjoy the
following benefits:

     o    You can review your ProLogis shareholder account at anytime, right
          from your own PC.
     o    You can arrange to receive notification of AnnualReports and
          other materials over the Internet.
     o    You may arrange for online sales of some or all of your shares.

Participation in the StockPower service is voluntary. If you prefer, you
may participate in the plan using the paper-based method for your initial
enrollment or subsequent optional cash purchases.

Also beginning in April of 2000, we are making the following change to the
plan so that both current and future plan participants can make optional
cash payments bimonthly. The provisions of the plan with respect to
optional cash payments in excess of $5,000 in a calendar month will remain
in effect.

     o    Optional cash payments up to $5,000 in a calendar month.
          Notwithstanding the provisions of the plan as described in the plan
          prospectus, we have established two investment dates in each calendar
          month for  you to make payments of up to a total of $5,000.  These
          investment dates through the remainder of the year 2000 are set
          forth on Exhibit A below.  To purchase common shares on any given
          investment date, funds must be received by EquiServe no later than 2
          business days prior to the investment date. Please note if you are
          using the online method to invest, your order must be placed 5
          business days prior to the investment date in order for EquiServe to
          receive the funds in time for the investment cut off.  If the
          investment date falls on a Massachusetts State holiday, purchases
          will be made the following business day.

     o    Optional cash payments in excess of $5,000. As the plan currently
          provides, optional cash payments in excess of $5,000 in any
          calendar month may be made only upon acceptance by ProLogis of a
          request for waiver. Please refer to the plan prospectus for
          instructions on submitting a request for waiver and the dates by
          which optional cash payments in excess of $5,000 must be received
          and the dates of the relevant investment periods during which the
          payments will be invested, as set forth on Appendix A to the plan
          prospectus.

Further, the plan currently provides that you may elect to have optional
cash payments deducted from your bank account each month. If you make this
election, or have previously elected to do so, EquiServe will now debit the
funds from your account on the 6th day of each month. If the 6th day of the
month is a weekend or holiday, the debit date will be the next succeeding
business day. The funds will be invested on the first investment date of
each month, as set forth on Exhibit A. In addition, you may make optional
cash payments on the second monthly investment date, to the extent that
your total investments in that calendar month would be less than or equal
to $5,000, by sending payment to EquiServe or by investing online through
StockPower, in each case as set forth above.





All other terms of the plan will remain unchanged.

Current participants of the plan are already aware of the advantages of
investing in ProLogis under the plan. If you are considering enrolling in
the plan for the first time, there are a number of attractive features to
the plan we would like to bring to your attention:

     o    You may make optional cash purchases at a discount to market
          prices, which is currently established at 2%, and without paying
          brokerage commissions.
     o    You can arrange to have all or some of your ProLogis distributions
          reinvested.
     o    You can authorize monthly "automatic investments" in ProLogis by a
          pre-authorized transfer of funds from your checking or savings
          account. To receive an automatic monthly investment enrollment
          form, please contact EquiServe at 1-800-956-3378.
     o    You may deposit your common share certificates with the plan
          administrator and have the ownership of those common shares
          maintained by the plan administrator as part of your account.

With the addition of a second monthly investment date and by offering the
StockPower service option, we hope you agree that purchasing shares in
ProLogis has never been more simple and convenient. If you have additional
questions, please feel free to contact our investors relations
representatives at 1-800-820-0181.

Thank you for your continued support.

K. Dane Brooksher
Chairman and Chief Executive Officer








                             Exhibit A
                                                                                               


                           Optional                                                       Optional
     Online Order        Cash Payment                                 Online Order      Cash Payment
    Placement Date         Due Date           Investment Date        Placement Date       Due Date            Investment Date
    --------------         --------           ---------------        --------------       --------            ---------------

                                                                    April 20, 2000      April 26, 2000        April 28, 2000
     May 8, 2000          May 11, 2000         May 15, 2000         May 18, 2000        May 23, 2000          May 25, 2000
     June 8, 2000         June 13, 2000        June 15, 2000        June 23, 2000       June 28, 2000         June 30, 2000
     July 7, 2000         July 12, 2000        July 14, 2000        July 24, 2000       July 27, 2000         July 31, 2000
    August 8, 2000        August 11, 2000     August 15, 2000       August 17, 2000    August 22, 2000       August 24, 2000
  September 8, 2000     September 13, 2000  September 15, 2000    September 22, 2000  September 27, 2000    September 29, 2000
   October 6, 2000       October 12, 2000     October 16, 2000     October 24, 2000    October 27, 2000      October 31, 2000
   November 8, 2000     November 13, 2000   November 15, 2000     November 15, 2000    November 20, 2000     November 22, 2000
   December 8, 2000     December 13, 2000   December 15, 2000     December 21, 2000    December 27, 2000     December 29, 2000