EXHIBIT 99.1



April 3, 2002




United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549



Gentlemen/Ladies:


     Arthur Andersen LLP, our independent public accountants, has represented to
us that their review of the consolidated condensed financial statements of
ProLogis Trust and subsidiaries, included in our Quarterly Report of Form
10-Q/A#1 for the period ended September 30, 2001 was subject to Arthur
Andersen's quality control system for the U.S. accounting and auditing practice
to provide reasonable assurance that the engagement was conducted in compliance
with professional standards; and that there was appropriate continuity of Arthur
Andersen personnel working on the review, availability of national office
consultation and availability of personnel at foreign affiliates of Arthur
Andersen to conduct the relevant portions of the review.

                              Sincerely,

                              PROLOGIS TRUST





                              /s/  WALTER C. RAKOWICH
                              ------------------------
                              Walter C. Rakowich
                              Managing Director and Chief Financial Officer