EXHIBIT 99.6
                                [PROLOGIS LOGO]

Dear ProLogis Shareholder:

In October, ProLogis notified you of changes to its 1999 Dividend Reinvestment
and Share Purchase Plan. Those changes to the plan are reflected in the
prospectus that has been enclosed for your review, which amends and restates the
plan. Those changes include:

     o    Plan participation has been limited to common shares of beneficial
          interest, par value $0.01 per share, registered on the share transfer
          books of ProLogis in a shareholder's name and not in the name of a
          bank, broker or other nominee. Distributions of common shares that are
          registered in a name other than that of the shareholder are no longer
          allowed to reinvest under the plan.

     o    Dividend reinvestment will be limited to an aggregate of 300,000
          common shares per participant, including common shares held in
          certificate and book form as well as dividend reinvestment shares.
          This limit is subject to change at any time at ProLogis' sole
          discretion. Plan accounts considered to be under common control or
          management of a participant may be aggregated for purposes of applying
          the dividend reinvestment limit as well as the optional cash payment
          limits set forth in the plan.

     o    The discount applied to the reinvestment of dividends and in
          connection with optional cash payments of $10,000 or less will be set
          at ProLogis' sole discretion and will range from 0% to 2%.
          Notification of the discount to be applied to each dividend
          reinvestment period will be identified in the declaration of dividend
          press release issued each quarter. That rate will apply to interim
          optional cash investment periods unless notification is made
          otherwise. For the current discount rate, please access the ProLogis
          website at http://ir.prologis.com under Shareholder Account
          Information, Dividend Reinvestment & Direct Purchase Plan, or call the
          investor relations toll free number, 1-800-820-0181, and select option
          number 8.


The enclosed plan prospectus includes the anticipated dividend reinvestment and
optional cash purchase investment dates for 2003 through 2004 (Exhibit A) as
well as applicable dates for those requesting a waiver under the plan (Exhibit
B). All dates are subject to change at ProLogis' discretion.

Registered shareholders can review their account details, including information
on plan participation, online anytime at www.equiserve.com Forms and copies of
the plan prospectus can also be accessed from this site.

ProLogis' plan, instituted in 1995, has been subsequently revised to reflect the
changing needs of the market place. As we continue to monitor market activity,
additional changes in the way we administer the plan may be necessary, but all
changes will support our goal of providing investors with a cost effective
manner in which to build a long-term share position in ProLogis.

Sincerely,


/s/ K. DANE BROOKSHER
K. Dane Brooksher
Chairman and CEO