NEWS RELEASE

PROLOGIS REPORTS FOURTH QUARTER AND YEAR-END RESULTS

FFO per Share Ahead of Expectations; Leasing and Build-to-Suit Activity Gaining Momentum

DENVER — February 4, 2004 — ProLogis (NYSE: PLD), a leading global provider of distribution facilities and services, today announced Funds From Operations (FFO) per diluted share for the fourth quarter of 2003 of $0.78, compared with $0.58 for the fourth quarter of 2002. Prior to a preferred share redemption charge in the fourth quarter of 2003 and an impairment charge in the fourth quarter of 2002, FFO per diluted share was $0.80, compared with $0.61 in the fourth quarter of 2002. Net earnings per diluted share for the fourth quarter of 2003 were $0.71, compared with net earnings per diluted share of $0.44 in the fourth quarter of 2002.

Full-year FFO per diluted share for 2003 was $2.17, compared with $2.16 in 2002. Prior to preferred redemption charges in 2003 and impairment charges in both periods, FFO per diluted share for 2003 was $2.41, compared with $2.39 in 2002. Net earnings per diluted share for 2003 were $1.16, compared with $1.20 in 2002.

“We are pleased to have achieved strong results for the fourth quarter, exceeding our earlier expectation of $0.71 to $0.76 per share,” said K. Dane Brooksher, chairman and chief executive officer. “Our performance was driven by several factors – appreciation in foreign currencies, continued growth in FFO and fees from ProLogis property funds, income from our corporate distribution facilities services (CDFS) business and gains from the partial redemption of our investment in ProLogis European Properties Fund.

“Global economic indicators are steadily improving, and we noted clear signs of improved activity levels in North America and Western Europe toward the end of the year. Importantly, that momentum appears to be continuing into 2004, with approximately 1.9 million square feet (176,000 square meters) of new build-to-suit and new CDFS lease agreements signed since year end. Operating property performance in North America is beginning to show signs of modest improvement, with same store average occupancy up 0.91% for the year. While this activity is encouraging, rental rate growth remains elusive, and we do not expect this to change in the near term. As a result, we remain cautious in our expectations for earnings growth in 2004.” Mr. Brooksher added that the company has established a range of $2.35 to $2.45 in FFO per diluted share and $1.25 to $1.35 in earnings per diluted share for 2004.

Strong CDFS Income Demonstrates Benefits of ProLogis’ Business Model

During the fourth quarter, the company contributed ProLogis Parc Narita to ProLogis Japan Properties Fund, completed third party sales of properties and land in the United Kingdom (UK) and, together with ProLogis European Properties Fund (the Fund), completed the disposition of 13 UK distribution facilities owned by the Fund for approximately $320 million. This transaction brought the geographic diversification in line with the goals of the Fund investors, reducing the weighting in UK assets from 32% to 25%. It also will boost the unleveraged returns to Fund investors and resulted in a reduction in ProLogis’ ownership interest from 29.9% to 21.9%. “This lower level of ownership is consistent with our initial objective of maintaining an average interest of between 20% and 25% in ProLogis European Properties Fund. As a result of this reduction, we recognized previously deferred CDFS gains and crystallized the increased net asset value in the Fund. This is an excellent example of how our business model allows us to take advantage of opportunities to redeploy capital and maximize return on equity,” added Mr. Brooksher.

Accelerated Global Demand for Build-to-Suit Development

Among the leases signed in the fourth quarter were build-to-suit agreements with Anixter in Chicago, Rossignol and Bridgestone in France, Ricoh in the Netherlands and Nippon Express in Japan. “We’re also seeing an increase in lease up of our inventory developments, helping boost our 2003 development completions to over 81% leased as of the end of the year,” said Irving F. Lyons, III, vice chairman and chief investment officer. “For the full year, we signed over 12.8 million square feet (1.2 million square meters) of new CDFS leases, with more than half of that space leased to repeat customers. This demand appears to be accelerating with increased proposal activity and recent transactions for build-to-suit developments in North America, Europe and Japan.”

Japan Expansion Continues

Mr. Lyons added, “We continue to grow our presence in Japan. There is strong customer interest in our multi-tenant, multi-story facilities under development at ProLogis Parc Tokyo and ProLogis Parc Osaka, which are scheduled for completion in 2004, during the first quarter and fourth quarter, respectively. In addition, earlier today we announced a $52 million acquisition of a 355,000 square foot (32,950 square meters) facility in Urayasu that is fully leased to MUJI, a major household goods retailer. This acquisition brings total assets owned and under development in Japan to over $730 million.”

Other Financial and Operating Information for 2003

• Same store net operating income for the quarter declined 1.19% compared with the fourth quarter of 2002 (a 2.05% decrease when straight-lined rents are excluded), with a 0.61% improvement in average same store occupancy. For the year, same store net operating income increased 0.09% (a decrease of 0.19% when straight-lined rents are excluded).

• Recognized income from CDFS activities of $41.7 million for the quarter, which included $25.9 million of previously deferred gains. Full-year CDFS income was $129.6 million with pre-deferral margins of 16.9% and post-deferral margins of 14.1%.

• Realized a $47.8 million FFO gain and $74.7 million net earnings gain on the partial redemption of the company’s investment in ProLogis European Properties Fund.

• Increased ProLogis’ share of FFO from property funds by 26% for the quarter, to $19.8 million from $15.7 million in the same quarter in 2002. For the year, ProLogis’ share of FFO from property funds increased by 28%, to $73.4 million from $57.3 million in 2002.

• Grew fee income from property funds by 7% for the quarter, to $11.7 million from $10.9 million in the same quarter in 2002. Full-year fees from property funds increased by 28%, to $44.2 million from $34.5 million in the same period in 2002.

• Recycled $894.9 million of capital through CDFS dispositions and contributions in 2003, 90% of which was from contributions to ProLogis property funds.

• Increased total assets owned and/or under management by approximately 14% to $11.7 billion from $10.3 billion at December 31, 2002.

Copies of ProLogis’ fourth quarter 2003 supplemental information will be available from the company’s web site at http://ir.prologis.com or by request at 303-576-2745 or 800-820-0181. The supplemental information also is available on the SEC’s web site at http://www.sec.gov filed on a Form 8-K. The related conference call will be available via a live web cast on the company’s web site at http://ir.prologis.com at 10:00 am Eastern Time on Wednesday, February 4, 2004. A replay of the web cast will be available on the company’s web site or at www.streetevents.com until February 18, 2004.

ProLogis is a leading provider of distribution facilities and services with 240.2 million square feet (22.3 million square meters) in 1,764 distribution facilities owned, managed and under development in 71 markets in North America, Europe and Asia (excludes temperature-controlled distribution facilities). ProLogis continues to expand the industry’s first and only global network of distribution facilities with the objective of building shareholder value. The company expects to achieve this through the ProLogis Operating System® and its commitment to be ‘The Global Distribution Solution’ for its customers, providing exceptional facilities and services to meet their expansion and reconfiguration needs.

In addition to historical information, this press release contains forward-looking statements under the federal securities laws. These statements are based on current expectations, estimates and projections about the industry and markets in which ProLogis operates, management’s beliefs and assumptions made by management. Forward-looking statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Actual operating results may be affected by changes in national and local economic conditions, competitive market conditions, changes in financial markets or interest rates that could adversely affect ProLogis’ cost of capital and its ability to meet its financing needs and obligations, weather, obtaining governmental approvals and meeting development schedules, and therefore, may differ materially from what is expressed or forecasted in this press release. For a discussion of factors that could affect ProLogis’ financial condition and results of operations, refer to “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Risk Factors” in ProLogis’ Annual Report on Form 10-K for the year ended December 31, 2002.

# # #

Investor Relations:
Melissa Marsden
Tel: 303-576-2622
mmarsden@prologis.com Media:
Rick Roth
Tel: 303-576-2641
media@prologis.com

Fourth Quarter 2003

SUPPLEMENTAL INFORMATION
(Unaudited)

TABLE OF CONTENTS

Press Release

	Page
OVERVIEW:
Selected Financial Information		1
FINANCIAL STATEMENTS:
Consolidated Statements of Earnings		2
Consolidated Statements of Funds From Operations		3
Consolidated Statements of EBITDA		4
Reconciliations of Net Earnings to Funds From Operations and EBITDA		5
Consolidated Balance Sheets		6
Investments in Unconsolidated Investees		7
ProLogis Definitions - Funds From Operations and EBITDA		8
Notes to Consolidated Financial Statements		9 & 9a
SELECTED FINANCIAL INFORMATION:
Components of Net Asset Value and Related Comments		10 & 10a
Calculations of Return on Capital and Related Comments		11 & 11a
ProLogis Property Funds - EBITDA, Funds From Operations and Net Earnings		12 & 12a
ProLogis Property Funds - Balance Sheets		13
Temperature-Controlled Distribution Investees		14
SELECTED STATISTICAL INFORMATION:
Leased and Physical Occupancy Analysis		15 & 15a
Lease Expirations/Top 25 Customers		16
Leasing Activity/Actual Capital Expenditures		17
Same Store Sales Analysis		18
SELECTED INVESTMENT INFORMATION:
Acquisitions, Dispositions and Land Held for Development		19
CDFS Business Summary		20 & 20a
Development Summary		21
SELECTED OTHER INFORMATION:
Capital Structure		22
Debt Analysis		23
Geographic Distribution		24

Executive Office Address:
14100 East 35th Place
Aurora, Colorado 80011
(303) 375-9292

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Selected Financial Information (1)
(in thousands, except per share amounts)

			Three Months Ended							Year Ended
			December 31,							December 31,
			2003		2002 (2)		% Change			2003		2002 (2)		% Change
Net Earnings (see pages 2 and 5):
	Net Earnings attributable to Common Shares		$	133,559	$	79,121		68.8	%	$	212,367	$	216,166		-1.8	%
	Net Earnings per diluted Common Share		$	0.71	$	0.44		61.3	%	$	1.16	$	1.20		-3.3	%
Funds From Operations and Funds From Operations, as adjusted (see pages 3 and 5):
	Funds From Operations attributable to Common Shares		$	145,605	$	105,487		38.0	%	$	400,745	$	393,049		2.0	%
		Add back: adjustment to carrying values of temperature-controlled distribution investees		—		5,692					38,286		42,918
		Add back: excess of redemption values over carrying values of preferred shares redeemed		4,236		—					7,823		—
	Funds From Operations attributable to Common Shares, as adjusted		$	149,841	$	111,179		34.8	%	$	446,854	$	435,967		2.5	%
	Funds From Operations attributable to Common Shares per diluted share		$	0.78	$	0.58		34.5	%	$	2.17	$	2.16		0.5	%
		Add back: adjustment to carrying values of temperature–controlled distribution investees		—		0.03					0.20		0.23
		Add back: excess of redemption values over carrying values of preferred shares redeemed		0.02		—					0.04		—
	Funds From Operations per diluted Common Share, as adjusted		$	0.80	$	0.61		31.1	%	$	2.41	$	2.39		0.8	%
EBITDA (see pages 4 and 5):
	EBITDA		$	219,667	$	176,000		24.8	%	$	718,643	$	717,220		0.2	%
Distributions:
	Actual distributions per Common Share (3)		$	0.360	$	0.355		1.4	%	$	1.44	$	1.42		1.4	%

				December 31,		December 31,
				2003		2002 (2)		% Change
Total Assets, net of accumulated depreciation (see page 6)				$	6,369,202	$	5,911,380		7.7	%
Total Book Assets (see page 11):
	Direct investment			$	6,259,042	$	5,551,820		12.7	%
	ProLogis’ share of total book assets of unconsolidated investees				1,561,978		1,699,500		-8.1	%
			Totals	$	7,821,020	$	7,251,320		7.9	%
Market Capitalization (see page 22)				$	10,174,471	$	8,445,729		20.5	%
Assets Owned and Under Management:
	Real estate assets owned directly by ProLogis, before depreciation (see page 6)			$	5,854,046	$	5,395,527		8.5	%
	Assets owned by ProLogis’ unconsolidated investees:
		Real estate assets owned by ProLogis Property Funds, before depreciation (weighted ownership interest of 24.8%) (see page 13)			5,724,640		4,595,452		24.6	%
		Real estate assets owned by CDFS Joint Ventures, before depreciation (weighted ownership interest of 50.0%) (4)			31,393		132,766		-76.4	%
		ProLogis’ investment in and share of third party debt of temperature-controlled distribution investee (ownership interest in excess of 99%) (see page 14) (5)			113,977		178,658		-36.2	%
					5,870,010		4,906,876		19.6	%
			Totals	$	11,724,056	$	10,302,403		13.8	%

Definitions of Funds From Operations and EBITDA are on page 8.

Footnote references are to pages 9 and 9a.

Supplemental Information Page 1

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Consolidated Statements of Earnings (1)
(in thousands, except per share amounts)

			Three Months Ended						Year Ended						Pro Forma (1)
			December 31,						December 31,						Year Ended
															December 31,
			2003			2002 (2)			2003			2002 (2)			2002
Revenues:
	Rental income (6)(7)(8)		$	133,658		$	139,351		$	546,064		$	542,202		$	543,925
	Income from CDFS business (4)(9)(10)			41,685			35,409			129,605			156,855			147,909
	Income from ProLogis Property Funds (including fees earned by ProLogis)			22,944			16,484			71,449			60,722			60,844
	Income (loss) from temperature-controlled distribution investees (11)			14,799			24,106			(13,013	)		7,072			7,072
				213,086			215,350			734,105			766,851			759,750
Expenses:
	Rental expenses (6)			32,521			30,101			136,840			125,316			125,374
	General and administrative			19,236			13,243			65,907			53,893			55,470
	Depreciation and amortization			41,356			42,542			164,969			153,075			153,336
	Other			4,603			1,360			7,608			4,541			4,624
				97,716			87,246			375,324			336,825			338,804
Operating Income				115,370			128,104			358,781			430,026			420,946
Income (loss) from other unconsolidated investees (12)				—			(48	)		52			(1,495	)		(1,495	)
Interest expense (13)				(39,619	)		(36,168	)		(155,475	)		(152,958	)		(145,976	)
Interest and other income				684			457			1,883			2,368			2,493
Earnings before minority interest				76,435			92,345			205,241			277,941			275,968
Minority interest				(1,163	)		(1,633	)		(4,959	)		(5,508	)		(5,406	)
Earnings before certain net gains (losses) and net foreign currency gains (expenses/losses)				75,272			90,712			200,282			272,433			270,562
Gains (losses) on disposition of non-CDFS assets, net (9)				(1,736	)		1,519			1,638			6,648			6,648
Gain on partial redemption of investment in property fund (14)				74,716			—			74,716			—			—
Foreign currency exchange gains (expenses/losses), net (15)				154			437			(10,587	)		(2,031	)		2,432
Earnings before income taxes				148,406			92,668			266,049			277,050			279,642
Income taxes:
	Current income tax expense			2,890			3,806			4,759			10,509			13,101
	Deferred income tax expense			686			1,563			10,615			17,660			17,660
		Total income taxes		3,576			5,369			15,374			28,169			30,761
Net Earnings				144,830			87,299			250,675			248,881			248,881
Less preferred share dividends				7,035			8,178			30,485			32,715			32,715
Less excess of redemption values over carrying values of preferred shares redeemed (16)				4,236			—			7,823			—			—
Net Earnings Attributable to Common Shares			$	133,559		$	79,121		$	212,367		$	216,166		$	216,166
Weighted average Common Shares outstanding - basic (17)				179,901			178,367			179,245			177,813			177,813
Weighted average Common Shares outstanding - diluted				188,451			185,632			187,222			184,869			184,869
Net Earnings per Common Share:
		Basic	$	0.74		$	0.44		$	1.18		$	1.22		$	1.22
		Diluted	$	0.71		$	0.44		$	1.16		$	1.20		$	1.20

Calculation of Net Earnings per Common Share on a Diluted Basis
(in thousands, except per share amounts)

	Three Months Ended				Year Ended
	December 31,				December 31,
	2003		2002 (2)		2003		2002 (2)
Basic Net Earnings attributable to Common Shares	$	133,559	$	79,121	$	212,367	$	216,166
Minority interest		1,163		1,633		4,959		5,508
Diluted Net Earnings attributable to Common Shares	$	134,722	$	80,754	$	217,326	$	221,674
Weighted average Common Shares outstanding - Basic		179,901		178,367		179,245		177,813
Weighted average limited partnership units as if converted		4,722		4,814		4,773		4,938
Incremental effect of potentially dilutive instruments (a)		3,828		2,451		3,204		2,118
Weighted average Common Shares outstanding - Diluted		188,451		185,632		187,222		184,869
Diluted Net Earnings per Common Share	$	0.71	$	0.44	$	1.16	$	1.20

(a)  Total weighted average potentially dilutive instruments outstanding were 11,873,000 and 11,972,000 for the three months ended December 31, 2003 and 2002, respectively, and10,937,000 and 10,866,000 for the years ended December 31, 2003 and 2002, respectively.

Footnote references are to pages 9 and 9a.

Supplemental Information Page 2

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Consolidated Statements of Funds From Operations (1)
(in thousands, except per share amounts)

															Pro Forma (1)
			Three Months Ended						Year Ended						Year Ended
			December 31,						December 31,						December 31,
			2003			2002 (2)			2003			2002 (2)			2002
Revenues:
	Rental income (6)(7)(8)		$	133,658		$	139,351		$	546,064		$	542,202		$	543,925
	Funds From Operations from CDFS business (4)(9)(10)			41,685			35,450			129,605			152,491			148,060
	ProLogis’ share of Funds From Operations of ProLogis Property Funds			19,762			15,722			73,387			57,327			57,327
	Fees earned from ProLogis Property Funds			11,735			10,881			44,184			34,536			34,536
	ProLogis’ share of Funds From Operations of temperature-controlled distribution investees (11)			4,055			1,102			(17,689	)		1,676			1,676
				210,895			202,506			775,551			788,232			785,524
Expenses:
	Rental expenses (6)			32,521			30,101			136,840			125,316			125,374
	General and administrative			19,236			13,243			65,907			53,893			55,470
	Depreciation of non-real estate assets			1,881			2,057			7,884			7,842			8,040
	Other			4,603			1,360			7,608			4,541			4,624
				58,241			46,761			218,239			191,592			193,508
				152,654			155,745			557,312			596,640			592,016
Income (loss) from other unconsolidated investees (12)				—			(48	)		52			(1,495	)		(1,495	)
Interest expense (13)				(39,619	)		(36,168	)		(155,475	)		(152,958	)		(145,976	)
Interest and other income				684			457			1,883			2,368			2,493
Gain on partial redemption of investment in property fund, net (14)				47,822			—			47,822			—			—
Foreign currency exchange expenses/losses, net (15)				(612	)		(882	)		(2,823	)		(2,774	)		(2,767	)
Current income tax expense				(2,890	)		(3,806	)		(4,759	)		(10,509	)		(13,101	)
				5,385			(40,447	)		(113,300	)		(165,368	)		(160,846	)
Funds From Operations				158,039			115,298			444,012			431,272			431,170
Less preferred share dividends				7,035			8,178			30,485			32,715			32,715
Less excess of redemption values over carrying values of preferred shares redeemed (16)				4,236			—			7,823			—			—
Less minority interest				1,163			1,633			4,959			5,508			5,406
Funds From Operations Attributable to Common Shares			$	145,605		$	105,487		$	400,745		$	393,049		$	393,049
Weighted average Common Shares outstanding - basic (17)				179,901			178,367			179,245			177,813			177,813
Weighted average Common Shares outstanding - diluted				188,451			185,632			187,222			184,869			184,869
Funds From Operations per Common Share:
		Basic	$	0.81		$	0.59		$	2.24		$	2.21		$	2.21
		Diluted	$	0.78		$	0.58		$	2.17		$	2.16		$	2.16

Calculation of Funds From Operations per Common Share on a Diluted Basis
(in thousands, except per share amounts)

	Three Months Ended				Year Ended
	December 31,				December 31,
	2003		2002 (2)		2003		2002 (2)
Basic Funds From Operations attributable to Common Shares	$	145,605	$	105,487	$	400,745	$	393,049
Minority interest		1,163		1,633		4,959		5,508
Diluted Funds From Operations attributable to Common Shares	$	146,768	$	107,120	$	405,704	$	398,557
Weighted average Common Shares outstanding - Basic		179,901		178,367		179,245		177,813
Weighted average limited partnership units as if converted		4,722		4,814		4,773		4,938
Incremental effect of potentially dilutive instruments (a)		3,828		2,451		3,204		2,118
Weighted average Common Shares outstanding - Diluted		188,451		185,632		187,222		184,869
Diluted Funds From Operations per Common Share	$	0.78	$	0.58	$	2.17	$	2.16

(a)  Total weighted average potentially dilutive instruments outstanding were 11,873,000 and 11,972,000 for the three months ended December 31, 2003 and 2002, respectively, and 10,937,000 and 10,866,000 for the years ended December 31, 2003 and 2002, respectively.

See ProLogis’ Consolidated Statements of Earnings on Page 2 and the Reconciliations of Net Earnings to Funds From Operations on Page 5.

Definition of Funds From Operations is on page 8.

Footnote references are to pages 9 and 9a.

Supplemental Information Page 3

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Consolidated Statements of EBITDA (1)
(in thousands)

		Three Months Ended						Year Ended
		December 31,						December 31,
		2003			2002 (2)			2003			2002 (2)
Revenues:
	Rental income (6)(7)(8)	$	133,658		$	139,351		$	546,064		$	542,202
	EBITDA from CDFS business (4)(9)(10)		45,321			37,890			147,990			178,555
	ProLogis’ share of EBITDA of ProLogis Property Funds		32,872			26,466			124,206			98,736
	Fees earned from ProLogis Property Funds		11,735			10,881			44,184			34,536
	ProLogis’ share of EBITDA of temperature-controlled distribution investees (11)		5,710			8,222			24,579			54,350
			229,296			222,810			887,023			908,379
Expenses:
	Rental expenses (6)		32,521			30,101			136,840			125,316
	General and administrative		19,236			13,243			65,907			53,893
	Other		4,603			1,360			7,608			4,541
			56,360			44,704			210,355			183,750
			172,936			178,106			676,668			724,629
Income (loss) from other unconsolidated investees (12)			—			(48	)		52			(1,495	)
Interest and other income			684			457			1,883			2,368
Gain on partial redemption of investment in property fund, net (14)			47,822			—			47,822			—
Foreign currency exchange expenses/losses, net (15)			(612	)		(882	)		(2,823	)		(2,774	)
EBITDA before minority interest			220,830			177,633			723,602			722,728
Less minority interest			1,163			1,633			4,959			5,508
EBITDA		$	219,667		$	176,000		$	718,643		$	717,220

See ProLogis’ Consolidated Statements of Earnings on Page 2 and the Reconciliations of Net Earnings to EBITDA on Page 5.

Definition of EBITDA is on page 8.

Footnote references are to pages 9 and 9a.

Supplemental Information Page 4

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Reconciliations of Net Earnings to Funds From Operations and EBITDA (1)
(in thousands)

																	Pro Forma (1)
					Three Months Ended						Year Ended						Year Ended
					December 31,						December 31,						December 31,
					2003			2002 (2)			2003			2002 (2)			2002
Reconciliation of Net Earnings to Funds From Operations (see page 8):
	Net Earnings Attributable to Common Shares (see page 2)				$	133,559		$	79,121		$	212,367		$	216,166		$	216,166
		Add (Deduct) NAREIT Defined Adjustments:
		Real estate related depreciation and amortization				39,475			40,485			157,085			145,233			145,297
		(Gains) losses on disposition of non-CDFS assets, net				1,736			(1,519	)		(1,638	)		(6,648	)		(6,648	)
		Funds From Operations adjustment to gain on partial redemption of investment in property fund				(26,894	)		—			(26,894	)		—			—
		ProLogis’ share of reconciling items from unconsolidated investees (18):
			ProLogis Property Funds (see page 12):
				Real estate related depreciation and amortization		8,955			8,805			36,632			29,087			28,966
				Funds From Operations adjustment to gain recognized on disposition of CDFS assets		(1,805	)		—			(1,823	)		—			—
				Gains on other disposition, net		(595	)		(2	)		(595	)		(690	)		(690	)
				Other amortization items (19)		49			(726	)		(2,040	)		(2,580	)		(2,580	)
				Total ProLogis Property Funds		6,604			8,077			32,174			25,817			25,696
			ProLogis Kingspark (1)(4):
				Real estate related depreciation and amortization		—			—			—			(58	)		—
			Temperature-controlled distribution investees (see page 14):
				Real estate related depreciation and amortization		3,185			5,795			9,781			15,330			15,330
				Gains on disposition of non-CDFS assets, net		(12,217	)		(5,299	)		(11,727	)		(1,558	)		(1,558	)
				Total temperature-controlled distribution investees		(9,032	)		496			(1,946	)		13,772			13,772
				Total NAREIT Defined Adjustments		11,889			47,539			158,781			178,116			178,117
				Subtotal—NAREIT Defined Funds From Operations		145,448			126,660			371,148			394,282			394,283
		Add (Deduct) ProLogis Defined Adjustments:
		Foreign currency exchange (gains) expenses/losses, net (15)				(766	)		(1,319	)		7,764			(743	)		(5,199	)
		Deferred income tax expense				686			1,563			10,615			17,660			17,660
		ProLogis’ share of reconciling items from unconsolidated investees (18):
			ProLogis Property Funds (see page 12):
				Foreign currency exchange expenses/losses, net (15)		1,211			1,208			13,363			4,488			4,488
				Deferred income tax benefit		738			834			585			834			834
				Total ProLogis Property Funds		1,949			2,042			13,948			5,322			5,322
			ProLogis Kingspark (1)(4):
				Foreign currency exchange gains, net (15)		—			—			—			(4,446	)		—
				Deferred income tax expense		—			—			—			73			—
				Total ProLogis Kingspark		—			—			—			(4,373	)		—
			CDFS Joint Ventures (4):
				Foreign currency exchange gains, net (15)		—			—			—			(10	)		—
				Deferred income tax expense		—			41			—			79			151
				Total CDFS Joint Ventures		—			41			—			69			151
			Temperature-controlled distribution investees (see page 14):
				Foreign currency exchange (gains) expenses/losses, net (15)		(1,499	)		900			(1,642	)		(4,301	)		(4,301	)
				Deferred income tax benefit		(213	)		(24,400	)		(1,088	)		(14,867	)		(14,867	)
				Total temperature-controlled distribution investees		(1,712	)		(23,500	)		(2,730	)		(19,168	)		(19,168	)
				Total ProLogis Defined Adjustments		157			(21,173	)		29,597			(1,233	)		(1,234	)
	ProLogis Defined Funds From Operations Attributable to Common Shares (see pages 2, 3 and 8)				$	145,605		$	105,487		$	400,745		$	393,049		$	393,049
Reconciliation of Net Earnings to EBITDA (see page 8):
	Net Earnings Attributable to Common Shares (see page 2)				$	133,559		$	79,121		$	212,367		$	216,166
		Add (Deduct):
		NAREIT Defined Adjustments to compute Funds From Operations				11,889			47,539			158,781			178,116
		ProLogis Defined Adjustments to compute Funds From Operations				157			(21,173	)		29,597			(1,233	)
		Other adjustments to compute ProLogis’ EBITDA measure:
			Interest expense			39,619			36,168			155,475			152,958
			Depreciation of non-real estate assets			1,881			2,057			7,884			7,842
			Current income tax expense			2,890			3,806			4,759			10,509
			Adjustment to CDFS gains for interest capitalized to disposed assets (see page 8)			3,042			1,698			15,558			24,378
			Preferred share dividends			7,035			8,178			30,485			32,715
			Excess of redemption values over carrying values of preferred shares redeemed (16)			4,236			—			7,823			—
			ProLogis’ share of reconciling items from unconsolidated investees (18):
				ProLogis Property Funds (see page 12):
				Interest expense		13,267			10,593			49,766			40,352
				Current income tax expense		298			201			2,014			735
				Other amortization items (19)		(455	)		(50	)		(961	)		322
				Total ProLogis Property Funds		13,110			10,744			50,819			41,409
				ProLogis Kingspark (1)(4):
				Interest expense (20)		—			—			—			(6,966	)
				Depreciation of non-real estate assets		—			—			—			199
				Current income tax expense		—			—			—			2,514
				Adjustment to CDFS gains for interest capitalized to disposed assets (see page 8)		—			—			—			4,466
				Total ProLogis Kingspark		—			—			—			213
				CDFS Joint Ventures (4):
				Interest expense		427			697			2,273			1,383
				Current income tax expense		167			45			554			90
				Total CDFS Joint Ventures		594			742			2,827			1,473
				Temperature-controlled distribution investees (see page 14):
				Interest expense		53			168			91			3,577
				Depreciation of non-real estate assets		179			1,257			2,089			5,648
				Adjustment to carrying values		—			5,692			38,286			42,918
				Current income tax expense		1,423			3			1,802			531
				Total temperature-controlled distribution investees		1,655			7,120			42,268			52,674
	ProLogis’ EBITDA measure (see pages 2, 4 and 8)				$	219,667		$	176,000		$	718,643		$	717,220

See ProLogis’ Consolidated Statements of Earnings on Page 2.

Definitions of Funds From Operations and EBITDA are on page 8.
Footnote references are to pages 9 and 9a.

Supplemental Information Page 5

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Consolidated Balance Sheets
(in thousands)

				December 31,			December 31,
				2003			2002 (2)
Assets:
	Investments in real estate assets:
		Operating properties		$	4,868,794		$	4,567,874
		Properties under development (including cost of land)			404,581			377,384
		Land held for development			511,163			386,820
		Other investments (21)			69,508			63,449
					5,854,046			5,395,527
		Less accumulated depreciation			847,221			712,319
			Net investments in real estate assets		5,006,825			4,683,208
	Investments in unconsolidated investees:
		Investments in ProLogis Property Funds			548,243			581,334
		Investments in CDFS Joint Ventures (4)			12,734			45,183
		Investment in temperature-controlled distribution investee (5)			113,830			178,459
		Investments in other unconsolidated investees			2,486			4,310
			Total investments in unconsolidated investees		677,293			809,286
	Cash and cash equivalents				331,503			110,809
	Accounts and notes receivable				46,642			35,615
	Other assets				306,939			272,462
			Total assets	$	6,369,202		$	5,911,380
Liabilities and Shareholders’ Equity:
	Liabilities:
		Lines of credit		$	699,468		$	545,906
		Senior unsecured notes			1,776,789			1,630,094
		Mortgage notes and other secured debt			514,412			555,978
		Construction costs payable			26,825			27,880
		Interest payable			39,807			38,454
		Accounts payable and accrued expenses			116,067			105,735
		Other liabilities			97,389			90,524
			Total liabilities		3,270,757			2,994,571
	Minority interest				37,777			42,467
	Shareholders’ equity:
		Series C preferred shares at stated liquidation preference of $50.00 per share			100,000			100,000
		Series D preferred shares at stated liquidation preference of $25.00 per share (22)			125,000			250,000
		Series E preferred shares at stated liquidation preference of $25.00 per share (23)			—			50,000
		Series F preferred shares at stated liquidation preference of $25.00 per share (24)			125,000			—
		Series G preferred shares at stated liquidation preference of $25.00 per share (25)			125,000			—
		Common Shares at $.01 par value per share			1,802			1,781
		Additional paid-in capital			3,075,695			3,021,686
		Accumulated other comprehensive income (26)			138,235			35,119
		Distributions in excess of Net Earnings			(630,064	)		(584,244	)
			Total shareholders’ equity		3,060,668			2,874,342
			Total liabilities and shareholders’ equity	$	6,369,202		$	5,911,380

Footnote references are to pages 9 and 9a.

Supplemental Information Page 6

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Investments in Unconsolidated Investees
(in thousands)

			December 31,		December 31,
			2003		2002 (2)
ProLogis Property Funds (see page 13)(A):
	ProLogis European Properties Fund		$	267,757	$	362,220
	ProLogis California LLC			117,529		118,790
	ProLogis North American Properties Fund I			38,342		46,175
	ProLogis North American Properties Fund II			5,853		7,070
	ProLogis North American Properties Fund III			5,506		5,666
	ProLogis North American Properties Fund IV			3,425		3,730
	ProLogis North American Properties Fund V			56,965		34,287
	ProLogis Japan Properties Fund			52,866		3,396
		Total investments in ProLogis Property Funds		548,243		581,334
CDFS Joint Ventures (4)				12,734		45,183
Temperature-controlled distribution investee (see page 14)				113,830		178,459
Other unconsolidated investees				2,486		4,310
		Total investments in unconsolidated investees	$	677,293	$	809,286

COMMENT

(A) As of December 31, 2003, the amounts of the gross gains that have not been recognized that are associated with all of the contributions made by ProLogis to ProLogis Property Funds (before subsequent amortization) are presented below (in thousands). See note 9 on page 9.

		Gross Amounts Not Recognized
		CDFS		Non-CDFS
		Transactions		Transactions		Total
ProLogis European Properties Fund		$	59,211	$	9,347	$	68,558	(a)
ProLogis California LLC			5,323		26,129		31,452
ProLogis North American Properties Fund I			8,286		868		9,154
ProLogis North American Properties Fund II			7,392		—		7,392
ProLogis North American Properties Fund III			5,667		337		6,004
ProLogis North American Properties Fund IV			3,829		810		4,639
ProLogis North American Properties Fund V			16,669		106		16,775
ProLogis Japan Properties Fund			8,520		—		8,520
	Totals	$	114,897	$	37,597	$	152,494

(a) In the fourth quarter of 2003, ProLogis released $25.9 million of previously deferred gains as a result of (i) ProLogis European Properties Fund’s sale of properties to third parties (the properties sold were originally contributed to ProLogis European Properties Fund by ProLogis) and (ii) the decrease of ProLogis’ ownership interest in ProLogis European Properties Fund as a result of the partial redemption of ProLogis’ outstanding units. See note 9 on page 9.

Footnote references are to pages 9 and 9a.

Supplemental Information Page 7

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

ProLogis Definitions - Funds From Operations and EBITDA

FUNDS FROM OPERATIONS:

Funds From Operations is a financial measure that is commonly used in the real estate industry. Although NAREIT has published a definition of Funds From Operations, modifications to the NAREIT calculation of Funds From Operations are common among REITs, as companies seek to provide financial measures that meaningfully reflect their business. Funds From Operations, as defined by ProLogis, is presented as a supplemental financial measure. Funds From Operations is not used by ProLogis as, nor should it be considered to be, an alternative to Net Earnings computed under GAAP as an indicator of ProLogis’ operating performance or as an alternative to cash from operating activities computed under GAAP as an indicator of ProLogis’ ability to fund its cash needs.

Funds From Operations is not meant to represent a comprehensive system of financial reporting and does not present, nor does ProLogis intend it to present, a complete picture of its financial condition and operating performance. ProLogis believes that GAAP Net Earnings remains the primary measure of performance and that Funds From Operations is only meaningful when it is used in conjunction with GAAP Net Earnings. Further, ProLogis believes that its consolidated financial statements, prepared in accordance with GAAP, provide the most meaningful picture of its financial condition and its operating performance.

NAREIT’s Funds From Operations measure adjusts GAAP Net Earnings to exclude historical cost depreciation and gains and losses from the sales of previously depreciated properties. ProLogis agrees that these two NAREIT adjustments are useful to investors for the following reasons:

     (a) historical cost accounting for real estate assets in accordance with GAAP assumes, through depreciation charges, that the value of real estate assets diminishes predictably over time. NAREIT stated in its White Paper on Funds from Operations “since real estate asset values have historically risen or fallen with market conditions, many industry investors have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.” Consequently, NAREIT’s definition of Funds From Operations reflects the fact that real estate, as an asset class, generally appreciates over time and depreciation charges required by GAAP do not reflect the underlying economic realities.

     (b) REITs were created as a legal form of organization in order to encourage public ownership of real estate as an asset class through investment in firms that were in the business of long-term ownership and management of real estate. The exclusion, in NAREIT’s definition of Funds From Operations, of gains and losses from the sales of previously depreciated operating real estate assets allows investors and analysts to readily identify the operating results of the long-term assets that form the core of a REIT’s activity and assists in comparing those operating results between periods.

At the same time that NAREIT created and defined its Funds From Operations concept for the REIT industry, it also recognized that “management of each of its member companies has the responsibility and authority to publish financial information that it regards as useful to the financial community.” ProLogis believes that financial analysts, potential investors and shareholders who review its operating results are best served by a defined Funds From Operations measure that includes other adjustments to GAAP Net Earnings in addition to those included in the NAREIT defined measure of Funds From Operations.

The ProLogis Defined Funds From Operations measure excludes the following items from GAAP Net Earnings that are not excluded in the NAREIT Defined Funds From Operations measure: (i) deferred income tax benefits and deferred income tax expenses recognized by ProLogis’ taxable subsidiaries; (ii) certain foreign currency exchange gains and losses resulting from certain debt transactions between ProLogis and its foreign consolidated subsidiaries and its foreign unconsolidated investees; (iii) foreign currency exchange gains and losses from the remeasurement (based on current foreign currency exchange rates) of certain third party debt of ProLogis’ foreign consolidated subsidiaries and its foreign unconsolidated investees; and (iv) mark-to-market adjustments associated with derivative financial instruments utilized to manage ProLogis’ foreign currency risks. Funds From Operations of ProLogis’ unconsolidated investees is calculated on the same basis as ProLogis.

The items that ProLogis excludes from GAAP Net Earnings, while not infrequent or unusual, are subject to significant fluctuations from period to period that cause both positive and negative effects on ProLogis’ results of operations, in inconsistent and unpredictable directions. Most importantly, the economics underlying the items that ProLogis excludes from GAAP Net Earnings are not the primary drivers in management’s decision-making process and capital investment decisions. Period to period fluctuations in these items can be driven by accounting for short-term factors that are not relevant to long-term investment decisions, long-term capital structures or to long-term tax planning and tax structuring decisions. Accordingly, ProLogis believes that investors are best served if the information that is made available to them allows them to align their analysis and evaluation of ProLogis’ operating results along the same lines that ProLogis’ management uses in planning and executing its business strategy.

Real estate is a capital-intensive business. Investors’ analyses of the performance of real estate companies tend to be centered on understanding the asset value created by real estate investment decisions and understanding current operating returns that are being generated by those same investment decisions. The adjustments to GAAP net earnings that are included in arriving at the ProLogis Defined Funds From Operations measure are helpful to management in making real estate investment decisions and evaluating its current operating performance. ProLogis believes that these adjustments are also helpful to industry analysts, potential investors and shareholders in their understanding and evaluation of ProLogis’ performance on the key measures of net asset value and current operating returns generated on real estate investments.

EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization):

ProLogis believes that EBITDA is a useful supplemental measure to be used in the calculation of Return on Capital measures (see page 11). ProLogis believes that Return on Capital measures are useful in analyzing the financial returns resulting from capital deployment decisions and for comparing returns associated with alternative investment decisions. EBITDA, as computed by ProLogis, does not represent Net Earnings or cash from operating activities that are computed in accordance with GAAP and is not indicative of cash available to fund cash needs, which ProLogis presents in its Consolidated Statements of Cash Flows and includes in its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q that are filed with the Securities and Exchange Commission. Accordingly, the EBITDA measure presented by ProLogis should not be considered as an alternative to Net Earnings as an indicator of ProLogis’ operating performance, or as an alternative to cash flows from operating, investing, or financing activities as a measure of liquidity. The EBITDA measure presented by ProLogis will not be comparable to similarly titled measures of other REITs.

EBITDA, as defined, represents Net Earnings (computed in accordance with GAAP) excluding: (i) interest expense; (ii) income tax expenses and benefits; and (iii) depreciation and amortization expenses. In ProLogis’ computation of EBITDA the following items are also excluded: (i) preferred dividends and charges related to the redemption of preferred shares; (ii) the foreign currency exchange gains and losses that are also excluded in the ProLogis Defined Funds From Operations measure (presented above); (iii) impairment charges; and (iv) gains and losses from the disposition of non-CDFS assets. In addition, ProLogis adjusts the gains and losses from the contributions and sales of developed properties recognized as CDFS income to reflect these gains and losses as if no interest cost had been capitalized during the development of the properties (i.e. the gains are larger since capitalized interest is not included in the basis of the assets contributed and sold). EBITDA of ProLogis’ unconsolidated investees is calculated on the same basis as ProLogis.

Supplemental Information Page 8

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Notes to Consolidated Financial Statements

(1)	As of July 1, 2002, ProLogis acquired the minority ownership interests in ProLogis Kingspark and related companies (see note 4) and from that date has owned 100% of these entities. Accordingly, ProLogis began presenting its investment in ProLogis Kingspark and related companies on a consolidated basis on July 1, 2002. In accordance with GAAP, this change in reporting method does not result in a restatement of the financial information for previous periods. Accordingly, a Consolidated Statement of Earnings on a pro forma basis and a Consolidated Statement of Funds From Operations on a pro forma basis for the year ended December 31, 2002 are presented on pages 2 and 3, respectively. This pro forma financial information is presented to reflect ProLogis Kingspark as if it were consolidated for all of 2002 to allow for comparability between periods.
(2)	Certain amounts included in ProLogis’ Supplemental Information package for 2002 have been reclassified to conform to the 2003 presentation.
(3)	In December 2003, ProLogis’ Board of Trustees set an annual distribution rate for 2004 of $1.46 per Common Share. The amount of the Common Share distribution may be adjusted at the discretion of the Board during the year.
(4)	The corporate distribution facilities services business (“CDFS business”) segment represents the development of distribution properties with the intent to either contribute the properties to a ProLogis Property Fund in which ProLogis has an ownership interest and acts as manager or sell the property to a third party, and the acquisition and rehabilitation or acquisition and repositioning of distribution properties with the intent to contribute the properties to a ProLogis Property Fund. This segment’s income also includes fees earned for development activities performed on behalf of customers or third parties and gains or losses from the disposition of land parcels that no longer fit into ProLogis’ development plans.
	ProLogis Kingspark, which is presented on a consolidated basis in ProLogis’ financial statements as of July 1, 2002 (see note 1), performs all of ProLogis’ CDFS business activities in the United Kingdom. ProLogis Kingspark has invested in certain joint ventures that also perform CDFS business activities. While ProLogis’ investment in ProLogis Kingspark was presented under the equity method, ProLogis Kingspark’s joint ventures were not separately presented in ProLogis’ financial statements. In November 2003, ProLogis sold its interest in one of these joint ventures, the only one of the joint ventures that held interests in operating properties. As of December 31, 2003, ProLogis has a 50% ownership interest in each of three CDFS Joint Ventures that operate only in the United Kingdom. All CDFS business activities outside the United Kingdom are performed by ProLogis or one of its consolidated subsidiaries.
(5)	Represents ProLogis’ investment in a European temperature-controlled distribution company. At December 31, 2003, this company operated primarily in France and all of the assets located in France were classified as “held for sale.” At December 31, 2002, this company also had operations in the United Kingdom. See note 11 and page 14.
(6)	Represents rental income earned and rental expenses incurred while ProLogis owns a property directly. Rental expenses include ProLogis’ direct expenses associated with its management of the ProLogis Property Funds’ operations. For properties that have been contributed to a ProLogis Property Fund, ProLogis recognizes its share of the total operations of the Property Fund under the equity method and presents these amounts as a component of “Revenues” in its Consolidated Statements of Earnings, Funds From Operations and EBITDA.
(7)	Amounts include straight-lined rents of $1,965,000 and $900,000 for the three months ended December 31, 2003 and 2002, respectively, and $7,236,000 and $4,576,000 for the years ended December 31, 2003 and 2002, respectively.
(8)	Amounts include rental expense recoveries from customers of $23,285,000 and $22,503,000 for the three months ended December 31, 2003 and 2002, respectively, and $99,448,000 and $92,723,000 for the years ended December 31, 2003 and 2002, respectively. Prior to the fourth quarter of 2003, ProLogis presented the rental expense recoveries from customers as a reduction to rental expenses rather than as a component of rental income. Rental expense recoveries from customers have been reclassified for all periods presented.
(9)	When ProLogis contributes properties to a ProLogis Property Fund in which it has an ownership interest, ProLogis does not recognize a portion of the gain resulting from the contribution. The amount of the gain not recognized is based on ProLogis’ ownership interest in the Property Fund acquiring the property. ProLogis defers this portion of the gain by recognizing a reduction to its investment in the respective Property Fund. ProLogis adjusts its proportionate share of the earnings or losses that it recognizes under the equity method from the Property Fund in later periods to reflect the Property Fund’s depreciation expense as if the depreciation expense was computed on ProLogis’ lower basis in the real estate assets rather than on the Property Fund’s basis in the real estate assets. If a loss is recognized when a property is contributed to a ProLogis Property Fund, none of the loss is deferred. See page 7 for the amount of gross gains that have not been recognized as of December 31, 2003.
	When a property that ProLogis originally contributed to a ProLogis Property Fund is disposed of to a third party, ProLogis recognizes the amount of the gain that it had previously deferred as a part of its CDFS income during the period that the disposition occurs. Further, during periods when ProLogis’ ownership interest in a ProLogis Property Fund decreases, ProLogis will release into income a portion of the gains that were previously deferred to coincide with its new ownership interest in the ProLogis Property Fund. In connection with the fourth quarter 2003 disposition of 13 properties by ProLogis European Properties Fund and subsequent redemption of a portion of the units that ProLogis held in ProLogis European Properties Fund, ProLogis’ ownership interest was reduced. Accordingly, in the fourth quarter of 2003, ProLogis has included the release of $25.9 million of previously deferred gains related to contributions to ProLogis European Properties Fund as part of its CDFS income in its Consolidated Statements of Earnings, Funds From Operations and EBITDA. The total amount of previously deferred gains for all ProLogis Property Funds that were released and recognized income during 2003 was $27.1 million.
(10)	ProLogis has not recognized the full amounts of gains related to contributions occurring in the period due to its continuing ownership interests in the ProLogis Property Funds acquiring the properties (see note 9). The gross amounts deferred at contribution were $4,869,000 and $11,124,000 for the three months ended December 31, 2003 and 2002, respectively, and $25,933,000 and $44,199,000 for the years ended December 31, 2003 and 2002, respectively.
(11)	Since June 2001, ProLogis has disposed of substantial portions of its investments in temperature-controlled distribution assets. As of December 31, 2003, substantially all of ProLogis’ remaining investment relates to temperature-controlled distribution assets that are located in France and are classified as held for sale. For the year ended December 31, 2003, ProLogis’ share of the net earnings of its European temperature-controlled investee includes an impairment charge of $38.3 million, recognized in the third quarter of 2003, primarily related to certain of the operating assets in the United Kingdom that were held for sale at the time. These assets were sold in December 2003 and the final transaction resulted in the recognition of a gain of $10.6 million (including a realized foreign currency gain of $6.8 million that resulted from the repatriation of net sales proceeds to the United States). See page 14.
	For the year ended December 31, 2002, ProLogis’ share of the net loss of its United States temperature-controlled distribution investee includes an impairment charge of $37.2 million, recognized in the third quarter of 2002, related to certain of the operating assets in the United States that were held for sale at the time. These assets were sold in October 2002 and the final transaction resulted in the recognition of a net gain of $6.3 million in the fourth quarter of 2002. See page 14.
(12)	In 2003, includes a $5,000 loss and income of $57,000 representing ProLogis’ proportionate shares of the net loss of Insight, Inc. and the net earnings of ProLogis Equipment Services LLC, respectively, recognized under the equity method. ProLogis Equipment Services sold substantially all of its assets in September 2002.
	In 2002, includes a $2,073,000 loss representing ProLogis’ proportionate share of the net loss of an unconsolidated investee that recognized an impairment charge related to its remaining investment in a logistics technology company (recognized in the first quarter of 2002). For 2002, also includes $4,000 and $574,000 representing ProLogis’ proportionate shares of the net earnings of Insight, Inc. and ProLogis Equipment Services, respectively.
(13)	Includes amortization of deferred loan costs of $1,421,000 and $1,271,000 for the three months ended December 31, 2003 and 2002, respectively, and $5,891,000 and $4,967,000 for the years ended December 31, 2003 and 2002, respectively. Excludes interest that has been capitalized based on ProLogis’ development activities of $7,604,000 and $9,645,000 for the three months ended December 31, 2003 and 2002, respectively, and $36,425,000 and $30,534,000 for the years ended December 31, 2003 and 2002. See note 20 on page 9a.
(14)	During the fourth quarter of 2003, ProLogis European Properties Fund disposed of 13 operating properties located in the United Kingdom that were originally contributed to ProLogis European Properties Fund by ProLogis. ProLogis European Properties Fund used the proceeds from this disposition to redeem certain of its outstanding equity units. ProLogis accepted the offer of redemption with respect to 37.16% of the units it held. Based on its book basis of the units redeemed, ProLogis recognized a net gain of $74.7 million on the partial redemption of its investment in ProLogis European Properties Fund in its Consolidated Statement of Earnings and a net gain of $47.8 million on this same transaction in its Consolidated Statements of Funds From Operations and EBITDA. The gain recognized by ProLogis in Earnings, Funds From Operations and EBITDA, includes a foreign currency exchange gain of $47.9 million that results from the repatriation of the cash proceeds from the redemption to the United States. Investment balances and certain intercompany debt balances that are not denominated in U.S. dollars are remeasured under GAAP with the resulting adjustment recognized as a cumulative translation adjustment in accumulated other comprehensive income in shareholders’ equity. This treatment is applicable to intercompany debt when the debt is deemed to be a long-term source of capital to the subsidiary or investee. However, any unrealized foreign currency gains or losses that have been previously recognized as a cumulative translation adjustment in the balance sheet that subsequently become realized as a result of the partial or complete sale or the complete or substantially complete liquidation of an investment in a foreign entity are recognized as a component of the gain or loss on the sale or liquidation transaction under GAAP.

Notes are continued on Page 9a.

Supplemental Information Page 9

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Notes to Consolidated Financial Statements (Continued)

(15)	Foreign currency exchange gains and losses that are recognized as a component of Net Earnings under GAAP generally result from: (i) remeasurement and/or settlement of certain debt transactions between ProLogis and its foreign consolidated subsidiaries and foreign unconsolidated investees (depending on the type of loan, the currency in which the loan is denominated and the form of ProLogis’ investment); (ii) remeasurement and/or settlement of certain third party debt of ProLogis’ foreign consolidated subsidiaries (depending on the currency in which the loan is denominated); and (iii) mark-to-market adjustments related to derivative financial instruments utilized to manage foreign currency risks. ProLogis generally excludes these types of foreign currency exchange gains and losses from the ProLogis Defined Funds From Operations measure and also from its computation of EBITDA. ProLogis’ definitions of Funds From Operations and EBITDA are presented on page 8.
	Foreign currency exchange gains and losses that result from transactions (including certain intercompany debt and equity investments) that are settled in a currency other than the reporting company’s functional currency and from the settlement of derivative financial instruments utilized to manage foreign currency risks are included in the ProLogis Defined Funds From Operations measure and in ProLogis’ computation of EBITDA. See note 14 on page 9.
(16)	Represents the excess of the redemption values over the carrying values of ProLogis’ Series E Preferred Shares that were redeemed on July 1, 2003 and the 5,000,000 of ProLogis’ Series D Preferred Shares that were redeemed on December 1, 2003 (see notes 22 and 23) in accordance with FASB-EITF Topic D-42, “The Effect on the Calculation of Earnings per Share for the Redemption or Induced Conversion of Preferred Stock.” In July 2003, the SEC staff clarified the SEC’s position as to the application of Topic D-42. The SEC staff’s position is that in applying Topic D-42, the carrying value of preferred shares that are redeemed should be reduced by the amount of original issuance costs, regardless of where in the shareholders’ equity section those costs are reflected. In addition to issuance costs, the carrying value of the Series E Preferred Shares redeemed included a purchase accounting adjustment recognized when these shares were issued as part of the 1999 Meridian merger.
	In 2001, ProLogis redeemed its remaining Series B Preferred Shares and its Series A Preferred Shares. In applying Topic D-42 at that time, ProLogis did not include the original issuance costs associated with these preferred shares as part of the carrying value because ProLogis had recorded the associated issuance costs as a reduction to Additional Paid-in Capital and not as a reduction to the carrying value of the preferred shares in its Consolidated Balance Sheet. In accordance with the SEC staff’s clarification, ProLogis will restate Net Earnings Attributable to Common Shares and Funds From Operations Attributable to Common Shares for the year ended December 31, 2001 to reflect a charge for the excess of the redemption values over the carrying values of the Series B Preferred Shares and Series A Preferred Shares that were redeemed in 2001. This restatement results in the recognition of a charge of $4.8 million in 2001 and reduces both ProLogis’ reported Net Earnings per Common Share and reported Funds From Operations per Common Share for the year ended December 31, 2001 by $0.03 per diluted share. Further, the Additional Paid-in Capital and Distributions in excess of Net Earnings balances that are included in ProLogis’ Consolidated Balance Sheet as of December 31, 2002 on page 6 have been restated to reflect this charge.
(17)	ProLogis began a Common Share repurchase program in January 2001. Under this program, which provides for up to $215.0 million of Common Share repurchases, ProLogis has repurchased 5,571,100 Common Shares at an average cost of $23.50 per share (aggregate cost of $130.9 million, net of expenses). ProLogis repurchased 387,900 Common Shares in 2003, all in the first quarter. For the three months and year ended December 31, 2002, ProLogis repurchased 2,106,000 and 4,405,000 Common Shares, respectively.
(18)	ProLogis reports its investments in the ProLogis Property Funds, its CDFS Joint Ventures, its temperature-controlled distribution investees and certain other investments under the equity method. Until July 1, 2002, ProLogis accounted for its investment in ProLogis Kingspark under the equity method. For purposes of calculating Funds From Operations and EBITDA, the Net Earnings of each of its unconsolidated investees is adjusted to be consistent with its calculation of these measures by ProLogis. ProLogis’ definition of Funds From Operations and EBITDA are presented on page 8.
(19)	Consists primarily of adjustments to the amounts that ProLogis recognizes under the equity method that are necessary to recognize the original gain that was not recognized at contribution. See note 9.
(20)	While accounted for under the equity method, ProLogis Kingspark computed capitalized interest based on its separate company overall borrowing rate (including intercompany and third party debt rates). When ProLogis’ share of ProLogis Kingspark’s earnings was recognized in ProLogis’ consolidated financial statements, capitalized interest was adjusted to reflect ProLogis’ overall borrowing rate. Because ProLogis’ overall borrowing rate is greater than ProLogis Kingspark’s separate company borrowing rate, an additional amount of capitalized interest is recognized when ProLogis Kingspark is consolidated with ProLogis. Depending on the amount of interest cost incurred by ProLogis Kingspark during the period and the amount of ProLogis Kingspark’s development expenditures during the period, the adjustment for the difference in overall borrowing rates can result in a negative interest expense balance attributable to ProLogis Kingspark.
(21)	Other investments include: (i) funds that are held in escrow pending the completion of tax-deferred exchange transactions; (ii) earnest money deposits associated with potential acquisitions; (iii) costs incurred during the pre-acquisition due diligence process; and (iv) costs incurred during the pre-construction phase related to future development projects.
(22)	On December 1, 2003, ProLogis redeemed 5,000,000 of its outstanding Series D Preferred Shares at the price of $25.00 per share, plus $0.3355 in accrued and unpaid dividends. On December 11, 2003, ProLogis called for the redemption of the remaining 5,000,000 of Series D Preferred Shares outstanding at a price of $25.00 per share, plus $0.066 in accrued and unpaid dividends. The redemption of these shares was completed on January 12, 2004. ProLogis recognized a charge of $4.2 million associated with this redemption in January 2004. See note 16.
(23)	On July 1, 2003, ProLogis redeemed its 2,000,000 outstanding Series E Preferred Shares at the price of $25.00 per share, plus $0.3685 in accrued and unpaid dividends. See note 16.
(24)	On November 28, 2003, ProLogis issued 5,000,000 of Series F Preferred Shares. The shares have a stated liquidation preference of $25.00 per share. Net proceeds from the offering were $121.0 million. Dividends will be payable quarterly in arrears on the last day of March, June, September and December, when and if, declared by the Board. The first dividend was paid on December 31, 2003. The shares will not be redeemable prior to November 28, 2008.
(25)	On December 30, 2003, ProLogis issued 5,000,000 of Series G Preferred Shares. The shares have a stated liquidation preference of $25.00 per share. Net proceeds from the offering were $120.9 million. Dividends will be payable quarterly in arrears on the last day of March, June, September and December, when and if, declared by the Board. The first dividend will be paid on March 31, 2004. The shares will not be redeemable prior to December 30, 2008.
(26)	Accumulated other comprehensive income includes cumulative foreign currency translation adjustments and unrealized gains and losses associated with derivative financial instruments that receive hedge accounting treatment. ProLogis also recognizes its proportionate share of the accumulated other comprehensive income balances of its unconsolidated investees.

Supplemental Information Page 9a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Components of Net Asset Value (A)
(in thousands)

Income Items

			4Q 2003		ProLogis’				Annualized
			Pro Forma		Ownership				Pro Forma
			NOI (B)		Interest				NoI–Pro Rata
Direct ownership properties (B)			$	112,943		100.0	%	X 4	$	451,772
ProLogis Property Funds–North America (B):
	ProLogis California LLC		$	14,845		50.0	%	X 4	$	29,690
	ProLogis North American Properties Fund I			8,192		41.3	%	X 4		13,533
	ProLogis North American Properties Fund II			4,753		20.0	%	X 4		3,802
	ProLogis North American Properties Fund III			4,779		20.0	%	X 4		3,823
	ProLogis North American Properties Fund IV			3,421		20.0	%	X 4		2,737
	ProLogis North American Properties Fund V			18,612		14.0	%	X 4		10,417
		Subtotal North America								64,002
ProLogis Japan Properties Fund (B)				5,998		20.0	%	X 4		4,798
		Total Property Funds–North America and Japan							$	68,800
						4Q 2003 Actual				Annualized Fees
Fee income (includes all ProLogis Property Funds) (see page 12)					$	11,735		X 4	$	46,940
									Actual 12 mos.
						4Q 2003 Actual				ended 12/31/03
Income From CDFS business:
	Funds From Operations from CDFS business (see page 3)				$	41,685			$	129,605
	Recognition of previously deferred gains (see note 9 on page 9)(C)					(25,911	)			(27,116	)
	Gross amount of gains that have not been recognized in Funds From Operations on current period contributions (see notes 9 and 10 on page 9)					4,869				25,933
					$	20,643			$	128,422
Balance Sheet Items
Investment in ProLogis European Properties Fund (C)									$	384,112
Investment in other properties (D)									$	36,783
Investments in unconsolidated investees other than ProLogis Property Funds:
	CDFS Joint Ventures								$	12,734
	Temperature-controlled distribution investee (see page 14)									113,830
	Other unconsolidated investees									2,486
		Total investments in unconsolidated investees other than ProLogis Property Funds							$	129,050
Investments in land and development projects:
	Development projects in process (see pages 6 and 21)								$	404,581
	Land held for development (see pages 6 and 19)									511,163
		Total investments in land and development projects							$	915,744
Other assets:
	Cash and cash equivalents								$	331,503
	Funds held in escrow (E)									4,502
	Deposits, prepaid assets and other tangible assets									127,004
	Accounts and notes receivable									46,642
	ProLogis’ share of other tangible assets of ProLogis Property Funds (F)									19,848
		Total other assets							$	529,499
Liabilities and preferred equity:
	ProLogis’ total liabilities								$	(3,270,757	)
	ProLogis’ share of third party debt of ProLogis Property Funds (see page 13) (F)									(427,992	)
	ProLogis’ share of other third party liabilities of ProLogis Property Funds (F)									(19,402	)
		Total liabilities								(3,718,151	)
	Preferred shares									(475,000	)
		Total liabilities and preferred equity							$	(4,193,151	)

ProLogis’ Consolidated Balance Sheet is at Page 6.

Net Asset Value Discussion

ProLogis considers Net Asset Value to be a useful tool for management, financial analysts, potential investors and shareholders to estimate the value of common shareholder equity. The assessment of the value of a particular segment of ProLogis’ business is subjective in that it will involve estimates and can be performed using various methods. Therefore, ProLogis has presented the financial results and investments related to its business segments that it believes are important in calculating its Net Asset Value but has not presented any specific methodology nor provided any guidance on the assumptions or estimates that should be used in the calculation.

Comments are on page 10a.

Supplemental Information Page 10

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Comments to Components of Net Asset Value
(in thousands)

Comments relate to page 10.

COMMENTS

(A)

The components of Net Asset Value provided do not consider any incentive management fees that ProLogis can earn from ProLogis Property Funds, the potential growth in rental and fee income streams or the franchise value associated with ProLogis’ global operating platform and the ProLogis Operating System®.

(B)

A reconciliation of rental income and rental expenses computed under GAAP to pro forma net operating income (“NOI”) for purposes of the Net Asset Value calculation for ProLogis and the ProLogis Property Funds, excluding ProLogis European Properties Fund, for the three months ended December 31, 2003 follows (amounts in thousands). Because ProLogis’ investment in ProLogis European Properties Fund is subject to periodic third party valuations (see comment C), a separate calculation using pro forma NOI is not necessary.

							ProLogis			ProLogis
				ProLogis			N.A.			N.A.
				California			Properties			Properties
	ProLogis			LLC			Fund I			Fund II
Calculation of Pro Forma NOI (a):
Rental income computed under GAAP (see pages 2 and 12)	$	133,658		$	18,671		$	10,359		$	6,068
Straight-lined rents (b)		(1,965	)		(246	)		(183	)		(124	)
Net termination fees (c)		(111	)		(12	)		174			30
Adjusted rental income		131,582			18,413			10,350			5,974
Rental expenses, computed under GAAP (see pages 2 and 12)		(32,521	)		(3,726	)		(2,270	)		(1,281	)
Certain fees paid to ProLogis (d)		—			158			112			60
Adjusted rental expenses		(32,521	)		(3,568	)		(2,158	)		(1,221	)
Adjusted NOI from stabilized properties		99,061			14,845			8,192			4,753
Other adjustments (e)(f)		13,882			—			—			—
Pro Forma NOI	$	112,943		$	14,845		$	8,192		$	4,753

[Additional columns below]

[Continued from above table, first column(s) repeated]

	ProLogis			ProLogis			ProLogis			ProLogis
	N.A.			N.A.			N.A.			Japan
	Properties			Properties			Properties			Properties
	Fund III			Fund IV			Fund V			Fund
Calculation of Pro Forma NOI (a):
Rental income computed under GAAP (see pages 2 and 12)	$	5,959		$	4,228		$	24,202		$	5,024
Straight-lined rents (b)		(24	)		(115	)		(1,083	)		(383	)
Net termination fees (c)		—			—			(320	)		—
Adjusted rental income		5,935			4,113			22,799			4,641
Rental expenses, computed under GAAP (see pages 2 and 12)		(1,227	)		(731	)		(4,414	)		(526	)
Certain fees paid to ProLogis (d)		71			39			227			—
Adjusted rental expenses, net of recoveries		(1,156	)		(692	)		(4,187	)		(526	)
Adjusted NOI from stabilized properties		4,779			3,421			18,612			4,115
Other adjustments (e)(f)		—			—			—			1,883
Pro Forma NOI	$	4,779		$	3,421		$	18,612		$	5,998

(a)	Pro forma NOI represents: (i) rental income computed under GAAP for each applicable property, including rental expense recoveries, adjusted to exclude straight-lined rents (see (b) below) and net termination fees (see (c) below); (ii) less rental expenses computed under GAAP for each applicable property adjusted to exclude certain fees paid to ProLogis that have been recognized as rental expenses by the ProLogis Property Funds (see (d) below); (iii) as adjusted to reflect CDFS assets (completed developments and repositioned acquisitions) at a stabilized yield for the entire period (see (e) below); and (iv) as adjusted to present a full period of operations for those properties that were not stabilized for the entire period (see (f) below).
(b)	Straight-lined rents are removed from rental income computed under GAAP to allow for the calculation of a cash yield, which is common in Net Asset Value calculations.
(c)	Net termination fees generally represent the gross fee negotiated at the time a customer is allowed to terminate its lease agreement offset by that customer’s rent leveling asset or liability, if any, that has been previously recognized under GAAP. Removing the net termination fees from rental income allows for the calculation of pro forma NOI to include only rental income that is indicative of the property’s recurring operating performance. Customer terminations are negotiated under specific circumstances and are not subject to specific provisions or rights allowed under the lease agreements.
(d)	These miscellaneous fees are removed because they represent costs that are specific to the ownership structures of the individual ProLogis Property Fund and are not necessarily indicative of expenses that would be incurred under other structures.
(e)	For ProLogis, the NOI generated by CDFS assets (completed developments and repositioned acquisitions) is removed and replaced with an NOI measure that is computed by applying each property’s projected yield at the time the property was developed or acquired to the gross book basis of the property at December 31, 2003.
(f)	For ProLogis Japan Properties Fund, NOI is adjusted to reflect a full period of operations for the one property acquired during the three-month period.

(C) At December 31, 2003, the Net Asset Value of ProLogis’ investment in ProLogis European Properties Fund was as follows (in thousands except per unit amounts):

Number of equity units held by ProLogis on December 31, 2003		28,686
Net Asset Value per unit at March 31, 2003 in euros (g)		10.45
Total Net Asset Value at December 31, 2003 in euros		299,769
Euro to U.S. dollar exchange rate at December 31, 2003		1.2630
Total Net Asset Value at December 31, 2003 in U.S. dollars	$	378,608
ProLogis’ share of Funds From Operations since March 31, 2003 (h)		27,378
Less dividends received since March 31, 2003		(26,418	)
Net amounts owed to ProLogis		4,544
Total net asset value as of March 31, 2002	$	384,112

(g)

Based on an independent third party valuation as of March 31, 2003.

(h)

Represents ProLogis’ share of Funds From Operations of ProLogis European Properties Fund since the last net asset valuation (March 31, 2003) excluding management fee income which is paid to ProLogis on a current basis ($8,863,000 for the three months ended June 30, 2003, $8,629,000 for the three months ended September 30, 2003 and $9,886,000 for the three months ended December 31, 2003). See page 12.

(D)	Represents ProLogis’ investment in three temperature-controlled operating properties in the United Kingdom. See Comment B on page 14.
(E)	Represents the average cash balance held in escrow from tax-deferred exchanges of real estate for the year ended December 31, 2003. Cash held in escrow is reflected in “Investments in real estate assets” in ProLogis’ Consolidated Balance Sheet and further reflected in the “Other investments” line item. See note 21 on page 9a.
(F)	Excludes ProLogis European Properties Fund. See comment C.

Supplemental Information Page 10a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Calculations of Return on Capital (A)
(in thousands)

	Full Year		Fourth Quarter			Third Quarter		Second Quarter		First Quarter
	2003		2003			2003		2003		2003
EBITDA:
EBITDA	$	718,643	$	219,667		$	164,725	$	169,473	$	164,778
Deferred gains that have not been recognized in EBITDA (B)		2,768		(20,626	)		7,064		9,954		6,376
	$	721,411	$	198,841		$	171,789	$	179,427	$	171,154

[Additional columns below]

[Continued from above table, first column(s) repeated]

	Full Year		Fourth Quarter		Third Quarter		Second Quarter		First Quarter
	2002		2002		2002		2002		2002
EBITDA:
EBITDA	$	717,220	$	176,000	$	182,730	$	182,619	$	175,871
Deferred gains that have not been recognized in EBITDA (B)		52,502		11,868		18,864		12,501		9,269
	$	769,722	$	187,868	$	201,594	$	195,120	$	185,140

				Averages			December 31,			September 30,
				for 2003			2003			2003
Total Book Assets (C):
	Direct investment:
		ProLogis’ direct investment in real estate assets, before depreciation (D)		$	5,547,257		$	5,854,046		$	5,538,063
		ProLogis’ direct other assets, net of direct other liabilities (E)			233,311			404,996			185,718
					5,780,568			6,259,042			5,723,781
	ProLogis share of Total Book Assets of unconsolidated investees:
		ProLogis Property Funds (F)			1,535,608			1,432,781			1,670,371
		Investment in ProLogis Kingspark (see note 4 on page 9) (G)			—			—			—
		Investments in CDFS Joint Ventures (G)			73,938			12,734			98,159
		Investments in temperature-controlled distribution investees (G)			167,474			113,977			158,465
		Investments in other unconsolidated investees (D)			2,851			2,486			2,486
					1,779,871			1,561,978			1,929,481
			Total Book Assets (including ProLogis’ share of Total Book Assets of unconsolidated investees)	$	7,560,439		$	7,821,020		$	7,653,262
Total Book Equity Attributable to Common Shareholders (C):
		Total Book Assets (C)		$	7,560,439		$	7,821,020		$	7,653,262
		Less: minority interest (D)			(39,599	)		(37,777	)		(38,716	)
		Less: third party debt (D)			(2,879,060	)		(2,990,669	)		(2,953,277	)
		Less: ProLogis’ share of third party debt of unconsolidated investees (see page 22)			(785,539	)		(750,638	)		(865,555	)
		Less: preferred shares (D)			(405,000	)		(475,000	)		(350,000	)
			Total Book Equity Attributable to Common Shareholders (including ProLogis’ share of Total Book Equity of unconsolidated investees)	$	3,451,241		$	3,566,935		$	3,445,714
Return on Assets (H):
	Average Book Assets			$	7,560,439
	Less: average direct other assets, net of direct other liabilities				(233,311	)
	Less: average minority interest				(39,599	)
					7,287,529
	Adjusted EBITDA for the full year			$	721,411
		Return on Assets (H)			9.90	%
Return on Equity Attributable to Common Shareholders (I):
	Average Book Equity Attributable to Common Shareholders (C)			$	3,451,241
	Less: average direct other assets, net of direct other liabilities				(233,311	)
					3,217,930
	ProLogis Defined Funds From Operations Attributable to Common Shares for the full year			$	400,745
	Add back: deferred gains computed on a Funds From Operations basis, net of recapture amounts recognized (see page 10)				(1,183	)
	Add back: non-real estate depreciation and amortization				7,884
	Add back: non-real estate depreciation and amortization of temperature-controlled distribution investees				2,089
	Add back: adjustment to carrying values of investments in temperature-controlled distribution investees				38,286
	Add back: excess of redemption values over the carrying values of preferred shares redeemed				7,823
	ProLogis Defined Funds From Operations Attributable to Common Shares, as adjusted			$	455,644
		Return on Equity Attributable to Common Shareholders (I)			14.16	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

				June 30,			March 31,			Averages
				2003			2003			for 2002
Total Book Assets (C):
	Direct investment:
		ProLogis’ direct investment in real estate assets, before depreciation (D)		$	5,537,659		$	5,410,992		$	4,803,641
		ProLogis’ direct other assets, net of direct other liabilities (E)			237,334			182,212			67,963
					5,774,993			5,593,204			4,871,604
	ProLogis share of Total Book Assets of unconsolidated investees:
		ProLogis Property Funds (F)			1,656,601			1,490,450			1,254,763
		Investment in ProLogis Kingspark (see note 4 on page 9) (G)			—			—			318,227
		Investments in CDFS Joint Ventures (G)			88,450			81,652			36,067
		Investments in temperature-controlled distribution investees (G)			200,697			185,576			434,421
		Investments in other unconsolidated investees (D)			2,486			2,486			4,730
					1,948,234			1,760,164			2,048,208
			Total Book Assets (including ProLogis’ share of Total Book Assets of unconsolidated investees)	$	7,723,227		$	7,353,368		$	6,919,812
Total Book Equity Attributable to Common Shareholders (C):
		Total Book Assets (C)		$	7,723,227		$	7,353,368		$	6,919,812
		Less: minority interest (D)			(39,296	)		(39,739	)		(43,978	)
		Less: third party debt (D)			(2,891,073	)		(2,828,302	)		(2,577,358	)
		Less: ProLogis’ share of third party debt of unconsolidated investees (see page 22)			(853,686	)		(749,133	)		(713,846	)
		Less: preferred shares (D)			(400,000	)		(400,000	)		(400,000	)
			Total Book Equity Attributable to Common Shareholders (including ProLogis’ share of Total Book Equity of unconsolidated investees)	$	3,539,172		$	3,336,194		$	3,184,630
Return on Assets (H):
	Average Book Assets									$	6,919,812
	Less: average direct other assets, net of direct other liabilities										(67,963	)
	Less: average minority interest										(43,978	)
											6,807,871
	Adjusted EBITDA for the full year									$	769,722
		Return on Assets (H)									11.31	%
Return on Equity Attributable to Common Shareholders (I):
	Average Book Equity Attributable to Common Shareholders (C)									$	3,184,630
	Less: average direct other assets, net of direct other liabilities										(67,963	)
											3,116,667
	ProLogis Defined Funds From Operations Attributable to Common Shares for the full year									$	393,049
	Add back: deferred gains computed on a Funds From Operations basis, net of recapture amounts recognized (see page 10)										43,522
	Add back: non-real estate depreciation and amortization										7,842
	Add back: non-real estate depreciation and amortization of temperature-controlled distribution investees										5,648
	Add back: adjustment to carrying values of investments in temperature-controlled distribution investees										42,918
	Add back: excess of redemption values over the carrying values of preferred shares redeemed										—
	ProLogis Defined Funds From Operations Attributable to Common Shares, as adjusted									$	492,979
		Return on Equity Attributable to Common Shareholders (I)									15.82	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

				December 31,			September 30,			June 30,
				2002			2002			2002
Total Book Assets (C):
	Direct investment:
		ProLogis’ direct investment in real estate assets, before depreciation (D)		$	5,395,527		$	5,021,310		$	4,515,556
		ProLogis’ direct other assets, net of direct other liabilities (E)			156,293			91,699			52,884
					5,551,820			5,113,009			4,568,440
	ProLogis share of Total Book Assets of unconsolidated investees:
		ProLogis Property Funds (F)			1,427,836			1,324,124			1,285,189
		Investment in ProLogis Kingspark (see note 4 on page 9) (G)			—			—			541,472
		Investments in CDFS Joint Ventures (G)			88,696			91,639			—
		Investments in temperature-controlled distribution investees (G)			178,658			457,419			481,003
		Investments in other unconsolidated investees (D)			4,310			4,784			4,163
					1,699,500			1,877,966			2,311,827
			Total Book Assets (including ProLogis’ share of Total Book Assets of unconsolidated investees)	$	7,251,320		$	6,990,975		$	6,880,267
Total Book Equity Attributable to Common Shareholders (C):
		Total Book Assets (C)		$	7,251,320		$	6,990,975		$	6,880,267
		Less: minority interest (D)			(42,467	)		(42,973	)		(43,755	)
		Less: third party debt (D)			(2,731,978	)		(2,551,171	)		(2,520,438	)
		Less: ProLogis’ share of third party debt of unconsolidated investees (see page 22)			(708,685	)		(729,869	)		(721,380	)
		Less: preferred shares (D)			(400,000	)		(400,000	)		(400,000	)
			Total Book Equity Attributable to Common Shareholders (including ProLogis’ share of Total Book Equity of unconsolidated investees)	$	3,368,190		$	3,266,962		$	3,194,694
Return on Assets (H):
	Average Book Assets
	Less: average direct other assets, net of direct other liabilities
	Less: average minority interest
	Adjusted EBITDA for the full year
		Return on Assets (H)
Return on Equity Attributable to Common Shareholders (I):
	Average Book Equity Attributable to Common Shareholders (C)
	Less: average direct other assets, net of direct other liabilities
	ProLogis Defined Funds From Operations Attributable to Common Shares for the full year
	Add back: deferred gains computed on a Funds From Operations basis, net of recapture amounts recognized (see page 10)
	Add back: non-real estate depreciation and amortization
	Add back: non-real estate depreciation and amortization of temperature-controlled distribution investees
	Add back: adjustment to carrying values of investments in temperature-controlled distribution investees
	Add back: excess of redemption values over the carrying values of preferred shares redeemed
	ProLogis Defined Funds From Operations Attributable to Common Shares, as adjusted
		Return on Equity Attributable to Common Shareholders (I)

[Additional columns below]

[Continued from above table, first column(s) repeated]

				March 31,			December 31,
				2002			2001
Total Book Assets (C):
	Direct investment:
		ProLogis’ direct investment in real estate assets, before depreciation (D)		$	4,497,621		$	4,588,193
		ProLogis’ direct other assets, net of direct other liabilities (E)			63,019			(24,079	)
					4,560,640			4,564,114
	ProLogis share of Total Book Assets of unconsolidated investees:
		ProLogis Property Funds (F)			1,149,314			1,087,352
		Investment in ProLogis Kingspark (see note 4 on page 9) (G)			549,652			500,011
		Investments in CDFS Joint Ventures (G)			—			—
		Investments in temperature-controlled distribution investees (G)			476,063			578,962
		Investments in other unconsolidated investees (D)			4,162			6,232
					2,179,191			2,172,557
			Total Book Assets (including ProLogis’ share of Total Book Assets of unconsolidated investees)	$	6,739,831		$	6,736,671
Total Book Equity Attributable to Common Shareholders (C):
		Total Book Assets (C)		$	6,739,831		$	6,736,671
		Less: minority interest (D)			(45,058	)		(45,639	)
		Less: third party debt (D)			(2,504,861	)		(2,578,340	)
		Less: ProLogis’ share of third party debt of unconsolidated investees (see page 22)			(650,238	)		(759,056	)
		Less: preferred shares (D)			(400,000	)		(400,000	)
			Total Book Equity Attributable to Common Shareholders (including ProLogis’ share of Total Book Equity of unconsolidated investees)	$	3,139,674		$	2,953,636
Return on Assets (H):
	Average Book Assets
	Less: average direct other assets, net of direct other liabilities
	Less: average minority interest
	Adjusted EBITDA for the full year
		Return on Assets (H)
Return on Equity Attributable to Common Shareholders (I):
	Average Book Equity Attributable to Common Shareholders (C)
	Less: average direct other assets, net of direct other liabilities
	ProLogis Defined Funds From Operations Attributable to Common Shares for the full year
	Add back: deferred gains computed on a Funds From Operations basis, net of recapture amounts recognized (see page 10)
	Add back: non-real estate depreciation and amortization
	Add back: non-real estate depreciation and amortization of temperature-controlled distribution investees
	Add back: adjustment to carrying values of investments in temperature-controlled distribution investees
	Add back: excess of redemption values over the carrying values of preferred shares redeemed
	ProLogis Defined Funds From Operations, Attributable to Common Shares as adjusted
		Return on Equity Attributable to Common Shareholders (I)

Comments are on page 11a.

Supplemental Information Page 11

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Comments to Calculations of Return on Capital

Comments relate to page 11.

COMMENTS

(A)	Return on Capital measures are commonly used by management, financial analysts, potential investors and shareholders to analyze financial returns. ProLogis believes that Return on Assets is useful in analyzing the financial returns resulting from capital deployment decisions and for comparing returns associated with alternative investment decisions. ProLogis believes that Return on Equity Attributable to Common Shareholders is useful in assessing the financial returns attributable to holders of common equity resulting from capital deployment and capital structuring decisions and evaluating options, as well as for comparing returns for alternative investment decisions. See comments H and I.
(B)	In calculating ProLogis’ EBITDA measure, the previously deferred gains that have been released to income during a period are eliminated because ProLogis’ EBITDA measure includes the gross gains before any deferrals. The amount of the net deferred gain (amount of gain on contributions in the period that is deferred net of the amount of previously deferred gains that is released in the period) that is added back to EBITDA to reflect the gains on a gross basis is further adjusted to reflect the original gross gain that is included in EBITDA as if there had been no interest capitalized into the basis of the asset sold ($3,951,000 for 2003 including $374,000 for the fourth quarter of 2003; $1,434,000 for the third quarter of 2003; $1,537,000 for the second quarter of 2003; $606,000 for the first quarter of 2003 and $8,980,000 for 2002. See definition of EBITDA on page 8 and notes 9 and 10 on page 9.
(C)	ProLogis’ use of the term “Book Assets” refers to the undepreciated asset base of the company. ProLogis’ use of the term “book equity” refers to the equity of the company with its assets presented on an undepreciated basis.
(D)	Represents ProLogis’ recorded balance sheet amount as of the applicable date. ProLogis’ Consolidated Balance Sheets are at page 6.
(E)	Other assets includes all assets other than real estate and investments in unconsolidated investees and other liabilities includes all liabilities other than third party debt. ProLogis’ Consolidated Balance Sheets are at page 6.
(F)	Represents ProLogis’ share of the total assets, before depreciation, net of liabilities, other than third party debt, of each entity. See page 13.
(G)	Represents ProLogis’ balance sheet investment in the entity plus ProLogis’ share of the entity’s third party debt, if any.
(H)	Return on Assets measures EBITDA, generated by operations and as defined by ProLogis on page 8, against the original capital invested that has generated this EBITDA. ProLogis believes that this EBITDA measure most accurately measures the direct financial return resulting from its capital decisions without including the impacts that financing and capital structure choices would have on the return calculation.
(I)	Return on Equity Attributable to Common Shareholders measures Funds From Operations as defined by ProLogis on page 8 and as further adjusted to remove all depreciation and amortization amounts and to reflect gains on contributions and sales of CDFS assets at their gross amount prior to any deferrals (see notes 9 and 10 on page 9) against the invested shareholder capital to which the Funds From Operations generated is attributable. ProLogis believes that the ProLogis Defined Funds From Operations, as adjusted measure most accurately measures the return related to the capital invested in common equity.

Supplemental Information Page 11a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

ProLogis Property Funds - EBITDA, Funds From Operations and Net Earnings

(in thousands)

				ProLogis						ProLogis			ProLogis			ProLogis
				European			ProLogis			N.A.			N.A.			N.A.
				Properties			California			Properties			Properties			Properties
				Fund			LLC			Fund I			Fund II			Fund III
				For the Three Months Ended December 31, 2003 (A)
EBITDA, Funds From Operations and Net Earnings of each Property Fund:
	Rental revenues (B)			$	71,610		$	18,671		$	10,359		$	6,068		$	5,959
	Rental expenses (B):
		Property management fees paid to ProLogis (C)			(801	)		(630	)		(327	)		(215	)		(258	)
		Other			(9,158	)		(3,096	)		(1,943	)		(1,066	)		(969	)
			Total rental expenses		(9,959	)		(3,726	)		(2,270	)		(1,281	)		(1,227	)
	Net operating income from properties				61,651			14,945			8,089			4,787			4,732
	Other expense				(747	)		(17	)		(25	)		(27	)		(35	)
	Gains on disposition of CDFS assets, net				1,531			—			—			—			—
	Asset management and other fees paid to ProLogis (C)				(5,448	)		(2	)		(184	)		(295	)		(274	)
	EBITDA of the Property Fund (D)				56,987			14,926			7,880			4,465			4,423
	Current income tax benefit (expense)				(1,216	)		—			(3	)		(2	)		3
	Third party interest expense				(21,373	)		(5,371	)		(4,615	)		(2,839	)		(2,703	)
	Funds From Operations of the Property Fund (E)				34,398			9,555			3,262			1,624			1,723
	Real estate related depreciation and amortization				(14,989	)		(4,415	)		(2,443	)		(1,305	)		(1,158	)
	Gains on other dispositions, net				2,017			—			—			—			—
	Funds From Operations adjustment to gains recognized on disposition of CDFS assets				6,536			—			—			—			—
	Foreign currency exchange expenses/losses, net				(4,519	)		—			—			—			—
	Deferred income tax expense				(2,496	)		—			—			—			—
	Net Earnings of the Property Fund (F)			$	20,947		$	5,140		$	819		$	319		$	565
ProLogis’ share of EBITDA, Funds From Operations and Net Earnings of each Property
Fund recognized under the equity method (see pages 2, 3, 4 and 5):
	ProLogis’ average ownership interest for the three-month period (G)				28.7	%		50.0	%		41.3	%		20.0	%		20.0	%
	ProLogis’ share of the Property Fund’s EBITDA				16,372			7,463			3,255			893			884
	Fees paid to ProLogis (H)				6,744			796			541			533			548
	Other (I)				—			(95	)		(17	)		—			(3	)
	EBITDA recognized by ProLogis (D)			$	23,116		$	8,164		$	3,779		$	1,426		$	1,429
	ProLogis’ share of the Property Fund’s Funds From Operations				9,886			4,778			1,347			325			345
	Fees paid to ProLogis (H)				6,744			796			541			533			548
	Other (I)				—			(45	)		(16	)		—			(4	)
	Funds From Operations recognized by ProLogis (E)			$	16,630		$	5,529		$	1,872		$	858		$	889
	ProLogis’ share of the Property Fund’s Net Earnings				6,082			2,553			338			64			113
	Fees paid to ProLogis (H)				6,744			796			541			533			548
	Other (I)				(383	)		212			50			40			32
	Net Earnings recognized by ProLogis (F)			$	12,443		$	3,561		$	929		$	637		$	693
				For the Three Months Ended December 31, 2002 (I)
	EBITDA recognized by ProLogis, including fees (D)			$	17,678		$	5,318		$	3,215		$	2,796		$	1,862
	Funds From Operations recognized by ProLogis, including fees (E)			$	12,678		$	5,273		$	2,225		$	1,382		$	832
	Net Earnings recognized by ProLogis, including fees (F)			$	6,368		$	3,339		$	1,273		$	1,186		$	653

[Additional columns below]

[Continued from above table, first column(s) repeated]

				ProLogis			ProLogis			ProLogis
				N.A.			N.A.			Japan						ProLogis’
				Properties			Properties			Properties						Share of the
				Fund IV			Fund V			Fund			Total			Property Funds
				For the Three Months Ended December 31, 2003 (A)
EBITDA, Funds From Operations and Net Earnings of each Property Fund:
	Rental revenues (B)			$	4,228		$	24,202		$	5,024		$	146,121		$	47,879
	Rental expenses (B):
		Property management fees paid to ProLogis (C)			(108	)		(736	)		—			(3,075	)		(899	)
		Other			(623	)		(3,678	)		(526	)		(21,059	)		(12,150	)
			Total rental expenses		(731	)		(4,414	)		(526	)		(24,134	)		(13,050	)
	Net operating income from properties				3,497			19,788			4,498			121,987			34,829
	Other expense				(37	)		(508	)		(68	)		(1,464	)		(339	)
	Gains on disposition of CDFS assets, net				—			—			—			1,531			453
	Asset management and other fees paid to ProLogis (C)				(184	)		(252	)		(375	)		(7,014	)		(1,904	)
	EBITDA of the Property Fund (D)				3,276			19,028			4,055			115,040			33,038
	Current income tax benefit (expense)				(4	)		311			—			(911	)		(298	)
	Third party interest expense				(1,762	)		(6,556	)		(687	)		(45,906	)		(13,267	)
	Funds From Operations of the Property Fund (E)				1,510			12,783			3,368			68,223			19,473
	Real estate related depreciation and amortization				(601	)		(5,291	)		(480	)		(30,682	)		(8,955	)
	Gains on other dispositions, net				—			—			—			2,017			595
	Funds From Operations adjustment to gains recognized on disposition of CDFS assets				—			—			—			6,536			1,805
	Foreign currency exchange expenses/losses, net				—			—			—			(4,519	)		(1,211	)
	Deferred income tax expense				—			—			—			(2,496	)		(738	)
	Net Earnings of the Property Fund (F)			$	909		$	7,492		$	2,888		$	39,079		$	10,969
ProLogis’ share of EBITDA, Funds From Operations and Net Earnings of each Property
Fund recognized under the equity method (see pages 2, 3, 4 and 5):
	ProLogis’ average ownership interest for the three-month period (G)				20.0	%		14.2	%		20.0	%		28.5	%
	ProLogis’ share of the Property Fund’s EBITDA				656			2,705			811			33,038
	Fees paid to ProLogis (H)				470			1,728			375			11,735
	Other (I)				(3	)		(82	)		34			(166	)
	EBITDA recognized by ProLogis (D)			$	1,123		$	4,351		$	1,220		$	44,607
	ProLogis’ share of the Property Fund’s Funds From Operations				302			1,817			674			19,473
	Fees paid to ProLogis (H)				470			1,728			375			11,735
	Other (I)				(3	)		324			33			289
	Funds From Operations recognized by ProLogis (E)			$	769		$	3,869		$	1,082		$	31,497
	ProLogis’ share of the Property Fund’s Net Earnings				182			1,060			577			10,969
	Fees paid to ProLogis (H)				470			1,728			375			11,735
	Other (I)				25			212			52			240
	Net Earnings recognized by ProLogis (F)			$	677		$	3,000		$	1,004		$	22,944
				For the Three Months Ended December 31, 2002 (I)
	EBITDA recognized by ProLogis, including fees (D)			$	1,350		$	4,701		$	427		$	37,347
	Funds From Operations recognized by ProLogis, including fees (E)			$	616		$	3,346		$	251		$	26,603
	Net Earnings recognized by ProLogis, including fees (F)			$	493		$	2,950		$	222		$	16,484

Comments are on page 12a.

Supplemental Information Page 12

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

ProLogis Property Funds - EBITDA, Funds From Operations and Net Earnings

(in thousands)

				ProLogis						ProLogis			ProLogis			ProLogis
				European			ProLogis			N.A.			N.A.			N.A.
				Properties			California			Properties			Properties			Properties
				Fund			LLC			Fund I			Fund II			Fund III
				For the Year Ended December 31, 2003 (A)
EBITDA, Funds From Operations and Net Earnings of each Property Fund:
	Rental revenues (B)			$	261,642		$	72,843		$	44,217		$	25,806		$	24,636
	Rental expenses (B):
		Property management fees paid to ProLogis (C)			(3,412	)		(2,483	)		(1,350	)		(716	)		(922	)
		Other			(32,423	)		(11,358	)		(7,003	)		(5,307	)		(4,139	)
			Total rental expenses		(35,835	)		(13,841	)		(8,353	)		(6,023	)		(5,061	)
	Net operating income from properties				225,807			59,002			35,864			19,783			19,575
	Other income (expense)				(4,011	)		4			(104	)		(80	)		(106	)
	Gains on disposition of CDFS assets, net				1,531			—			—			—			—
	Asset management and other fees paid to ProLogis (C)				(19,915	)		(16	)		(719	)		(1,179	)		(1,062	)
	EBITDA of the Property Fund (D)				203,412			58,990			35,041			18,524			18,407
	Current income tax expense				(6,660	)		(4	)		(54	)		(9	)		(10	)
	Third party interest expense				(75,438	)		(21,589	)		(18,069	)		(11,351	)		(10,819	)
	Funds From Operations of the Property Fund (E)				121,314			37,397			16,918			7,164			7,578
	Real estate related depreciation and amortization				(62,823	)		(17,133	)		(9,732	)		(5,243	)		(4,627	)
	Gains on other dispositions, net				2,017			—			—			—			—
	Funds From Operations adjustment to gains recognized on disposition of CDFS assets				6,181			—			—			—			—
	Foreign currency exchange expenses/losses, net				(45,298	)		—			—			—			—
	Deferred income tax benefit (expense)				(2,873	)		—			—			—			—
	Net Earnings of the Property Fund (F)			$	18,518		$	20,264		$	7,186		$	1,921		$	2,951
ProLogis’ share of EBITDA, Funds From Operations and Net Earnings of each Property
Fund recognized under the equity method (see pages 2, 3, 4 and 5):
	ProLogis’ average ownership interest for the year (G)				29.5	%		50.0	%		41.3	%		20.0	%		20.0	%
	ProLogis’ share of the Property Fund’s EBITDA				60,007			29,495			14,472			3,705			3,681
	Fees paid to ProLogis (H)				23,774			3,333			2,187			1,937			2,174
	Other (I)				—			(328	)		(69	)		—			(6	)
	EBITDA recognized by ProLogis (D)			$	83,781		$	32,500		$	16,590		$	5,642		$	5,849
	ProLogis’ share of the Property Fund’s Funds From Operations				35,787			18,699			6,987			1,433			1,516
	Fees paid to ProLogis (H)				23,774			3,333			2,187			1,937			2,174
	Other (I)				—			(154	)		(99	)		(5	)		(11	)
	Funds From Operations recognized by ProLogis (E)			$	59,561		$	21,878		$	9,075		$	3,365		$	3,679
	ProLogis’ share of the Property Fund’s Net Earnings				5,463			10,132			2,968			384			590
	Fees paid to ProLogis (H)				23,774			3,333			2,187			1,937			2,174
	Other (I)				953			764			22			60			63
	Net Earnings recognized by ProLogis (F)			$	30,190		$	14,229		$	5,177		$	2,381		$	2,827
				For the Year Ended December 31, 2002 (J)
	EBITDA recognized by ProLogis, including fees (D)			$	60,169		$	22,434		$	14,344		$	9,828		$	8,105
	Funds From Operations recognized by ProLogis, including fees (E)			$	42,442		$	20,914		$	9,629		$	4,410		$	3,497
	Net Earnings recognized by ProLogis, including fees (F)			$	24,162		$	14,379		$	5,997		$	3,645		$	2,779

[Additional columns below]

[Continued from above table, first column(s) repeated]

				ProLogis			ProLogis			ProLogis
				N.A.			N.A.			Japan						ProLogis’
				Properties			Properties			Properties						Share of the
				Fund IV			Fund V			Fund			Total			Property Funds
				For the Year Ended December 31, 2003 (A)
EBITDA, Funds From Operations and Net Earnings of each Property Fund:
	Rental revenues (B)			$	16,922		$	80,663		$	10,979		$	537,708		$	159,394
	Rental expenses (B):
		Property management fees paid to ProLogis (C)			(415	)		(2,381	)		—			(11,679	)		(3,566	)
		Other			(2,430	)		(13,002	)		(679	)		(76,341	)		(22,558	)
			Total rental expenses		(2,845	)		(15,383	)		(679	)		(88,020	)		(26,125	)
	Net operating income from properties				14,077			65,280			10,300			449,688			133,269
	Other income (expense)				(82	)		175			(264	)		(4,468	)		(1,305	)
	Gains on disposition of CDFS assets, net				—			—			—			1,531			452
	Asset management and other fees paid to ProLogis (C)				(727	)		(437	)		(843	)		(24,898	)		(7,006	)
	EBITDA of the Property Fund (D)				13,268			65,018			9,193			421,853			125,410
	Current income tax expense				(21	)		(110	)		—			(6,868	)		(2,014	)
	Third party interest expense				(7,055	)		(21,119	)		(1,523	)		(166,963	)		(49,766	)
	Funds From Operations of the Property Fund (E)				6,192			43,789			7,670			248,022			73,630
	Real estate related depreciation and amortization				(3,876	)		(17,074	)		(1,274	)		(121,782	)		(36,632	)
	Gains on other dispositions, net				—			—			—			2,017			595
	Funds From Operations adjustment to gains recognized on disposition of CDFS assets				—			—			—			6,181			1,823
	Foreign currency exchange expenses/losses, net				—			—			—			(45,298	)		(13,363	)
	Deferred income tax benefit (expense)				—			1,780			—			(1,093	)		(585	)
	Net Earnings of the Property Fund (F)			$	2,316		$	28,495		$	6,396		$	88,047		$	25,468
ProLogis’ share of EBITDA, Funds From Operations and Net Earnings of each Property
Fund recognized under the equity method (see pages 2, 3, 4 and 5):
	ProLogis’ average ownership interest for the year (G)				20.0	%		14.7	%		20.0	%		29.7	%
	ProLogis’ share of the Property Fund’s EBITDA				2,654			9,558			1,839			125,410
	Fees paid to ProLogis (H)				1,395			8,541			843			44,184
	Other (I)				(4	)		(860	)		63			(1,204	)
	EBITDA recognized by ProLogis (D)			$	4,045		$	17,239		$	2,745		$	168,390
	ProLogis’ share of the Property Fund’s Funds From Operations				1,238			6,437			1,534			73,630
	Fees paid to ProLogis (H)				1,395			8,541			843			44,184
	Other (I)				(4	)		(33	)		63			(243	)
	Funds From Operations recognized by ProLogis (E)			$	2,629		$	14,945		$	2,440		$	117,571
	ProLogis’ share of the Property Fund’s Net Earnings				463			4,189			1,279			25,468
	Fees paid to ProLogis (H)				1,395			8,541			843			44,184
	Other (I)				66			(230	)		99			1,797
	Net Earnings recognized by ProLogis (F)			$	1,924		$	12,500		$	2,221		$	71,449
				For the Year Ended December 31, 2002 (J)
	EBITDA recognized by ProLogis, including fees (D)			$	5,683		$	12,265		$	444		$	133,272
	Funds From Operations recognized by ProLogis, including fees (E)			$	2,463		$	8,242		$	266		$	91,863
	Net Earnings recognized by ProLogis, including fees (F)			$	1,977		$	7,544		$	239		$	60,722

COMMENTS

(A)	All ProLogis Property Funds were operating throughout both the three and twelve-month periods presented in 2003.
(B)	Prior to the fourth quarter of 2003, ProLogis presented rental expense recoveries from customers as a reduction to rental expenses rather than as a component of rental income. Rental expense recoveries from customers have been reclassified for all periods presented.
(C)	These fees are paid to ProLogis on a current basis.
(D)	EBITDA is a supplemental measure that is used to calculate Return on Capital measures (see page 11). See ProLogis’ Consolidated Statements of Earnings on page 2, ProLogis’ Consolidated Statements of EBITDA on page 4 and the Reconciliations of EBITDA to Net Earnings on page 5. ProLogis’ definition of EBITDA is presented on page 8.
(E)	Funds From Operations is a supplemental financial measure used by ProLogis. See ProLogis’ Consolidated Statements of Earnings on page 2, ProLogis’ Consolidated Statements of Funds From Operations on page 3 and the Reconciliations of Funds From Operations to Net Earnings on page 5. ProLogis’ definition of Funds From Operations is presented on page 8.
(F)	See ProLogis’ Consolidated Statements of Earnings on page 2.
(G)	The average ownership is weighted based on each entity’s contribution to the total Funds From Operations for the period presented.
(H)	In addition to the property and asset management fees earned by ProLogis and expensed by the ProLogis Property Funds, ProLogis earns other fees for leasing, development and other activities performed on behalf of the ProLogis Property Funds. Certain of these fees are capitalized by the ProLogis Property Funds (primarily leasing and development fees). ProLogis defers an amount of the leasing and development fees it earns in an amount proportionate to its ownership interest in the ProLogis Property Fund. The deferred fees are recognized as income by ProLogis in future periods by reducing the amount of the capitalized fees that the ProLogis Property Fund includes in amortization or depreciation expense when ProLogis recognizes its share of the earnings of the Property Fund under the equity method. For Funds From Operations and EBITDA, the deferred fees are not recognized unless the underlying asset is sold to a third party by the ProLogis Property Fund.
(I)	Consists primarily of adjustments to the amounts that ProLogis recognizes under the equity method that are necessary to reduce the original gain that was deferred at contribution. See comment H and note 9 on page 9.
(J)	ProLogis North American Properties Fund V began operations on March 28, 2002 and ProLogis Japan Properties Fund began operations on September 24, 2002. All other ProLogis Property Funds were operating throughout both the three and twelve-month periods presented in 2002.

Supplemental Information Page 12a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

ProLogis Property Funds - Balance Sheets
(in thousands)

	ProLogis						ProLogis			ProLogis
	European			ProLogis			N.A.			N.A.
	Properties			California			Properties			Properties
Selected Balance Sheet Items of the ProLogis Property Funds	Fund			LLC			Fund I			Fund II
Operating properties, before depreciation	$	2,929,981		$	625,580		$	375,579		$	234,108
Other assets, net of other liabilities	$	80,011		$	11,493		$	1,939		$	2,412
Total assets, before depreciation, net of other liabilities	$	3,009,992		$	637,073		$	377,518		$	236,520
Third party debt	$	1,472,604		$	286,318		$	242,304		$	165,000
ProLogis’ ownership interest as of December 31, 2003		21.9	%		50.0	%		41.3	%		20.0	%

[Additional columns below]

[Continued from above table, first column(s) repeated]

	ProLogis			ProLogis			ProLogis			ProLogis
	N.A.			N.A.			N.A.			Japan
	Properties			Properties			Properties			Properties
Selected Balance Sheet Items of the ProLogis Property Funds	Fund III			Fund IV			Fund V			Fund			Total
Operating properties, before depreciation	$	208,219		$	141,346		$	859,661		$	350,166		$	5,724,640
Other assets, net of other liabilities	$	3,200		$	4,262		$	14,457		$	(59,900	)	$	57,874
Total assets, before depreciation, net of other liabilities	$	211,419		$	145,608		$	874,118		$	290,266		$	5,782,514
Third party debt	$	150,290		$	103,193		$	471,000		$	175,816		$	3,066,525
ProLogis’ ownership interest as of December 31, 2003		20.0	%		20.0	%		14.0	%		20.0	%		24.8	%(A)

		ProLogis						ProLogis			ProLogis
		European			ProLogis			N.A.			N.A.
		Properties			California			Properties			Properties
ProLogis’ Share of the ProLogis Property Funds’ Balances		Fund			LLC			Fund I			Fund II
ProLogis’ Balance Sheet Investment (see page 7)		$	267,757		$	117,529		$	38,342		$	5,853
Add (Deduct):
	ProLogis’ share of third-party debt		322,500			143,159			100,072			33,000
	ProLogis’ share of depreciation and amortization		31,276			28,591			12,127			2,426
	Cumulative deferred gain balance (before amortization) (see page 7)		68,558			31,452			9,154			7,392
	Other (B)		(30,902	)		(2,194	)		(3,780	)		(1,367	)
	ProLogis’ share of total assets, before depreciation, net of other liabilities	$	659,189		$	318,537		$	155,915		$	47,304

[Additional columns below]

[Continued from above table, first column(s) repeated]

		ProLogis			ProLogis			ProLogis			ProLogis
		N.A.			N.A.			N.A.			Japan
		Properties			Properties			Properties			Properties
ProLogis’ Share of the ProLogis Property Funds’ Balances		Fund III			Fund IV			Fund V			Fund			Total
ProLogis’ Balance Sheet Investment (see page 7)		$	5,506		$	3,425		$	56,965		$	52,866		$	548,243
Add (Deduct):
	ProLogis’ share of third-party debt		30,058			20,639			65,901			35,163			750,492
	ProLogis’ share of depreciation and amortization		1,949			1,153			2,435			308			80,265
	Cumulative deferred gain balance (before amortization) (see page 7)		6,004			4,639			16,775			8,520			152,494
	Other (B)		(1,233	)		(734	)		(19,699	)		(38,804	)		(98,713	)
	ProLogis’ share of total assets, before depreciation, net of other liabilities	$	42,284		$	29,122		$	122,377		$	58,053		$	1,432,781

COMMENTS

(A)

The average ownership is weighted based on each entity’s contribution to total assets, before depreciation, net of other liabilities.

(B)

Consists primarily of intercompany balances and additional basis in the investment that have been recorded directly by ProLogis. Also includes ProLogis’ proportionate share of the accumulated other comprehensive income of ProLogis European Properties Fund (cumulative foreign currency translation adjustments and hedge accounting adjustments) and ProLogis Japan Properties Fund (cumulative foreign currency translation adjustments). See note 26 on page 9a.

Supplemental Information Page 13

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Temperature-Controlled Distribution Investees
(in thousands)

			Balance Sheets (A)
			December			December
			31, 2003			31, 2002
Assets:
	Plant, property and equipment (B)		$	198,774		$	355,385
	Accumulated depreciation			(122,025	)		(217,098	)
		Net plant, property and equipment		76,749			138,287
	Other assets			99,391			121,119
		Total assets	$	176,140		$	259,406
Liabilities:
	Third party debt		$	147		$	199
	Other liabilities (including minority interest)			62,163			80,748
		Total liabilities		62,310			80,947
	Total equity (excluding minority interest)			113,830			178,459
		Total liabilities and equity	$	176,140		$	259,406
Total investment:
	ProLogis’ investment (see page 7)		$	113,830		$	178,459
	ProLogis’ share of third party debt			147			199
		Total investment	$	113,977		$	178,658

		EBITDA, Funds From Operations and Net Earnings (Loss) (C)(D)
					Three Months Ended
					December 31, 2002
		Three Months
		Ended
		December 31,			United States
		2003			(D)			Europe			Combined
Operating income		$	48,535		$	20,659		$	49,684		$	70,343
Operating expenses			(37,632	)		(18,192	)		(39,448	)		(57,640	)
Other income (expense), net (E)			(1,434	)		(495	)		152			(343	)
General and administrative expenses			(3,759	)		(36	)		(4,102	)		(4,138	)
	EBITDA		5,710			1,936			6,286			8,222
Interest expense			(53	)		(187	)		19			(168	)
Non-real estate depreciation and amortization (F)			(179	)		—			(1,257	)		(1,257	)
Adjustment to carrying values (G)			—			—			(5,692	)		(5,692	)
Current income tax expense (benefit)			(1,423	)		(42	)		39			(3	)
	Funds From Operations		4,055			1,707			(605	)		1,102
Real estate related depreciation and amortization (F)			(3,185	)		(2,232	)		(3,563	)		(5,795	)
Gain (loss) on the disposition of non-CDFS assets, net (H)			12,217			6,303			(1,004	)		5,299
Foreign currency exchange gains (expenses/losses), net			1,499			—			(900	)		(900	)
Deferred income tax benefit			213			21,833			2,567			24,400
	Net Earnings (Loss)	$	14,799		$	27,611		$	(3,505	)	$	24,106

[Additional columns below]

[Continued from above table, first column(s) repeated]

		EBITDA, Funds From Operations and Net Earnings (Loss) (C)(D)
					Year Ended
					December 31, 2002
		Year Ended
		December 31,			United
		2003			States (D)			Europe			Combined
Operating income		$	196,239		$	263,946		$	204,982		$	468,928
Operating expenses			(155,067	)		(225,870	)		(160,575	)		(386,445	)
Other income (expense), net (E)			249			218			956			1,174
General and administrative expenses			(16,842	)		(11,888	)		(17,419	)		(29,307	)
	EBITDA		24,579			26,406			27,944			54,350
Interest expense			(91	)		(2,095	)		(1,482	)		(3,577	)
Non-real estate depreciation and amortization (F)			(2,089	)		—			(5,648	)		(5,648	)
Adjustment to carrying values (G)			(38,286	)		(37,226	)		(5,692	)		(42,918	)
Current income tax expense (benefit)			(1,802	)		(299	)		(232	)		(531	)
	Funds From Operations		(17,689	)		(13,214	)		14,890			1,676
Real estate related depreciation and amortization (F)			(9,781	)		(2,232	)		(13,098	)		(15,330	)
Gain (loss) on the disposition of non-CDFS assets, net (H)			11,727			6,303			(4,745	)		1,558
Foreign currency exchange gains (expenses/losses), net			1,642			—			4,301			4,301
Deferred income tax benefit			1,088			13,298			1,569			14,867
	Net Earnings (Loss)	$	(13,013	)	$	4,155		$	2,917		$	7,072

COMMENTS

(A)	Represents the balance sheets of the unconsolidated investee, not ProLogis’ share of the individual items.
(B)	As of December 31, 2003, substantially all of ProLogis’ temperature-controlled operating assets are located in France (62.8 million cubic feet). In December 2003, 24.1 million cubic feet of temperature-controlled operating assets in the United Kingdom were sold to a third party and the remaining 17.1 million cubic feet of temperature-controlled assets and a land parcel in the United Kingdom were transferred to one of ProLogis’ consolidated European subsidiaries. The assets transferred to ProLogis are presented in ProLogis’ December 31, 2003 Consolidated Balance Sheet as part of “Investments in real estate assets.” As of December 31, 2003, all of the operating assets in France are classified as held for sale.
(C)	Amounts represent ProLogis’ share of each item based on its ownership interests (in excess of 99% in each investee). See ProLogis’ Consolidated Statements of Earnings on page 2, ProLogis’ Consolidated Statements of Funds From Operations on page 3, ProLogis’ Consolidated Statements of EBITDA on page 4 and the Reconciliations of Net Earnings to Funds From Operations and EBITDA on page 5. The definitions of Funds From Operations and EBITDA are presented on page 8.
(D)	Since June 2001, the temperature-controlled operating assets located in the Czech Republic, Denmark, Finland, Germany, Italy, the Netherlands, Norway, Spain, Sweden and the United Kingdom have been sold. These operating assets aggregated 97.6 million cubic feet. Also, substantially all of the temperature-controlled operating assets in the United States were sold in October 2002.
(E)	Includes $1,996,000 of expense recognized in the fourth quarter of 2003 representing adjustments to the operating expenses recognized by the United States temperature-controlled operations prior to their sale in October 2002.
(F)	As of December 2002, substantially all of the temperature-controlled operating assets in the United Kingdom were classified as “held for sale.” In June 2003, the distribution assets located in France (18.9 million cubic feet) were also classified as “held for sale.” Accordingly, these assets have not been depreciated since those dates, respectively. ProLogis classified the remaining French operating assets (43.9 million cubic feet) as “held for sale” in December 2003. The temperature-controlled operating assets in the United States were classified as “held for sale” and were not depreciated during 2002 (until they were sold in October 2002).
(G)	For the year ended December 31, 2003, the adjustment represents an impairment charge related to certain of the operating assets in the United Kingdom. This adjustment reflects the carrying value of these assets at their estimated fair value less estimated cost to sell at that time which was based on the ongoing negotiations to sell the assets during the third quarter. For the three months ended December 31, 2002, the adjustment relates to certain operating assets in France. For the year ended December 31, 2002, also includes an impairment charge recognized with respect to certain of the operating assets in the United States that was recognized prior to their sale in October 2002.
(H)	For the year ended December 31, 2003 consists primarily of a $10.6 million gain (including a realized foreign currency exchange gain of $6.8 million that resulted from the repatriation of the net sales proceeds to the United States) that was recognized when the assets in the United Kingdom were actually sold in December 2003. Also, includes a loss of $273,000 that was recognized in the fourth quarter of 2003 representing an adjustment to the net gain recognized by ProLogis in October 2002 upon the completion of the sale of ProLogis’ investment in the United States temperature-controlled operating assets.

Supplemental Information Page 14

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Leased and Physical Occupancy Analysis

By Ownership

								12/31/03						12/31/02 (A)
				Square		Current
				Feet		Investment		Leased			Occupied			Leased			Occupied
Stabilized Portfolio (B):
	Direct Investment:
		North America			123,741,878	$	4,287,585,307		87.78	%		87.17	%		88.78	%		87.50	%
		Europe			5,431,824		384,224,702		44.97	%		44.97	%		43.70	%		43.70	%
		Total Direct Investment—Stabilized			129,173,702		4,671,810,009		85.98	%		85.40	%		88.19	%		86.92	%
	ProLogis Property Funds (C):
		ProLogis European Properties Fund			40,107,985		2,929,981,172		95.15	%		94.56	%		95.55	%		92.54	%
		ProLogis California LLC			13,017,378		625,579,511		97.05	%		96.06	%		92.86	%		92.86	%
		ProLogis North American Properties Fund I			9,406,069		375,579,192		91.29	%		91.29	%		96.56	%		96.56	%
		ProLogis North American Properties Fund II			4,476,668		234,107,599		90.85	%		90.07	%		96.83	%		96.83	%
		ProLogis North American Properties Fund III			4,380,489		208,219,320		95.53	%		95.43	%		97.77	%		97.36	%
		ProLogis North American Properties Fund IV			3,474,903		141,346,054		95.96	%		95.96	%		96.75	%		96.52	%
		ProLogis North American Properties Fund V			20,737,010		859,660,899		99.31	%		98.70	%		97.70	%		90.69	%
		ProLogis Japan Properties Fund			1,618,514		350,166,432		98.37	%		98.37	%		100.00	%		100.00	%
		Total ProLogis Property Funds			97,219,016		5,724,640,179		95.82	%		95.27	%		95.80	%		93.45	%
			Total Stabilized Portfolio		226,392,718	$	10,396,450,188		90.21	%		89.64	%		91.24	%		89.54	%
Total Operating Portfolio (D):
	Direct Investment:
		North America			125,629,278	$	4,339,423,718		86.99	%		86.34	%		88.15	%		86.86	%
		Europe			7,512,015		529,370,757		35.92	%		35.92	%		15.36	%		15.36	%
		Total Direct Investment—Total Portfolio			133,141,293		4,868,794,475		84.11	%		83.50	%		85.54	%		84.29	%
	ProLogis Property Funds (C):
		ProLogis European Properties Fund			40,107,985		2,929,981,172		95.15	%		94.56	%		95.55	%		92.54	%
		ProLogis California LLC			13,017,378		625,579,511		97.05	%		96.06	%		92.86	%		92.86	%
		ProLogis North American Properties Fund I			9,406,069		375,579,192		91.29	%		91.29	%		96.56	%		96.56	%
		ProLogis North American Properties Fund II			4,476,668		234,107,599		90.85	%		90.07	%		96.83	%		96.83	%
		ProLogis North American Properties Fund III			4,380,489		208,219,320		95.53	%		95.43	%		97.77	%		97.36	%
		ProLogis North American Properties Fund IV			3,474,903		141,346,054		95.96	%		95.96	%		96.75	%		96.52	%
		ProLogis North American Properties Fund V			20,737,010		859,660,899		99.31	%		98.70	%		97.70	%		90.69	%
		ProLogis Japan Properties Fund			1,618,514		350,166,432		98.37	%		98.37	%		100.00	%		100.00	%
		Total ProLogis Property Funds			97,219,016		5,724,640,179		95.82	%		95.27	%		95.80	%		93.45	%
			Total Operating Portfolio		230,360,309	$	10,593,434,654		89.05	%		88.46	%		89.56	%		87.88	%

COMMENTS

(A)	The stabilized portfolio at 12/31/02 consisted of 205,794,317 square feet. Total operating portfolio at 12/31/02 consisted of 210,589,627 square feet.
(B)	ProLogis defines its stabilized properties as those properties where the capital improvements, repositioning efforts, new management and new marketing programs for acquisitions or development, and marketing programs in the case of newly developed properties, have been in effect for a sufficient period of time, generally 12 months. A property enters the stabilized pool at the earlier of 12 months or when it is substantially leased, defined as 93% or more.
(C)	The investment amount represents the property fund’s basis in the real estate.
(D)	The total operating portfolio consists of both stabilized properties and prestabilized properties. Prestable properties are development or acquisition properties that have been completed or held for less than 12 months and are not substantially leased (generally 93%).

Supplemental Information Page 15

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Leased and Physical Occupancy Analysis (Continued)

By Geographic Area and Asset Classification

									12/31/03
					Square		Current
					Feet		Investment		Leased			Occupied
Stabilized Portfolio (B):
	North America:
			Direct Investment
				Operating properties		111,629,290	$	3,891,423,998		89.04	%		88.52	%
				CDFS properties - repositioned acquisitions		6,602,901		200,456,827		85.18	%		84.65	%
				CDFS properties - completed developments		5,509,687		195,704,482		65.32	%		62.74	%
				Total Direct Investment - North America		123,741,878		4,287,585,307		87.78	%		87.17	%
			ProLogis Property Funds (C)			55,492,517		2,444,492,575		96.23	%		95.70	%
				Total North America Stabilized Properties		179,234,395		6,732,077,882		90.40	%		89.81	%
	Europe:
			Direct Investment
				Operating properties		1,066,219		49,076,367		100.00	%		100.00	%
				CDFS properties - repositioned acquisitions		373,119		12,534,828		100.00	%		100.00	%
				CDFS properties - completed developments		3,992,486		322,613,507		25.13	%		25.13	%
				Total Direct Investment - Europe		5,431,824		384,224,702		44.97	%		44.97	%
			ProLogis Property Funds (C)			40,107,985		2,929,981,172		95.15	%		94.56	%
				Total Europe Stabilized Properties		45,539,809		3,314,205,874		89.16	%		88.64	%
	Japan:
			Direct Investment			—		—		—			—
			ProLogis Property Funds (C)			1,618,514		350,166,432		98.37	%		98.37	%
				Total Japan Stabilized Properties		1,618,514		350,166,432		98.37	%		98.37	%
				Total Stabilized Portfolio		226,392,718	$	10,396,450,188		90.21	%		89.64	%
Total Operating Portfolio (D):
	North America:
		Total North America Stabilized Properties				179,234,395	$	6,732,077,882		90.40	%		89.81	%
		Prestabilized Properties
				CDFS properties - repositioned acquisitions		1,445,442		34,518,081		43.22	%		41.30	%
				CDFS properties - completed developments		441,958		17,320,330		7.20	%		—
				Total Prestabilized Properties - North America		1,887,400		51,838,411		34.78	%		31.63	%
				Total North America Operating Portfolio		181,121,795		6,783,916,293		89.82	%		89.21	%
	Europe:
		Total Europe Stabilized Properties				45,539,809		3,314,205,874		89.16	%		88.64	%
		Prestabilized Properties
				CDFS properties - completed developments		2,080,191		145,146,055		12.30	%		12.30	%
				Total Prestabilized Properties - Europe		2,080,191		145,146,055		12.30	%		12.30	%
				Total Europe Operating Portfolio		47,620,000		3,459,351,929		85.81	%		85.31	%
	Japan:
		Total Japan Stabilized Properties				1,618,514		350,166,432		98.37	%		98.37	%
		Prestabilized Properties				—		—		—			—
				Total Japan Operating Portfolio		1,618,514		350,166,432		98.37	%		98.37	%
				Total Operating Portfolio		230,360,309	$	10,593,434,654		89.05	%		88.46	%

Comments are on page 15.

Supplemental Information Page 15a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Lease Expirations

Total Operating Portfolio - Lease Expirations (A)

	Direct Investment							ProLogis Property Funds
					Percentage of							Percentage of
	Occupied		Annual Base		Total Annual			Occupied		Annual Base		Total Annual
	Square Footage		Rents (B)		Base Rents			Square Footage		Rents (B)		Base Rents
2003 (C)		4,306,276	$	15,632,424		3.38	%		1,461,132	$	7,886,196		1.63	%
2004		21,403,905		84,319,644		18.24	%		5,355,204		26,160,096		5.41	%
2005		21,839,859		96,293,244		20.83	%		9,814,184		47,378,136		9.80	%
2006		19,172,854		81,192,216		17.56	%		10,040,437		48,105,492		9.95	%
2007		12,165,252		48,856,560		10.57	%		8,183,089		45,465,288		9.40	%
2008		14,530,592		64,470,120		13.95	%		7,170,134		35,247,756		7.29	%
2009		6,589,153		27,492,624		5.95	%		5,510,851		29,714,592		6.15	%
2010		2,972,435		12,432,264		2.69	%		5,479,978		30,968,784		6.40	%
2011		1,796,795		6,014,700		1.30	%		7,065,059		35,523,744		7.35	%
2012		2,024,818		10,452,744		2.26	%		8,049,458		42,938,112		8.88	%
2013		2,754,087		8,243,328		1.78	%		8,547,732		39,582,648		8.19	%
Thereafter		1,593,098		6,880,140		1.49	%		15,946,318		94,554,876		19.55	%
Totals		111,149,124	$	462,280,008		100.00	%		92,623,576	$	483,525,720		100.00	%

Top 25 Customers

Total Operating Portfolio - By Annualized Base Rent (D)(E)

		Percentage of
		Annualized			Number
Rank	Customer Name	Base Rent (F)			of Leases
1	Deutsche Post AG		2.38	%		31
2	TPG N.V. (TNT Automotive)		2.28	%		20
3	Unilever		1.85	%		7
4	NYK Line (Nippon Yusen Kaisha)		1.47	%		11
5	Exel Logistics		1.26	%		15
6	Altria Group, Inc.		1.22	%		11
7	Nippon Express Group		1.11	%		7
8	Sears Roebuck and Co.		1.00	%		17
9	FM Logistic		0.91	%		6
10	Royal Ahold (Koninklijke Ahold NV)		0.80	%		7
11	General Electric Company, Inc.		0.78	%		16
12	NOL Group (Neptune Orient Lines)		0.67	%		5
13	ID Logistics France		0.64	%		5
14	Goodyear Tire & Rubber Co.		0.62	%		4
15	Brandt Appliances SAS		0.58	%		3
16	Geodis Logistics		0.51	%		5
17	Hewlett-Packard Company		0.47	%		4
18	Home Depot, Inc.		0.46	%		8
19	Gillette (UK) Ltd.		0.45	%		2
20	Skechers USA, Inc.		0.45	%		3
21	Amazon.Com, Inc.		0.41	%		1
22	FedEx Corporation		0.40	%		12
23	Auchan Group		0.39	%		4
24	Freeman Decorating Co. Inc.		0.37	%		6
25	UPS SCS (United Parcel Service Inc.)		0.35	%		19
	Total		21.83	%(G)		229

COMMENTS

(A)	Assumes customers do not exercise renewal options.
(B)	Represents annualized base rents at lease expiration. As of December 31, 2003, the average base rent per square foot is $3.98 (Direct Investment) and $5.13 (ProLogis Property Funds).
(C)	Amounts for Direct Investment include 3,065,146 square feet expiring on December 31, 2003 and 1,241,130 square feet leased on a month-to-month basis. Amounts for ProLogis Property Funds include 979,039 square feet expiring on December 31, 2003 and 482,093 square feet leased on a month-to-month basis.
(D)	Includes customers leasing space in properties owned directly by ProLogis and in properties owned by ProLogis Property Funds.
(E)	As of December 31, 2003, ProLogis (including ProLogis Property Funds) had 468 Global 1000 Customers (targeted 1,000 largest users of distribution space). These customers lease 114,468,014 square feet representing 49.6% of the total operating portfolio as of December 31, 2003.
(F)	Percentage is based on the annualized collected base rents as of December 31, 2003.
(G)	The Top 25 customers when considering only the annualized collected base rents in ProLogis’ Direct Investment properties was 15.20% of ProLogis’ total annualized collected base rents as of December 31, 2003.

Supplemental Information Page 16

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Leasing Activity (A)

	Total Leasing Activity (B)				Turnover Costs (C)				Rent Growth (D)					Weighted
														Average
	No. of		Square		Square				Square					Tenant
	Leases		Feet		Feet		Cost		Feet		Growth			Retention
First Quarter		346		12,440,485		10,945,015	$	1.04		10,809,315		-0.4	%		72.9	%
Second Quarter		403		13,746,539		9,395,529	$	1.04		9,239,127		-5.3	%		72.7	%
Third Quarter		377		13,665,249		9,947,085	$	1.02		9,839,812		-6.3	%		66.4	%
Fourth Quarter		401		17,086,875		13,006,788	$	0.87		12,900,028		-6.9	%		73.3	%
Year to Date		1,527		56,939,148		43,294,417	$	0.98		42,788,282		-4.8	%		71.4	%

Actual Capital Expenditures

For the Year Ended December 31, 2003

									ProLogis’
									Ownership
	Recurring						Total		Percentage at			ProLogis’ Share
	Capital		Tenant		Leasing		Capital		December 31,			of Actual Capital
	Maintenance		Improvements		Commissions		Expenditures		2003 (E)			Expenditures
ProLogis	$	22,789,883	$	27,526,056	$	13,509,694	$	63,825,633		100.0	%	$	63,825,633
ProLogis European Properties Fund		12,603,233		1,781,332		252,703		14,637,268		29.5	%		4,317,994
ProLogis California LLC		3,789,073		1,674,622		1,522,003		6,985,698		50.0	%		3,492,849
ProLogis North American Properties Fund I		402,203		265,369		151,768		819,340		41.3	%		338,387
ProLogis North American Properties Fund II		138,770		50,573		246,219		435,562		20.0	%		87,112
ProLogis North American Properties Fund III		224,932		654,751		680,209		1,559,892		20.0	%		311,978
ProLogis North American Properties Fund IV		144,179		365,407		405,383		914,969		20.0	%		182,994
ProLogis North American Properties Fund V		903,206		189,259		275,283		1,367,748		14.0	%		191,485
ProLogis Japan Properties Fund		—		—		—		—		20.0	%		—
	$	40,995,479	$	32,507,369	$	17,043,262	$	90,546,110				$	72,748,432

COMMENTS

(A)	Represents leasing activity for distribution space in properties that are directly owned by ProLogis and properties that are owned by the ProLogis Property Funds.
(B)	Represents all leases signed during the period, including leases for space in properties that are under development.
(C)	Represents the square feet and associated costs that will be incurred to prepare a space for a new tenant, except for space that is being leased for the first time (i.e., in a new development property). Includes the square feet for a lease renewal with the same tenant and associated costs, if any. Includes square feet and costs associated with leasing activity for space in properties acquired, if the space was vacant at the date of acquisition. The amount provided is the total turnover costs expected to be incurred on the leases signed during the period and does not represent actual turnover expenditures for the period.
(D)	Represents the leasing activity and associated rent growth for space that has been previously leased by ProLogis and/or the ProLogis Property Funds. Excludes leasing activity and rent growth for space in properties acquired, if the space was vacant at the date of acquisition.
(E)	For all property funds other than ProLogis European Properties Fund represents ProLogis’ ownership interest as of December 31, 2003. For ProLogis European Properties Fund represents the average ownership interest for the year ended December 31, 2003. ProLogis’ ownership interest was decreased from 29.9% to 21.9% during December 2003 due to the partial redemption of ProLogis’ investment in ProLogis European Properties Fund.

Supplemental Information Page 17

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Same Store Sales Analysis (A)

	Percentage Change in
										Adjusted
	Rental			Net Rental			Net			Net
	Income			Expenses			Operating			Operating			Average			Rent
	(B)(C)			(B)(D)			Income (E)			Income (F)			Occupancy			Growth (G)
First Quarter		+0.65	%		+15.20	%		-0.45	%		-0.34	%		+0.06	%		-0.45	%
Second Quarter		+1.97	%		-0.77	%		+2.22	%		+1.99	%		+1.22	%		-6.25	%
Third Quarter		-0.04	%		-2.86	%		+0.23	%		+0.08	%		+1.51	%		-7.40	%
Fourth Quarter		-0.42	%		+9.28	%		-1.19	%		-2.05	%		+0.61	%		-6.50	%
Year to Date		+0.36	%		+3.49	%		+0.09	%		-0.19	%		+0.91	%		-5.00	%

COMMENTS

(A)	A key component of ProLogis’ evaluation of the operating performance of its properties, its management personnel and its individual markets is a “same store” analysis. ProLogis defines its same store portfolio of properties as those properties that have been in operation throughout both twelve-month periods ended December 31, 2003 and 2002. Of ProLogis’ direct owned operating portfolio of 133,141,293 square feet, 113,799,029 square feet are included in the same store portfolio. Of the operating portfolio owned by the ProLogis Property Funds of 97,219,016 square feet, 65,513,659 square feet are included in the same store portfolio. Same store statistics allow management to evaluate the actual operating performance of its operating portfolio as a consistent population from period to period and eliminates the effects of changes in the composition of the portfolio on performance measures.
	The percentage change presented is the weighted average of the measure computed separately for ProLogis and each of the ProLogis Property Funds with the weighting based on each entity’s proportionate share of the combined component on which the change is computed. In order to derive an appropriate measure of period to period operating performance, the percentage change computation removes the effects of foreign currency exchange rate movements by computing each property’s components in that property’s functional currency.
(B)	In the fourth quarter of 2003, ProLogis began presenting the rental expense recoveries from customers as a component of rental income rather than as a deduction to rental expenses. This change is reflected in ProLogis’ Consolidated Condensed Statements of Earnings, Funds From Operations and EBITDA on pages 2, 3 and 4, respectively, for all periods presented. For purposes of the same store sales presentation, ProLogis is continuing to show rental expense recoveries from customers as a deduction from rental expenses in order to be comparable to same store sales information presented for previous quarters.
(C)	In computing the percentage change in rental income, the rental income computed under GAAP, without rental expense recoveries from customers, applicable to the properties included in the same store portfolio is adjusted to remove the net termination fees recognized for each period. Net termination fees generally represent the gross fee negotiated at the time a customer is allowed to terminate its lease agreement offset by that customer’s rent leveling asset or liability that has been previously recognized under GAAP, if any. Removing the net termination fees for the same store calculation allows ProLogis’ management to evaluate the growth or decline in each property’s rental income without regard to items that are not indicative of the property’s recurring operating performance. Customer terminations are negotiated under specific circumstances and are not subject to specific provisions or rights allowed under the lease agreements.
	Net termination fees removed from rental income were $83,679 for direct owned properties and $206,272 for properties owned by the ProLogis Property Funds for the three months ended December 31, 2003 and $7,614,192 for direct owned properties and $2,352,556 for properties owned by the ProLogis Property Funds for the three months ended December 31, 2002. Net termination fees removed from rental income were $1,605,699 for direct owned properties and $1,195,583 for properties owned by the ProLogis Property Funds for the year ended December 31, 2003 and $12,530,406 for direct owned properties and $6,274,315 for properties owned by the ProLogis Property Funds for the year ended December 31, 2002.
(D)	Net rental expenses as presented under GAAP represent property operating expenses offset by the amounts of such expenses that have been recovered from customers under provisions of their lease agreements. In computing the percentage change in net rental expenses, the net rental expenses applicable to the properties in the same store portfolio includes property management expenses for ProLogis’ direct owned properties based on the property management fee that has been computed as provided in the individual agreements under which ProLogis’ wholly owned management company provides property management services to each property (generally the fee is based on a percentage of revenues). On consolidation, the net profit or loss of the management company is recognized as part of ProLogis’ net rental expenses reported under GAAP.
(E)	In computing the percentage change in net operating income, ProLogis computes net operating income as the weighted difference between the rental income balance that is computed as described in comment C and the net rental expenses balance that is computed as described in comment D.
(F)	To derive adjusted net operating income, ProLogis adjusts the net operating income balance that is computed as described in comment E to exclude the amount of straight-lined rents recognized in each period. The straight-lined rents removed from rental income were $1,309,120 for direct owned properties and $1,233,430 for properties owned by the ProLogis Property Funds for the three months ended December 31, 2003 and ($413,157) for direct owned properties and $1,525,889 for properties owned by the ProLogis Property Funds for the three months ended December 31, 2002. The straight-lined rents removed from rental income were $3,765,092 for direct owned properties and $5,775,271 for properties owned by the ProLogis Property Funds for the year ended December 31, 2003 and $1,935,148 for direct owned properties and $5,747,300 for properties owned by the ProLogis Property Funds for the year ended December 31, 2002.
(G)	Represents the weighted average rent growth associated with leasing activity for space that has been previously leased by ProLogis and/or the ProLogis Property Funds. Excludes leasing activity and rent growth for space in properties acquired, if the space was vacant at the date of acquisition.

Supplemental Information Page 18

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Acquisitions, Dispositions and Land Held for Development

				Three Months Ended
				December 31,			September 30,			June 30,			March 31,			Year
				2003			2003			2003			2003			to Date
Acquisitions (A):
	Direct Acquisitions by ProLogis:
		Square feet			1,983,961			264,418			655,900			3,426,013			6,330,292
		Total expected investment of assets acquired		$	54,694,336		$	9,300,167		$	18,810,171		$	125,380,336		$	208,185,010
		Percentage leased at acquisition date			78.48	%		100.00	%		93.57	%		83.08	%		83.43	%
Dispositions:
	Direct Dispositions by ProLogis:
		CDFS completed developments:
			Square feet		938,426			3,620,372			3,282,362			3,372,267			11,213,427
			Net sales proceeds	$	141,344,108		$	214,518,221		$	268,935,547		$	169,369,996		$	794,167,872
		CDFS repositioned acquisitions:
			Square feet		—			—			528,544			2,417,257			2,945,801
			Net sales proceeds	$	—		$	—		$	16,266,847		$	84,418,399		$	100,685,246
		Non-CDFS assets:
			Square feet		244,200			31,700			175,059			319,881			770,840
			Net sales proceeds	$	7,630,985		$	7,444,180		$	6,658,736		$	38,431,971		$	60,165,872
		Total:
			Square feet		1,182,626			3,652,072			3,985,965			6,109,405			14,930,068
			Net sales proceeds	$	148,975,093		$	221,962,401		$	291,861,130		$	292,220,366		$	955,018,990

				As of December 31, 2003
				Acres		Investment
Land Held For Development:
	Land owned:
		North America			1,990	$	177,306,710
		Europe			716		333,856,626
		Asia			—
		Total land owned			2,706	$	511,163,336
	Land controlled (LOI/option):
		North America			665
		Europe			1,178
		Asia			—
		Total land controlled			1,843
			Total land held for development		4,549

COMMENT

(A) Of the acquisitions, all but two properties aggregating 150,452 square feet at a total expected investment of $13,331,463 were acquired with the intent to contribute the property to a ProLogis Property Fund, including properties that will be rehabilitated and/or repositioned prior to contribution. These two properties were acquired in the first quarter.

Supplemental Information Page 19

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

CDFS Business Summary

CDFS Leasing Activity

	Three Months Ended
	December 31,			September 30,			June 30,			March 31,			Year
	2003			2003			2003			2003			to Date
Square feet of new leases signed on CDFS properties		3,405,541			3,360,940			3,747,679			2,365,940			12,880,100
Square feet of new leases signed on CDFS properties to repeat ProLogis customers		1,742,056			1,095,366			2,265,583			1,439,826			6,542,831
Percentage to repeat ProLogis customers		51.2	%		32.6	%		60.5	%		60.9	%		50.8	%

Proceeds from CDFS Dispositions/Contributions by Market/Region

			Three Months Ended
														Percentage
			December 31,		September 30,		June 30,		March 31,		Year			of Total
			2003		2003		2003		2003		to Date			Proceeds
North America:
	Atlanta, Georgia		$	—	$	—	$	4,694,200	$	4,895,025	$	9,589,225			1.07	%
	Chicago, Illinois			—		—		16,290,240		—		16,290,240			1.82	%
	Columbus, Ohio			—		—		—		120,850		120,850			0.01	%
	Dallas/Fort Worth, Texas			—		18,989,979		—		—		18,989,979			2.12	%
	Denver, Colorado			—		—		—		2,460,506		2,460,506			0.27	%
	El Paso, Texas			—		—		9,178,602		—		9,178,602			1.03	%
	Fort Lauderdale/Miami, Florida			—		—		11,304,538		—		11,304,538			1.26	%
	Houston, Texas			—		4,140,427		5,287,431		—		9,427,858			1.05	%
	Las Vegas, Nevada			—		1,356,723		—		4,312,278		5,669,001			0.63	%
	Los Angeles/Orange County, California			—		—		—		46,748,395		46,748,395			5.22	%
	Memphis, Tennessee			—		—		—		39,810,003		39,810,003			4.45	%
	Nashville, Tennessee			—		—		—		10,198,105		10,198,105			1.14	%
	I-95 Corridor, New Jersey			—		15,399,925		—		23,199,925		38,599,850			4.31	%
	Orlando, Florida			—		—		—		5,035,596		5,035,596			0.56	%
	Reynosa, Mexico			—		16,071,750		—		—		16,071,750			1.80	%
	San Antonio, Texas			—		3,691,526		6,285,216		9,493,613		19,470,355			2.18	%
	St. Louis, Missouri			—		—		—		47,371,135		47,371,135			5.29	%
	Tampa, Florida			—		—		170,191		11,477,850		11,648,041			1.30	%
	Tijuana, Mexico			—		8,460,094		—		—		8,460,094			0.95	%
	Washington D.C./Baltimore, Maryland			—		41,411,047		20,093,715		—		61,504,762			6.87	%
				—		109,521,471		73,304,133		205,123,281		387,948,885			43.33	%
Europe:
	Central France, France			—		—		48,763,196		13,386,552		62,149,748			6.95	%
	East Midlands, United Kingdom			6,761,616		—		—		4,617,776		11,379,392			1.27	%
	London & Southeast, United Kingdom			12,101,010		501,005		—		—		12,602,015			1.41	%
	Milan, Italy			—		33,108,981		12,500,320		—		45,609,301			5.10	%
	Northern France, France			—		—		10,208,776		—		10,208,776			1.14	%
	Prague, Czech Republic			—		11,676,536		—		16,011,167		27,687,703			3.09	%
	Rhine/Main, Germany			—		14,732,078		—		—		14,732,078			1.65	%
	Rhine/Ruhr, Germany			—		—		9,739,694		—		9,739,694			1.09	%
	Southern Germany, Germany			—		5,325,373		—		—		5,325,373			0.60	%
	Warsaw, Poland			—		2,832,107		14,987,352		—		17,819,459			1.99	%
	West Midlands, United Kingdom			37,971,845		—		74,418,243		14,649,619		127,039,707			14.21	%
				56,834,471		68,176,080		170,617,581		48,665,114		344,293,246			38.50	%
Asia:
	Tokyo, Japan			84,509,637		36,820,670		41,280,680		—		162,610,987			18.17	%
				84,509,637		36,820,670		41,280,680		—		162,610,987			18.17	%
		Total proceeds	$	141,344,108	$	214,518,221	$	285,202,394	$	253,788,395	$	894,853,118			100.00	%
Percentage of CDFS proceeds generated by contributions to ProLogis Property Funds												89.94	%

Supplemental Information Page 20

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

CDFS Business Summary (Continued)

CDFS Asset Pipeline and Leasing Status

CDFS Assets By Product Classification

				Square				12/31/03
				Feet		Investment (A)		Leased %
Acquired and Developed Properties
	North America:
		CDFS properties - repositioned acquisitions			8,048,343	$	234,974,908		77.65	%
		CDFS properties - completed developments			5,951,645		213,024,812		61.01	%
			Total CDFS Operating Properties - North America		13,999,988		447,999,720		70.57	%
	Europe:
		CDFS properties - repositioned acquisitions			373,119		12,534,828		100.00	%
		CDFS properties - completed developments			6,072,677		467,759,562		20.74	%
			Total CDFS Operating Properties - Europe		6,445,796		480,294,390		25.33	%
			Total Acquired and Developed Properties (see page 15a)		20,445,784	$	928,294,110		56.31	%
Properties Under Development:
	North America				3,163,383	$	101,044,975		46.84	%
	Europe				4,060,318		246,246,309		59.84	%
	Asia				2,599,331		331,200,455		42.93	%
			Total Properties Under Development (see page 21)		9,823,032	$	678,491,739		51.18	%
			Total CDFS Asset Pipeline		30,268,816	$	1,606,785,849		54.65	%

CDFS Assets By Geographic Area

		Square				12/31/03
		Feet		Investment (A)		Leased %
North America			17,163,371	$	549,044,695		71.97	%
Europe			10,506,114		726,540,699		38.67	%
Asia			2,599,331		331,200,455		42.93	%
	Total CDFS Asset Pipeline		30,268,816	$	1,606,785,849		54.65	%

COMMENT

(A) For operating properties represents current investment; for properties under development represents total expected investment.

Supplemental Information Page 20a

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Development Summary

					December 31,			September 30,			June 30,			March 31,
					2003			2003			2003			2003
Development Starts:
	North America:
		Square feet				457,701			2,525,682			1,427,820			478,400
		Total expected investment			$	17,180,281		$	76,627,833		$	43,080,598		$	20,173,930
		Cost per square foot			$	37.54		$	30.34		$	30.17		$	42.17
	Europe:
		Square feet				2,395,346			1,710,023			1,059,941			1,121,921
		Total expected investment			$	115,639,226		$	93,154,115		$	48,381,276		$	47,842,772
		Cost per square foot			$	48.28		$	54.48		$	45.65		$	42.64
	Asia:
		Square feet				259,751			346,068			1,373,549			—
		Total expected investment			$	22,321,065		$	31,738,289		$	157,916,667		$	—
		Cost per square foot			$	85.93		$	91.71		$	114.97		$	—
	Total:
		Square feet				3,112,798			4,581,773			3,861,310			1,600,321
		Total expected investment			$	155,140,572		$	201,520,237		$	249,378,541		$	68,016,702
		Cost per square foot			$	49.84		$	43.98		$	64.58		$	42.50
Development Completions:
	North America:
		Square feet				243,820			1,482,400			502,549			2,964,399
		Total expected investment			$	8,373,779		$	47,643,888		$	22,615,317		$	96,750,486
		Cost per square foot			$	34.34		$	32.14		$	45.00		$	32.64
		Leased percentage at completion (A)				90.21	%		100.00	%		32.74	%		94.82	%
		Leased percentage as of 12/31/03				90.21	%		100.00	%		32.74	%		97.63	%
	Europe:
		Square feet				761,247			1,715,576			1,919,595			1,937,573
		Total expected investment			$	48,388,496		$	87,306,497		$	118,482,968		$	93,988,313
		Cost per square foot			$	63.56		$	50.89		$	61.72		$	48.51
		Leased percentage at completion (A)				79.93	%		71.29	%		83.98	%		53.83	%
		Leased percentage as of 12/31/03				79.93	%		71.29	%		83.98	%		54.58	%
	Asia:
		Square feet				466,954			139,480			305,095			—
		Total expected investment			$	55,948,012		$	28,416,667		$	35,925,000		$	—
		Cost per square foot			$	119.81		$	203.73		$	117.75		$	—
		Leased percentage at completion (A)				100.00	%		100.00	%		100.00	%		—
		Leased percentage as of 12/31/03				100.00	%		100.00	%		100.00	%		—
	Total:
		Square feet				1,472,021			3,337,456			2,727,239			4,901,972
		Total expected investment			$	112,710,287		$	163,367,052		$	177,023,285		$	190,738,799
		Cost per square foot			$	76.57		$	48.95		$	64.91		$	38.91
		Leased percentage at completion (A)				88.00	%		85.24	%		76.33	%		78.62	%
		Leased percentage as of 12/31/03				88.00	%		85.24	%		76.33	%		80.61	%
Under Development as of End of Period:
	North America:
		Square feet				3,163,383			2,949,502			1,906,220			980,949
		Total expected investment			$	101,044,975		$	92,238,473		$	63,254,528		$	42,789,247
		Cost per square foot			$	31.94		$	31.27		$	33.18		$	43.62
		Leased percentage as of 12/31/03				46.84	%
	Europe:
		Square feet				4,060,318			2,969,044			2,974,597			3,834,251
		Total expected investment			$	246,246,309		$	233,910,333		$	228,062,715		$	289,963,978
		Cost per square foot			$	60.65		$	78.78		$	76.67		$	75.62
		Leased percentage as of 12/31/03				59.84	%
	Asia:
		Square feet				2,599,331			2,806,534			2,599,946			1,531,492
		Total expected investment			$	331,200,455		$	352,833,507		$	349,511,885		$	227,520,218
		Cost per square foot			$	127.42		$	125.72		$	134.43		$	148.56
		Leased percentage as of 12/31/03				42.93	%
	Total:
		Square feet				9,823,032			8,725,080			7,480,763			6,346,692
		Total expected investment			$	678,491,739		$	678,982,313		$	640,829,128		$	560,273,443
		Cost per square foot			$	69.07		$	77.82		$	85.66		$	88.28
		Leased percentage as of 12/31/03				51.18	%
Construction in Progress:
			North America		$	51,752,456		$	32,619,111		$	21,353,765		$	21,853,720
			Europe			129,305,479			120,206,737			142,360,874			165,890,101
			Asia			223,523,519			204,879,464			182,634,649			124,523,192
				Total Construction in Progress	$	404,581,454		$	357,705,312		$	346,349,288		$	312,267,013

COMMENT

(A) Represents the leased percentage as of the end of the quarter in which the development was completed.

Supplemental Information Page 21

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Capital Structure

(in thousands)

Debt Outstanding as of December 31, 2003

								Principal Maturities
								of Direct Debt
Principal Outstanding - Direct Debt								(excluding Lines of Credit)
Direct Debt:
	Senior unsecured notes:
		6.70% Notes due 2004			$	250,000			2004	$	313,310
		7.05% Notes due 2006				250,000			2005		108,890
		7.25% Notes due 2007				135,000			2006		320,386
		7.95% Notes due 2008				100,000			2007		331,763
		7.10% Notes due 2008				250,000			2008		308,832
		8.72% Notes due 2009				112,500			2009		77,522
		7.875% Notes due 2009				56,250			2010		35,406
		7.30% Notes due 2009				25,000			2011		29,938
		5.50% Notes due 2013				300,000			2012		34,919
		7.81% Notes due 2015				100,000
		9.34% Notes due 2015				50,000		Thereafter			732,196
		8.65% Notes due 2016				50,000		Less discount			(1,961	)
		7.625% Notes due 2017				100,000				$	2,291,201
			Less discount			(1,961	)
				Total senior unsecured notes		1,776,789
	Secured debt:
		Mortgage notes				488,047
		Securitized debt				18,612
		Assessment bonds				7,753
				Total secured debt		514,412
			Subtotal			2,291,201
	Lines of credit - unsecured (see page 23)					699,468
			Total direct debt		$	2,990,669
ProLogis’ share of third party debt of unconsolidated investees:
	ProLogis Property Funds (see page 13)				$	750,492
	Temperature-controlled distribution investee (see page 14)					146
			Total share of third party debt of unconsolidated investees		$	750,638
			Total		$	3,741,307

Market Capitalization as of December 31, 2003

		Shares
		or Equivalents		Market		Market Value
		Outstanding (A)		Price		Equivalents
8.54% Series C Cumulative Redeemable Preferred Shares			2,000	$	61.00	$	122,000
7.92% Series D Cumulative Redeemable Preferred Shares (B)			5,000	$	25.03		125,150
6.75% Series F Cumulative Redeemable Preferred Shares (C)			5,000	$	25.72		128,600
6.75% Series G Cumulative Redeemable Preferred Shares (D)			5,000	$	25.00		125,000
			17,000				500,750
Common Shares			180,182	$	32.09		5,782,040
Convertible limited partnership units (4,683,000 units)			4,686	$	32.09		150,374
			184,868				5,932,414
	Total equity						6,433,164
	Total debt (including ProLogis’ share of third party debt of unconsolidated investees)						3,741,307
	Total market capitalization (including ProLogis’ share of third party debt of unconsolidated investees)					$	10,174,471

COMMENTS

(A)	ProLogis redeemed its Series E Preferred Shares on July 1, 2003 and 5,000,000 of its Series D Preferred Shares on December 1, 2003. See notes 22 and 23 on page 9a.
(B)	On December 11, 2003, ProLogis called for redemption of these shares at the price of $25.00 per share, plus $0.066 in accrued and unpaid dividends and completed the redemption on January 12, 2004. See note 23 on page 9a.
(C)	These preferred shares were issued on November 28, 2003. See note 24 on page 9a.
(D)	These preferred shares were issued on December 30, 2003. See note 25 on page 9a. As of December 31, 2003, these preferred shares were not yet traded on the New York Stock Exchange. In lieu of a current market price, the stated liquidation preference amount is used for the market capitalization calculation.

Supplemental Information Page 22

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Debt Analysis

Revolving Lines of Credit
(in thousands)

											Weighted
	Total				Outstanding				Remaining		Average
	Commitment				at 12/31/03				Capacity		Interest Rate (A)
ProLogis-North America	$	560,000	(B	)	$	94,764	(C	)	$	465,236		2.83	%
ProLogis-Europe		555,255	(D	)		355,008				200,247		2.97	%
ProLogis-Europe (United Kingdom only)		43,681	(E	)		—				43,681		—
ProLogis-Asia		374,084	(F	)		249,696				124,388		0.97	%
	$	1,533,020			$	699,468			$	833,552		1.85	%

Weighted Average Interest Rates and Term to Maturity (G)

					Weighted			Weighted Average
					Average			Term to
		% of Debt			Interest Rate (A)			Maturity (H)
Revolving lines of credit			23.45	%		1.85	%		n/a
Unsecured term debt			59.57	%		7.13	%		6.8	years
Secured term debt			16.98	%		7.31	%		10.7	years
	Totals (G)		100.00	%		5.92	%		7.6	years

Financial Ratios (see note 1 on page 9)

	Year Ended			Year Ended
	12/31/03			12/31/02
Interest coverage ratio (I)		4.3			4.2
Fixed charge coverage ratio (J)		3.5			3.5
Total debt to total book assets (including ProLogis’ share of unconsolidated investees) (see pages 11 and 22)		49.5	%		47.4	%
Total debt to total market capitalization (including ProLogis’ share of unconsolidated investees) (see page 22)		36.8	%		40.7	%

COMMENTS

(A)	Represents the weighted average base interest rates on borrowings that were outstanding at December 31, 2003.
(B)	Total commitment available to ProLogis at December 31, 2003 has been reduced by letters of credit outstanding with the lending bank aggregating $10.4 million at December 31, 2003.
(C)	The amount outstanding at December 31, 2003 represents the approximate U.S. dollar equivalent of borrowings of 76.8 million euros.
(D)	Represents the approximate U.S. dollar equivalent at December 31, 2003 of ProLogis’ 450.0 million euro denominated line of credit.
(E)	Represents the approximate U.S. dollar equivalent at December 31, 2003 of ProLogis’ 25.0 million pound sterling denominated line of credit available for borrowing by ProLogis Kingspark. The total commitment available to ProLogis has been reduced by letters of credit outstanding with the lending bank in the currency equivalent of approximately $8.8 million at December 31, 2003.
(F)	Represents the approximate U.S. dollar equivalent at December 31, 2003 of ProLogis’ 40.0 billion yen denominated line of credit.
(G)	Excludes assessment bonds.
(H)	Calculated as of the beginning of the year on principal amortization from January 1, 2003 through final maturity for debt outstanding at December 31, 2003.
(I)	Calculated as Funds From Operations before impairment charges, preferred dividends and charges related to the redemption of preferred shares, interest expense and minority interest, divided by interest expense (interest expense excludes capitalized interest and amortization of loan costs). Funds From Operations is defined on Page 8.
(J)	Calculated as Funds From Operations before impairment charges, preferred dividends and charges related to the redemption of preferred shares, interest expense and minority interest, divided by combined interest expense (interest expense excludes capitalized interest and amortization of loan costs) and preferred dividends. Funds From Operations is defined on Page 8.

Supplemental Information Page 23

ProLogis

Fourth Quarter 2003
Unaudited Financial Results

Geographic Distribution (A)

North America

Central Region	%
Austin		1.03
Dallas/Fort Worth		7.49
El Paso		1.63
Houston		4.11
Kansas City		0.69
Oklahoma City		0.28
San Antonio		2.65
Tulsa		0.23
Other non-target		0.06
Total Central Region		18.17

Mid-Atlantic Region	%
Chicago		3.78
Cincinnati		2.77
Columbus		3.42
I-81 Corridor (E. Pennsylvania)		1.15
I-95 Corridor (New Jersey)		2.87
Indianapolis		2.13
Louisville		1.18
St. Louis		1.25
Other non-target		0.03
Total Mid-Atlantic Region		18.58

Pacific Region	%
Denver		1.59
Las Vegas		1.00
Los Angeles/Orange County		6.51
Phoenix		1.06
Portland		0.91
Reno		1.60
Salt Lake City		0.89
San Francisco-East Bay		3.10
San Francisco-South Bay		1.60
Seattle		0.60
Total Pacific Region		18.86

Southeast Region	%
Atlanta		5.38
Charlotte		2.24
Chattanooga		0.50
Ft. Lauderdale/Miami		1.00
Memphis		3.85
Nashville		2.33
Orlando		0.97
Tampa		1.68
Washington D.C./Baltimore		2.75
Total Southeast Region		20.70

Mexico	%
Juarez		0.42
Monterrey		0.66
Reynosa		0.78
Tijuana		0.47
Total Mexico		2.33

Total North America 78.64 %

Europe	%
Belgium		0.20
Czech Republic		0.58
France		8.28
Germany		0.72
Hungary		0.23
Ireland		(B	)
Italy		1.71
The Netherlands		1.92
Poland		1.54
Portugal		(B	)
Spain		1.10
Sweden		0.31
United Kingdom		4.07
Total Europe		20.66	%

Asia	%
China		(C	)
Japan		0.70
Total Asia		0.70	%

COMMENTS

(A)	Percentages are based on the square footage of the operating portfolio. The operating portfolio includes direct owned properties and operating properties owned by the ProLogis Property Funds.
(B)	At December 31, 2003, ProLogis has either development projects or land holdings in this market, but owns no operating buildings.
(C)	At December 31, 2003, ProLogis has no real estate assets in this market; however, the market is designated as one of ProLogis’ target markets.

Supplemental Information Page 24