SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ZELL SAMUEL

(Last)

(First)

(Middle)

TWO NORTH RIVERSIDE PLAZA

SUITE 600

(Street)

CHICAGO

60606

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
EQUITY RESIDENTIAL [ EQR ]

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

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/26/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares of Beneficial Interest	11/26/2007		M		10,000	A	$24.625	951,983.0743⁽¹⁾	D
Common Shares of Beneficial Interest	11/26/2007		M		600,000	A	$25.3438	1,551,983.0743⁽¹⁾	D
Common Shares of Beneficial Interest								600⁽²⁾	I	By Spouse, Trustee for Helen Zell Revocable Trust
Common Shares of Beneficial Interest								1,206,968⁽³⁾	I	Samstock, L.L.C.
Common Shares of Beneficial Interest								22,056⁽⁴⁾	I	Samuel Zell Revocable Trust
Common Shares of Beneficial Interest								364,750.911⁽⁵⁾	I	SERP Account
Common Shares of Beneficial Interest								1,246⁽⁶⁾	I	SZ JoAnn Trust
Common Shares of Beneficial Interest								1,246⁽⁷⁾	I	SZ Kellie Trust
Common Shares of Beneficial Interest								1,246⁽⁸⁾	I	SZ Matthew Trust
Common Shares of Beneficial Interest								60,000⁽⁹⁾	I	Zell Family Foundation

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$20.0938							01/18/2000	01/18/2009	Common Shares of Beneficial Interest	300,000		300,000⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$21.0625							01/24/2001	01/24/2010	Common Shares of Beneficial Interest	284,866		284,866⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$22.9688							11/16/2000	05/16/2010	Common Shares of Beneficial Interest	10,000		10,000⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$23.375							05/17/2001	05/17/2009	Common Shares of Beneficial Interest	10,000		10,000⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$23.55							08/07/2003	02/07/2013	Common Shares of Beneficial Interest	427,632		427,632⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$25.844							01/18/2002	01/18/2011	Common Shares of Beneficial Interest	232,154		232,154⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$25.865							11/15/2001	05/15/2011	Common Shares of Beneficial Interest	10,000		10,000⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$27.2							01/17/2003	01/17/2012	Common Shares of Beneficial Interest	303,716		303,716⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$29.25							01/27/2004	01/27/2014	Common Shares of Beneficial Interest	359,518		359,518⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$31.76							02/03/2005	02/03/2015	Common Shares of Beneficial Interest	307,770		307,770⁽¹¹⁾	D
Non-Qualified Stock Option (right to buy)	$42.8							02/03/2007	02/03/2017	Common Shares of Beneficial Interest	192,545		192,545⁽¹²⁾	D
Non-Qualified Stock Option (right to buy)	$53.5							⁽¹³⁾	02/08/2017	Common Shares of Beneficial Interest	129,798		129,798	D
Non-Qualified Stock Option (right to buy)	$24.625	11/26/2007		M			10,000	05/14/1998	05/14/2008	Common Shares of Beneficial Interest	10,000	$0	0⁽¹⁰⁾	D
Non-Qualified Stock Option (right to buy)	$25.3438	11/26/2007		M			600,000	01/07/1998	01/07/2008	Common Shares of Beneficial Interest	600,000	$0	0⁽¹⁰⁾	D
Operating Partnership Units	$0							01/10/2002	07/02/2002	Common Shares of Beneficial Interest	1,074,514		1,074,514⁽¹⁴⁾	I	EGI Holdings, Inc.
Operating Partnership Units	$0							01/10/2002	07/02/2002	Common Shares of Beneficial Interest	1,074,512		1,074,512⁽¹⁵⁾	I	EGIL Investments, Inc.
Operating Partnership Units	$0							01/10/2002	01/10/2020	Common Shares of Beneficial Interest	1,375,690		1,375,690⁽¹⁶⁾	I	Samstock, L.L.C.
Operating Partnership Units	$0							02/01/2003	02/01/2013	Common Shares of Beneficial Interest	402		402⁽¹⁷⁾	I	Samstock/Alpha, LLC
Operating Partnership Units	$0							01/10/2002	07/02/2002	Common Shares of Beneficial Interest	400,674		400,674⁽¹⁸⁾	I	Samstock/SZRT, L.L.C.
Operating Partnership Units	$0							01/10/2002	07/02/2002	Common Shares of Beneficial Interest	652,418		652,418⁽¹⁹⁾	I	Samstock/ZFT, LLC
Operating Partnership Units	$0							01/10/2002	07/02/2002	Common Shares of Beneficial Interest	222,340		222,340⁽²⁰⁾	I	Samstock/ZGPI, L.L.C.
Operating Partnership Units	$0							01/10/2002	12/02/2002	Common Shares of Beneficial Interest	62,952		62,952⁽²¹⁾	I	SZ Investments, LLC

Explanation of Responses:

1. Shares reported in this column include restricted shares of the Company scheduled to vest in the future along with 37,393.0743 shares acquired through dividend reinvestments.

2. Shares reported herein are beneficially owned by the Helen Zell Revocable Trust (HZRT). Mr. Zell's spouse, Helen Zell, is the trustee of HZRT. Mr. Zell disclaims beneficial ownership of the shares reported as beneficially owned by him except to the extent of his pecuniary interest therein.

3. Shares reported herein are beneficially owned by Samstock, L.L.C. (Samstock). The sole member of Samstock is SZ Investments, L.L.C. (SZ). The managing member of SZ is Zell General Partnership, Inc. (Zell GP). Sam Investment Trust (SIT) is the sole stockholder of Zell GP, and Chai Trust Company, L.L.C. (Chai Trust) is the trustee of SIT. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares. Mr. Zell disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

4. Mr. Zell is sole trustee and beneficiary of the Samuel Zell Revocable Trust, and, as such, he may be deemed the beneficial owner of the shares reported herein.

5. Shares reported in this column are owned by AST Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person.

6. Shares reported herein are beneficially owned by the SZ JoAnn Trust (SZJT), of which Chai Trust Company, L.L.C. (Chai Trust) is the sole Trustee. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares. Mr. Zell is beneficiary of SZJT and, as such, Mr. Zell may be deemed the beneficial owner of the shares reported herein.

7. Shares reported herein are beneficially owned by the SZ Kellie Trust (SZKT), of which Chai Trust Company, L.L.C. (Chai Trust) is the sole Trustee. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares. Mr. Zell is beneficiary of the SZKT and, as such, Mr. Zell may be deemed the beneficial owner of the shares reported herein.

8. Shares reported herein are beneficially owned by the SZ Matthew Trust (SZMT), of which Chai Trust Company, L.L.C. (Chai Trust) is the sole Trustee. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares. Mr. Zell is beneficiary of the SZMT and, as such, Mr. Zell may be deemed the beneficial owner of the shares reported herein.

9. Shares reported herein are beneficially owned by the Zell Family Foundation (Foundation). Mr. Zell is a director of the Foundation and does not have a pecuniary interest in such shares.

10. Share options reported on this line are fully exercisable.

11. Share options reported on this line become exercisable in three equal installments on February 3, 2006; February 3, 2007 and February 3, 2008.

12. Share options reported on this line become exercisable in three equal installments on February 3, 2007, February 3, 2008 and February 3, 2009.

13. Share options reported on this line become exercisable in three equal installments on February 8, 2008, February 8, 2009 and February 8, 2010.

14. OP Units reported herein are beneficially owned by EGI Holdings, Inc. Under a stockholder's agreement dated December 31, 1999 among certain trusts established for the benefit of the family of Mr. Zell (the Zell Trusts) and certain trusts established for the benefit of the family of Ann and Robert Lurie (the Lurie Trusts), the Zell Trusts have the power to vote and dispose of the OP Units beneficially owned by EGI Holdings, Inc. Chai Trust Company, L.L.C. (Chai Trust) is the trustee of such Zell Trusts. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein.

15. OP Units reported herein are beneficially owned by EGIL Investments, Inc.. Under a stockholder agreement dated December 31, 1999 among the Zell Trusts and the Lurie Trusts, the Lurie Trusts have the power to vote and dispose of the OP Units beneficially owned by EGIL Investments, Inc. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein.

16. OP Units reported herein are beneficially owned by Samstock, L.L.C. (Samstock). The sole member of Samstock is SZ Investments, L.L.C. (SZ). The managing member of SZ is Zell General Partnership, Inc. (Zell GP). Sam Investment Trust (SIT) is the sole stockholder of Zell GP, and Chai Trust Company, L.L.C. (Chai Trust) is the trustee of SIT. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein. OP Unit amount was underreported by 402 units on previous form filings.

17. OP Units reported herein are beneficially owned by Samstock/Alpha, L.L.C. The sole member of Samstock/Alpha, L.L.C. is Alphabet Partners. The general partners of Alphabet Partners are certain Zell Trusts, the trustee of which is Chai Trust Company, L.L.C. (Chai Trust). Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein. OP Unit amount was overreported by 402 units on previous form filings.

18. OP Units reported herein are beneficially owned by Samstock/SZRT, L.L.C. The sole member of Samstock/SZRT, L.L.C. is the Samuel Zell Revocable Trust under trust agreement dated January 17, 1990. Mr. Zell is sole trustee and beneficiary of the Samuel Zell Revocable Trust.

19. OP Units reported herein are beneficially owned by Samstock/ZFT, L.L.C. The sole member of Samstock/ZFT, L.L.C. is ZFT Partnership. The general partners of ZFT Partnership are certain Zell Trusts, the trustee of which is Chai Trust Company, L.L.C. (Chai Trust). Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein.

20. OP Units reported herein are beneficially owned by Samstock/ZGPI, L.L.C. The sole member of Samstock/ZGPI, L.L.C. is Zell General Partnership, Inc. (Zell GP). Sam Investment Trust (SIT) is the sole stockholder of Zell GP, and Chai Trust Company, L.L.C. (Chai Trust) is the trustee of SIT. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein.

21. OP Units reported herein are beneficially owned by SZ Investments, L.L.C. (SZ). The managing member of SZ is Zell General Partnership, Inc. (Zell GP). Sam Investment Trust (SIT) is the sole stockholder of Zell GP, and Chai Trust Company, L.L.C. (Chai Trust) is the trustee of SIT. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such OP Units. Mr. Zell disclaims beneficial ownership of such OP Units except to the extent of his pecuniary interest therein.

	By: Yasmina Duwe, Attorney-in-fact	11/27/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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