EQUITY RESIDENTIAL — Director's Dealing 2010

Sep 8, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2010-09-07

Reporting Person: Parrell Mark J. (Executive Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-09-07	Common Shares Of Beneficial Interest	M	2215	$29.25	Acquired	33708.863	Direct
2010-09-07	Common Shares Of Beneficial Interest	S	2215	$48.5506	Disposed	31493.863	Direct
2010-09-07	Common Shares Of Beneficial Interest	M	4111	$31.76	Acquired	35604.863	Direct
2010-09-07	Common Shares Of Beneficial Interest	S	4111	$48.5506	Disposed	31493.863	Direct
2010-09-07	Common Shares Of Beneficial Interest	M	10214	$38.57	Acquired	41707.863	Direct
2010-09-07	Common Shares Of Beneficial Interest	S	10214	$48.5506	Disposed	31493.863	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-09-07	Non-qualified Stock Option (Right to Buy)	$29.25	M	2215	Disposed	2014-01-27	Common Shares Of Beneficial Interest (2215)	Direct
2010-09-07	Non-qualified Stock Option (Right to Buy)	$31.76	M	4111	Disposed	2015-02-03	Common Shares Of Beneficial Interest (4111)	Direct
2010-09-07	Non-qualified Stock Option (Right to Buy)	$38.57	M	10214	Disposed	2018-02-07	Common Shares Of Beneficial Interest (10214)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares Of Beneficial Interest	686.6817	Indirect
Common Shares Of Beneficial Interest	6783.984	Indirect

Footnotes

F1: Direct total includes restricted shares of the Company scheduled to vest in the future.

F2: The price represents the weighted average price of the shares sold. The shares were sold within a range of $48.50 to $48.68. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through July 9, 2010.

F4: Represents shares owned by Principal Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person.

F5: Represents share options scheduled to vest in approximately three equal installments on January 27, 2005, January 27, 2006 and January 27, 2007.

F6: Represents share options scheduled to vest in approximately three equal installments on February 3, 2006, February 3, 2007 and February 3, 2008.

F7: Represents share options scheduled to vest in approximately three equal installments on February 7, 2009, February 7, 2010 and February 7, 2011.