EQUITY RESIDENTIAL — Director's Dealing 2012

Feb 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2012-02-03

Reporting Person: Kaufman Ian (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-03	Common Shares Of Beneficial Interest	A	1465	—	Acquired	5585.4877	Direct
2012-02-07	Common Shares Of Beneficial Interest	S	451	$59.66	Disposed	5134.4877	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-03	Non-qualified Stock Option (Right to Buy)	$60.25	A	3450	Acquired	2022-02-03	Common Shares Of Beneficial Interest (3450)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares Of Beneficial Interest	343.9691	Indirect

Footnotes

F1: Represents restricted shares scheduled to vest on February 3, 2015.

F2: Direct total includes restricted shares of the Company scheduled to vest in the future.

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 January 13, 2012.

F4: Represents share options scheduled to vest in approximately three equal installments on February 3, 2013, February 3, 2014 and February 3, 2015.