Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DUNCAN BRUCE W
   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
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)
TWO NORTH RIVERSIDE PLAZA, SUITE 400		 3. Date of Earliest Transaction (Month/Day/Year)
12/14/2005
(Street)

CHICAGO, IL 60606		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Shares of Beneficial Interest 12/14/2005   M   4,000 A $ 28.98 196,835 (1) D  
Common Shares of Beneficial Interest 12/14/2005   M   41,361 A $ 28.98 238,196 (1) D  
Common Shares of Beneficial Interest 12/14/2005   M   94,488 A $ 29.25 332,684 (1) D  
Common Shares of Beneficial Interest 12/14/2005   S   41,361 D $ 40.7268 (2) 291,323 (1) D  
Common Shares of Beneficial Interest 12/14/2005   S   94,488 D $ 40.7268 (3) 196,835 (1) D  
Common Shares of Beneficial Interest 12/14/2005   S   4,000 D $ 40.7268 (4) 192,835 (1) D  
Common Shares of Beneficial Interest               17,079 (5) I SERP Account

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 23.55             02/07/2004 02/07/2013 Common Shares of Beneficial Interest 56,274   56,274 (6) D  
Non-Qualified Stock Option (right to buy) $ 31.76             02/03/2005 02/03/2015 Common Shares of Beneficial Interest 330,504   330,504 (7) D  
Non-Qualified Stock Option (right to buy) $ 28.98 12/14/2005   M     41,361 03/18/2003 03/18/2012 Common Shares of Beneficial Interest 41,361 $ 40.7268 0 (8) D  
Non-Qualified Stock Option (right to buy) $ 28.98 12/14/2005   M     4,000 09/14/2002 03/14/2012 Common Shares of Beneficial Interest 4,000 $ 40.7268 0 (9) D  
Non-Qualified Stock Option (right to buy) $ 29.25 12/14/2005   M     94,488 01/27/2004 01/27/2014 Common Shares of Beneficial Interest 94,488 $ 40.7268 188,976 (10) D  
Operating Partnership Units $ 0             03/14/2002 08/08/1988 Common Shares of Beneficial Interest 44,794   44,794 (11) I Revocable Trust

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DUNCAN BRUCE W
TWO NORTH RIVERSIDE PLAZA, SUITE 400
CHICAGO, IL 60606		   X     Chief Executive Officer  

Signatures

 By: Barbara Shuman, Attorney-in-fact   12/16/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(6) 56,273 share options reported herein will become exercisable on February 7, 2004; 56,273 share options will become exercisable on February 7, 2005; and 56,274 share options will become exercisable on February 7, 2006.
(10) Share options reported on this line will become exercisable in three equal installments on January 27, 2005; January 27, 2006 and January 27, 2007.
(2) Represents the weighted average of individual sales prices within a range of $40.70 to $40.77.
(9) 1,333 share options reported herein are currently exercisable; 1,334 share options will become exercisable on March 14, 2003; and 1,333 share options will become exercisable on March 14, 2004.
(11) OP Units reported herein are indirectly held by Mr. Duncan in the Bruce W. Duncan Revocable Trust under trust agreement dated July 29, 1993.
(1) Shares reported on this line are owned directly and are subject to vesting.
(4) Represents the weighted average of individual sales prices within a range of $40.70 to $40.77.
(7) Share options reported on this line will become exercisable in three equal installments on February 3, 2006; February 3, 2007 and February 3, 2008.
(5) Shares reported herein are owned by The Security Trust Company, as Trustee of the Equity Residential Supplemental Retirement Plan for the benefit of the Reporting Person.
(3) Represents the weighted average of individual sales prices within a range of $40.70 to $40.77.
(8) 13,787 share options reported herein will become exercisable on March 14, 2003; 13,787 share options will become exercisable on March 14, 2004; and 13,787 share options will become exercisable on March 14, 2005.

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