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 *
Finnin Jeffrey S
  2. Issuer Name and Ticker or Trading Symbol
PROLOGIS [PLD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Mng. Dir. Chief Accntng Offcr
(Last)
(First)
(Middle)
4545 AIRPORT WAY
3. Date of Earliest Transaction (Month/Day/Year)
07/09/2010
(Street)

DENVER, CO 80239
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

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 Options $ 40.87 07/09/2010 07/09/2010 D     3,200   (1) 05/18/2015 Common Shares of Beneficial Interest 3,200 (2) 10,092 D  
Non Qualified Stock Options $ 45.46 07/09/2010 07/09/2010 D     3,685   (3) 12/20/2015 Common Shares of Beneficial Interest 3,685 (4) 6,407 D  
Non Qualified Stock Options $ 59.92 07/09/2010 07/09/2010 D     2,756   (5) 12/21/2016 Common Shares of Beneficial Interest 2,756 (6) 3,651 D  
Non Qualified Stock Options $ 60.6 07/09/2010 07/09/2010 D     3,651   (7) 12/18/2017 Common Shares of Beneficial Interest 3,651 (8) 0 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   914     (9)   (9) Common Shares of Beneficial Interest 914 $ 0 57,280 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   1,023     (10)   (10) Common Shares of Beneficial Interest 1,023 $ 0 58,303 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   480     (11)   (11) Common Shares of Beneficial Interest 480 $ 0 58,783 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   160     (12)   (12) Common Shares of Beneficial Interest 160 $ 0 58,943 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   406     (13)   (13) Common Shares of Beneficial Interest 406 $ 0 59,349 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   203     (14)   (14) Common Shares of Beneficial Interest 203 $ 0 59,552 D  
Restricted Share Units $ 0 07/09/2010 07/09/2010 A   202     (15)   (15) Common Shares of Beneficial Interest 202 $ 0 59,754 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Finnin Jeffrey S
4545 AIRPORT WAY
DENVER, CO 80239
      Mng. Dir. Chief Accntng Offcr  

Signatures

 /s/ Kristi Oberson attorney in fact for Jeffrey Finnin   07/13/2010
**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).
(1) The cancelled option provided for vesting in four equal annual installments beginning on May 18, 2005.
(2) On July 9, 2010, the issuer canceled an option granted to the reporting person on May 18, 2005, pursuant to the issuer's share option exchange program. In exchange for the option, the reporting person received 914 restricted share units vesting in two equal annual installments beginning July 9, 2010.
(3) The cancelled option provided for vesting in four equal annual installments beginning on December 20, 2005.
(4) On July 9, 2010, the issuer canceled an option granted to the reporting person on December 20, 2005, pursuant to the issuer's share option exchange program. In exchange for the option, the reporting person received 1,023 restricted share units vesting in two equal annual installments beginning July 9, 2010.
(5) The cancelled option provided for vesting in four equal annual installments beginning on December 21, 2006.
(6) On July 9, 2010, the issuer canceled an option granted to the reporting person on December 21, 2006 pursuant to the issuer's share option exchange program. In exchange for the option, the reporting person received 640 restricted share units (RSUs) vesting as follows: 480 RSUs vesting in two equal annual installments beginning July 9, 2010; and 160 RSUs vesting in two equal annual installments beginning December 21, 2010.
(7) The cancelled option provided for vesting in four equal annual installments beginning on December 18, 2007.
(8) On July 9, 2010, the issuer canceled an option granted to the reporting person on December 18, 2007, pursuant to the issuer's share option exchange program. In exchange for the option, the reporting person received 811 restricted share units (RSUs) vesting as follows: 406 RSUs vesting in two equal annual installments beginning July 9, 2010; 203 RSUs vesting in two equal annual installments beginning December 18, 2010; and 202 RSUs vesting in two equal annual installments beginning December 18, 2011.
(9) Restricted Shares Units (RSUs) issued in exchange for options granted May 18, 2005. The RSUs vest in equal annual installments beginning July 9, 2010.
(10) Restricted Shares Units (RSUs) issued in exchange for options granted December 20, 2005. The RSUs vest in equal annual installments beginning July 9, 2010.
(11) Restricted Shares Units (RSUs) issued in exchange for options granted December 21, 2006. The RSUs vest in equal annual installments beginning July 9, 2010.
(12) Restricted Shares Units (RSUs) issued in exchange for options granted December 21, 2006. The RSUs vest in equal annual installments beginning December 21, 2010.
(13) Restricted Shares Units (RSUs) issued in exchange for options granted December 18, 2007. The RSUs vest in equal annual installments beginning July 9, 2010.
(14) Restricted Shares Units (RSUs) issued in exchange for options granted December 18, 2007. The RSUs vest in equal annual installments beginning December 18, 2010.
(15) Restricted Shares Units (RSUs) issued in exchange for options granted December 18, 2007. The RSUs vest in equal annual installments beginning December 18, 2011.

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