Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
NEITHERCUT DAVID J
 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)
President & CEO
(Last)
(First)
(Middle)

TWO NORTH RIVERSIDE PLAZA, SUITE 400		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2008
(Street)


CHICAGO, IL 60606		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Shares Of Beneficial Interest 11/21/2008   G 22,200 D $ 0 184,727 (1) D  
Common Shares Of Beneficial Interest 11/21/2008   G 22,200 A $ 0 22,200 (2) I Trust (fbo wife)
Common Shares Of Beneficial Interest 12/04/2008   G 755 D $ 0 11,091 (3) I Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest 12/04/2008   G 755 A $ 0 185,482 (1) D  
Common Shares Of Beneficial Interest 12/04/2008   G 755 A $ 0 186,237 (1) D  
Common Shares Of Beneficial Interest 12/04/2008   G 755 D $ 0 11,091 (4) I Grantor Trust (fbo son)
Common Shares Of Beneficial Interest 12/10/2008   G 16 D $ 0 11,075 (3) I Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest 12/10/2008   G 16 A $ 0 186,253 (1) D  
Common Shares Of Beneficial Interest 12/10/2008   G 16 A $ 0 186,269 (1) D  
Common Shares Of Beneficial Interest 12/10/2008   G 16 D $ 0 11,075 (4) I Grantor Trust (fbo son)
Common Shares Of Beneficial Interest 12/12/2008   G 56 A $ 0 11,131 (3) I Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest 12/12/2008   G 56 D $ 0 186,213 (1) D  
Common Shares Of Beneficial Interest 12/12/2008   G 56 D $ 0 186,157 (1) D  
Common Shares Of Beneficial Interest 12/12/2008   G 56 A $ 0 11,131 (4) I Grantor Trust (fbo son)
Common Shares Of Beneficial Interest 12/19/2008   G 11,099 A $ 0 22,230 (3) I Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest 12/19/2008   G 11,099 D $ 0 11,101 (2) I Trust (fbo wife)
Common Shares Of Beneficial Interest 12/19/2008   G 11,099 D $ 0 2 (2) I Trust (fbo wife)
Common Shares Of Beneficial Interest 12/19/2008   G 11,099 A $ 0 22,230 (4) I Grantor Trust (fbo son)
Common Shares Of Beneficial Interest             2,013.884 (5) I 401(k) Plan
Common Shares Of Beneficial Interest             2,874 (6) I Family Limited Partnership
Common Shares Of Beneficial Interest             140,465.5595 (7) I SERP Account

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
NEITHERCUT DAVID J
TWO NORTH RIVERSIDE PLAZA, SUITE 400
CHICAGO, IL 60606		   X     President & CEO  

Signatures

s/ By: Yasmina Duwe, Attorney-in-fact 02/09/2009
**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) Direct total includes restricted shares of the Company scheduled to vest in the future.
(2) Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
(3) Represents shares beneficially owned by a trust for the benefit of the reporting person's daughter. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
(4) Represents shares beneficially owned by a trust for the benefit of the reporting person's son. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
(5) 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 October 31, 2009.
(6) Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner.
(7) Represents shares owned by AST Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person.

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