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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1. Name and Address of Reporting Person * Santee David S   2. Issuer Name and Ticker or Trading Symbol EQUITY RESIDENTIAL [EQR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP-Operations (Last) (First) (Middle) DAVID S. SANTEE, TWO NORTH RIVERSIDE PLAZA 3. Date of Earliest Transaction (Month/Day/Year) 02/08/2007 (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 02/08/2007   A(1)   6,939 A $ 0 18,321 (2) D   Common Shares of Beneficial Interest               9,792.5191 (3) 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)

$ 29.25

(4)

01/27/2014

Common Shares of Beneficial Interest

7,107

7,107

D

Non-Qualified Stock Option (right to buy)

$ 31.76

(5)

02/03/2015

Common Shares of Beneficial Interest

16,381

16,381

D

Non-Qualified Stock Option (right to buy)

$ 42.8

(6)

02/03/2016

Common Shares of Beneficial Interest

17,772

17,772

D

Non-Qualified Stock Option (right to buy)

$ 53.5

02/08/2007

A

19,770

(7)

02/08/2017

Common Shares of Beneficial Interest

19,770

$ 0

19,770

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Santee David S DAVID S. SANTEE TWO NORTH RIVERSIDE PLAZA CHICAGO, IL 60606			EVP-Operations

Signatures

s/Barbara Shuman, Attorney-in-fact		02/12/2007
**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).
(5)	The share options reported on this line become exercisable as follows: 8,190 on February 3, 2007 and 8,191 on February 3, 2008.
(1)	Represents restricted shares scheduled to vest on February 8, 2010.
(7)	Represents share options scheduled to vest in three equal installments on February 8, 2008, February 8, 2009 and February 8, 2010.
(3)	Shares reported herein are owned by the AST Trust Company, as Trustee of the Equity Residential Supplemental Retirement Plan for the benefit of the reporting person and were acquired through Equity Residential's Employee Share Purchase Plan.
(6)	The share options reported on this line become exercisable in three annual installments as follows: 5,924 on February 3, 2007; 5,924 on February 3, 2008; and 5,924 on February 3, 2009.
(2)	Direct total includes restricted shares.
(4)	The share options reported on this line become exercisable on January 27, 2007.

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