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 *
KNOX BOONE A
   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
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
THE KNOX FOUNDATION / KNOX, LTD., 3133 WASHINGTON ROAD, N.W.		 3. Date of Earliest Transaction (Month/Day/Year)
05/13/2005
(Street)

THOMSON, GA 30824		 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               179,268 D  
Common Shares of Beneficial Interest               335,892 (1) I Folkstone
Common Shares of Beneficial Interest 05/13/2005   A   162 A $ 28.09 11,907 (2) I SERP Account
Common Shares of Beneficial Interest               359,678 (3) I Knox Foundation
Common Shares of Beneficial Interest               6,774 (4) I BT Investments
Common Shares of Beneficial Interest               848 (5) I Custodian
Common Shares of Beneficial Interest               6,228 (6) I Spouse
Common Shares of Beneficial Interest               2,347,898 (7) I Knox, Ltd.
Common Shares of Beneficial Interest               144,298 (8) I Sister-In-Law

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) $ 22.9688             11/16/2000 05/16/2010 Common Shares of Beneficial Interest 10,000   10,000 (9) D  
Non-Qualified Stock Option (right to buy) $ 23.375             05/17/2001 05/17/2009 Common Shares of Beneficial Interest 10,000   10,000 (9) D  
Non-Qualified Stock Option (right to buy) $ 23.55             08/07/2003 02/07/2013 Common Shares of Beneficial Interest 5,921   5,921 (10) D  
Non-Qualified Stock Option (right to buy) $ 25.865             11/15/2001 05/15/2011 Common Shares of Beneficial Interest 10,000   10,000 (11) D  
Non-Qualified Stock Option (right to buy) $ 27.2             01/17/2003 01/17/2012 Common Shares of Beneficial Interest 5,000   5,000 (12) D  
Non-Qualified Stock Option (right to buy) $ 29.25             01/27/2004 01/27/2014 Common Shares of Beneficial Interest 5,532   5,532 (13) D  
Non-Qualified Stock Option (right to buy) $ 31.76             02/03/2005 02/03/2015 Common Shares of Beneficial Interest 4,743   4,743 (14) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KNOX BOONE A
THE KNOX FOUNDATION / KNOX, LTD.
3133 WASHINGTON ROAD, N.W.
THOMSON, GA 30824		   X      

Signatures

 Boone A Knox   05/17/2005
**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).
(1) Shares reported herein are beneficially owned by Folkstone Limited Partnership ("FLP"). Mr. Knox is a general partner of FLP. Mr. Knox disclaims beneficial ownership of the shares owned by FLP except to the extent of his pecuniary interest therein.
(2) 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 and were acquired through Equity Residential's Employee Share Purchase Plan.
(3) Shares reported herein are beneficially owned by the Knox Foundation, a charitable trust. Mr. Knox is trustee of the Knox Foundation. Mr. Knox disclaims beneficial ownership of these shares and this report shall not be deemed an admission that Mr. Knox is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
(4) Shares reported herein are beneficially owned by BT Investments, a Georgia general partnership. Mr. Knox is managing partner of BT Investments. Mr. Knox disclaims beneficial ownership of the shares owned by BT Investments except to the extent of his pecuniary interest therein.
(5) Shares reported herein are beneficially owned by Mr. Knox, not individually, but as custodian for his neice and nephew. Mr. Knox disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that Mr. Knox is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
(6) Shares reported herein are beneficially owned by Mr. Knox's spouse. Mr. Knox disclaims beneficial ownership of these shares and this report not be deemed an admission that Mr. Knox is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
(7) Shares reported herein are beneficially owned by Knox, Ltd.. Mr. Knox is the general partner of Knox, Ltd.. Mr. Knox disclaims beneficial ownership of the shares owned by Knox, Ltd. except to the extent of his pecuniary interest therein.
(8) Shares reported herein are beneficially owned by Mr. Knox's sister-in-law, over which he has investment authority. Mr. Knox disclaims beneficial ownership of these shares and this report shall not be deemed an admission that Mr. Knox is the beneficial owner of such shares for purposes of Section 16 or any other purpose.
(9) Share options reported on this line are fully exercisable.
(10) 1,974 share options reported herein will become exercisable on February 7, 2004; 1,974 share options will become exercisable on February 7, 2005; and 1,973 share options will become exercisable on February 7, 2006.
(11) 6,668 share options reported herein are currently exercisable; and 3,332 share options will become exercisable on May 15, 2003.
(12) 3,333 share options reported herein are exercisable; 1,667 will become exercisable on January 17, 2004.
(13) Share options reported on this line will become exercisable in three equal installments on July 27, 2004; January 27, 2005 and January 27, 2006.
(14) Share options reported on this line will become exercisable in three equal installments on August 3, 2005; February 3, 2006 and February 3, 2007.

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