1Q09 Update

Walt Rakowich, Chief Executive OfficerBill Sullivan, Chief Financial Officer

April 30, 2009

1

Forward Looking Statement

The statements above that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which ProLogis operates, management’s beliefs and assumptions made by management, they involve uncertainties that could significantly impact ProLogis’ financial results. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future – including statements relating to rent and occupancy growth, development activity and changes in sales or contribution volume of developed properties, general conditions in the geographic areas where we operate and the availability of capital in existing or new property funds – are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some of the factors that may affect outcomes and results include, but are not limited to: (i) national, international, regional and local economic climates, (ii) changes in financial markets, interest rates and foreign currency exchange rates, (iii) increased or unanticipated competition for our properties, (iv) risks associated with acquisitions, (v) maintenance of real estate investment trust (“REIT”) status, (vi) availability of financing and capital, (vii) changes in demand for developed properties, and (viii) those additional factors discussed in “Item 1A. Risk Factors” of ProLogis’ Annual Report on Form 10-K for the year ended December 31, 2008. ProLogis undertakes no duty to update any forward-looking statements appearing in this presentation.

2

Key Takeaways

We are making great progress on our financial goals

Operating property performance down but within expectations

Our development pipeline is leasing up and represents a powerful tool for future earnings growth

3

A Great Global Business

ASIA11 msf2 countries

NORTH AMERICA349 msf3 countries

EUROPE128 msf13 countries

serve 4,500+ customers in 18 countries

ProLogis associates around the globe

3

4

ProLogis Park Deokpyung

With High Quality, State-of-the-Art Facilities

Fontana, CA

Houston, TX

Cincinnati, OH

Norrkoping, Sweden

Lyon, France

West Midland, UK

ProLogis Parc Centrair

ProLogis Park Osaka II

ProLogis Park Yongin II

5

Overview

Focus and progress

Operating fundamentals

Financial review

Summary / Recap

6

Focus and Progress

The Roadmap to Recovery as outlined on November 13Preserve capital Simplify and communicateDe-risk the operationsDe-lever the balance sheet

7

Preserving Capital

Actions taken in November 2008 to preserve capitalEliminated virtually all development starts and new land acquisitions Shut down approximately $580M of developments in progressReduced annual dividend

$290M annual cash savings

Initiated right sizing of G&A Achieved $100M annual cash savings from gross G&A

8

Simplifying and Communicating

Eliminated CDFS segment

Simplified financial reporting

Increased communications with shareholders, rating agencies and bankers

Stepped up employee communications programs

9

De-risking the Operations

Reduced development portfolio by $3.2B (40%+) since 9/30/08Reduced “at-risk” (unleased) portion of development portfolio by approximately $1.8B Renegotiated equity agreements with fund partnersTerminated land purchase agreements where possibleClosed operations in GCC, India and Brazil Reorganized management team to enhance operational controls Retained global development properties to:

Enhance geographic diversityReduce average age of direct-owned portfolio

10

De-leveraging the Balance Sheet

From 10/1/08 through 3/31/09

Completed fund contributions of $1.4B ($1.1B net of co-investment)

Completed sale of China and fund interests in Japan for $1.3B

Put $1B of US assets on the market for sale

Repurchased $358M of bonds/converts at 32.5% discount to par value

11

De-leveraging from 10/1/08 to 3/31/09

Deleveraging since 9/30/08 (Millions)Sources

Fund contributions, net of co-investmentReduction in debt through bond / convertible debt buybacksAsia and asset salesChange in FXABP14 Discount adjustment

$1,129116

1,42964

296$3,034

UsesFunding of under development propertiesCAPEX / TI / LCsAcquisitions / other

$89244

328$1,264

Debt at 9/30/08Amount of debt reduction Debt at 3/31/09

$11,098 1,770

$9,328

12

Activity Since 3/31/09

Raised $1.1B in follow-on equity offering

Repurchased bonds and converts at discount, de-levered by $112M

Rate locked on $344M of new secured on-balance sheet financing

Closed on contributions/sales of $170MSold ProLogis Park Misato II ($128M)

Contributed additional €32M ($42M) to PEPF II

Closed on $50M of 3rd party sales

13

Overview

Focus and progress

Operating fundamentals

Financing activities

Summary / Recap

14

Operating Fundamentals

Operating portfolio

Development portfolio

Overall industrial market conditions

Risks and opportunities

15

Operating Portfolio Leasing Performance

4Q08 1Q09*

Direct Core, Non-development Portfolio% Leased 92.2% 90.5%

Investment Management Portfolio% Leased 96.0% 94.5%

Total*% Leased 94.7% 93.0%

*1Q09 reflects sale of Japan Funds, which resulted in a 30 bps reduction in total % leased

16

Operating Portfolio Performance Metrics

1Q08* 2Q08* 3Q08* 4Q08 1Q09**Direct Core PortfolioAverage Tenant RetentionTurnover Costs per sfLeasing Activity (msf)

55.6%$0.91

18.1

87.9%$1.09

23.1

77.6%$1.41

18.4

88.0%$0.79

17.2

74.4%$0.84

13.7

Investment Management PortfolioAverage Tenant RetentionTurnover Costs per sfLeasing Activity (msf)

60.4%$1.24

10.8

85.2%$0.61

10.1

80.2%$1.20

12.2

92.8%$1.11

11.6

68.5%$0.77

9.3

*Reported as stabilized leased percentage on Direct Investment

**1Q09 reflects sale of Japan Funds

17

Same Store Performance Analysis

Operating Portfolio

Operating andDevelopment

Portfolio

Same StoreNet Operating IncomeAverage leasingRent Growth

(1.85%)(1.84%)(4.19%)

0.78%0.16%

(4.17%)

18

Operations Review

Operating portfolio

Development portfolio

Overall industrial market conditions

Risks and opportunities

19

Development Portfolio

$7.4 $4.8$5.1$8.2$8.4$7.6

$0

$2

$4

$6

$8

$10

12/31/07 3/31/08 6/30/08 9/30/08 12/31/2008 3/31/200930%

35%

40%

45%

50%

Pipeline TEI Leasing Percentage

BillionsTotal pipeline and leasing

Development portfolio at 12/31/08 of $5.1B was 46.4% leased as of 3/31/08Up 500 bps

% Leased

20

Targeted Development Leasing

MSF

Total development pipeline at 12/31/08 60.4

Overall target leasing based on 93% occupancy 56.2

Leased at 3/31/09 (before contributions) 28.1

Target SF remaining to be leased 28.1

21

Task at Hand

4.0

6.6

4.84.2

3.2

0

1

2

3

4

5

6

7

1Q08 2Q08 3Q08 4Q08 1Q09

MSF

Historical Leasing in Development Pipeline

28 msf targeted to be leased in development portfolio

Average Inventory leasing of 4.5 msf per quarter

22

Operations Review

Operating portfolio

Development portfolio

Overall industrial market conditions

Risks and opportunities

23

Industrial Market Conditions

Current ConditionsOperating fundamentals mirroring economic conditions – continuing to weaken

Occupancies are decliningAbsorption is negative

Some shadow/sub-lease space creeping into the marketsUncertainty leading to lengthy negotiationsCustomers continue to balance relocation costs with downsizingLimited new development activity worldwide

Near to Longer-term ConditionsSignificant obsolescence and ownership shifts will continue to drive demand abroad Demand in the US will improve as GDP growth returns

24

Declining Absorption in Top 30 US Markets

158

131.5

23.9 15.8 13.12.8 -18.8-7.8

-50

0

50

100

150

200

2006 2007 2008 1Q08 2Q08 3Q08 4Q08 1Q09

Net Industrial Absorption 2006 – 1Q09MSF

25

25 Years of Positive Absorption

0

50

100

150

200

1983 1985 1987 1989 1991 1993 1995 1997 1999 2001 2003 2005 2007Net Industrial Absorption 1983 - 2008

MSF

26

Declining Occupancies in Top 30 US Industrial Markets

85%

88%

90%

93%

95%

1999-Q4 2000-Q4 2001-Q4 2002-Q4 2003-Q4 2004-Q4 2005-Q4 2006-Q4 2007-Q4 2008-Q4

Historic OccupancyQuarterly 2000-1Q 2009

27

National Occupancies Have Stayed Above 89% Over 25 Years

85%

90%

95%

1983 1985 1987 1989 1991 1993 1995 1997 1999 2001 2003 2005 2007

1Q09

Top 30 Market Average Occupancy 1983 thru 1Q 2009*

*All numbers as of 12/31 except 1Q09

28

Overall Supply Exceeds Absorption

145158 147

133 140

24 24.8

-18.8

-100

-50

0

50

100

150

200

2006 2007 20081Q

09

Deliveries Absorption

Deliveries and Absorption of Warehouses 2006 – 1Q09MSF

29

Supply Equals a 25 Year Low

0%

1%

2%

3%

4%

5%

6%

1982 1984 1986 1988 1990 1992 1994 1996 1998 2000 2002 2004 2006 2008

Deliveries as a % of Existing Stock

0

20

40

60

80

100

120

140

160

180

1983 1985 1987 1989 1991 1993 1995 1997 1999 2001 2003 2005 20072009P

Deliveries of Warehouse 1983 – 2009P

MSF

30

Development Starts Are Even Lower

0

40

80

120

160

2000 2001 2002 2003 2004 2005 2006 2007 2008 1Q09

BTS Inventory

New Starts – Top 30 Markets

128

9098

7564

146

128

102

81

2

MSF

31

Demand Drivers

US / Canada / UK

1. GDP growth

2. Growing product obsolescence

Western Europe / Japan1. Shift from ownership to leasing of facilities2. Very high product obsolescence / supply chain reconfiguration3. Economic growth

Central Europe / Mexico1. New companies expanding into market2. Increased domestic consumption3. Lack of existing product

32

Operations Review

Operating portfolio

Development portfolio

Overall industrial market conditions

Risks and opportunities

33

Risks and Opportunities

Near-term RisksOverall market conditions may deteriorate further or faster than expected

Lease up in development slower than budgeted

Near-term OpportunitiesIncome from $2.6B of currently un-leased development

New fund formations

Long-term OpportunitiesSustainability of key demand drivers will re-emerge

Global platform allows us to capture a more significant share of global demand

Monetization of $2.5B of land

34

Overview

Focus and progress

Operating fundamentals

Financial review

Summary / Recap

35

Financial Review

Review of 1Q09 results / FY 2009 guidance

Financing activities / debt maturities review

Contributions / dispositions

36

1Q Financial Results

3/31/09 3/31/08 (1)

FFO per share, including significant non-cash itemsOur share of losses on derivative activity recognized by the fundsNet gains related to disposed assets – China operationsGain on early extinguishment of debt

$0.900.04

(0.01)(0.07)

$1.34------

FFO per share, excluding significant non-cash items $0.86 $1.34Gross CDFS gainsCDFS-related taxes

Net CDFS gainsRealized FX loss on VAT recaptureRIF related expenses

$0.670.08

($0.59)0.030.02

$1.040.02

($1.02)----

Core FFO per share $0.32 $0.32

1) Reflects ($0.04/sh) retroactive impact of ABP-14

37

Updated 2009 Guidance

Millions, unless per share data Low HighFFO, excluding significant non-cash items $495 $550

Wtd. Avg. shares o/s 268 268

FFO/share, excluding significant non-cash items $1.85 $2.05Impact of April Equity Issuance

Reduction in Interest Expense 26 40Revised 2009 FFO, excluding significant non-cash items $521 $590

Revised weighted average shares outstanding 398 398

Revised 2009 FFO/share, excl significant non-cash items $1.31 $1.48

38

Pro Forma Run-rate FFO

Millions, unless per share data Low High

Revised 2009 FFO/share, excl significant non-cash items $1.31 $1.48Revised weighted average shares outstanding 398 398

Revised 2009 FFO, excluding significant non-cash items $521 $590Net gain from sale of Japan funds 160 160

Annual pro forma run-rate FFO $361 $430Revised weighted average shares outstanding 440 440

Annual pro forma run-rate FFO/share $0.82 $0.98

Potential upside from further lease up of development portfolio and other growth initiatives

39

Financial Review

Review of 1Q09 results

Financing activities / debt maturities review

Contributions / Dispositions

40

Financing Activities Since 3/31/09

Equity follow-on offering completed$1.1B net proceedsFunds to be used to de-lever

Bond tenders / repurchases completed€42.65M ($58.3M) retired on 2011 Eurobonds for €32M ($43.7M), ($14.6M de-levering)$225.0M of convertible bonds retired for $128.4M ($96.6M de-levering)

Three US secured debt packages ($344M in total) in documentation

Term sheet in negotiation on $45M Japan secured TMK bond financing

41

Impact of New Equity – Sources and Uses

$ in Million 1Q09 2Q-4QSources

China and Japan sales – closed Fund contributions / asset sales, net of PLD co-investmentFX and otherProceeds from new Secured Debt – rate locked Proceeds from Equity Offering

$1,34597

219

$ --1,350

--344

1,107Total Sources $1,661 $2,801

(1) Assumes secured debt is refinanced at balance upon maturity.(2) Includes buyback of €42.7M ($58.3M) face of 2011 Eurobonds at a price of ~75% of face value (exchange rate as of 3/31/09). Includes buyback of $225M face of 2012 and 2013

convertible senior notes at a price of 57% of face value. Excludes convertible debt of $1.1B, which is not redeemable for cash until January 2013. (3) After Q1, 2009, unencumbered asset pool reduced by asset sales, gross contributions to funds, and new secured debt assumed to be applied on properties at 50% LTV.

Additional sources of capital not currently accounted for include additional asset sales or contributions beyond 2009, earnings from on-balance sheet property development lease-up, and new secured financing against unencumbered assets

$ in Million 4Q08 1Q09 2009 2010 2011 2012Anticipated Uses (1)

Development pipelineAcquisitions / otherRepayment of Senior Notes and Convertible Notes (2)

($315)--

(49)

($485)(250)(456)

($85)--

(220)

----

($446)

----

($1,703)Total Uses ($364) ($1,191) ($305) ($446) ($1,703)

Line of Credit (Pay Down) / DrawLine of Credit Balance (2) $3,218

($1,297)$1,921

($1,610)$311

$305$616

$446$1,062

$1,438$2,500

Cumulative Funding Excess/(Shortfall) Assuming LOC Fully Drawn $0 $0 $0 ($226)Unencumbered Asset Pool (3)

Funding Gap as a % of Unencumbered Asset Pool$14,260 $11,950

0%$11,950

0%$11,950

0%$11,950

1.9%

42

Balance Sheet Debt Maturities at 3/31/09

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Thereafter

Unsecured Senior Notes Convertible Bonds Secured Debt GLOC Other

Billions

43

Balance Sheet Debt Maturities - 2009

Outstanding at12/31 3/31 Maturity Type Activity in Progress

$250

$25

$64

$250

$25

$36M

Aug - 09

Nov – 09

Various

Floating Rate NoteMeridian Notes

Other unsecured notes, secured debt and scheduled principal payments

To be repaid through secured debt financings:- $100M 5-year interest-only, in documentation, rate locked at 6.5%- $122M 10-year interest-only, in documentation, rate locked at 7.55%- $122M 10-year interest-only, in documentation, rate locked at 7.55%- $45M 3-year TMK bond financing under negotiation

$339 $311

Millions

44

Balance Sheet Debt Maturities - 2010

Outstanding at12/31 3/31 Maturity Type Refinancing Game Plan

$190

$60

$190

$60

Nov–10

Various

Fixed rate debt issueOther unsecured notes, secured debt and scheduled principal payments

To be refinanced through 2009 excess secured debt proceeds, incremental secured financings or balance sheet liquidity

$2,618600

$3,218

$1,324597

$1,921

Global LineMulti-Currency Line

In discussion w/ lead banks on line recast, w/ targeted 2012 maturity and $2.5B capacity

$3,468 $2,171

Millions

45

Fund Debt Maturities at 3/31/09

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Thereafter

PEPR PEPF II California NA I NA VI-X NA XI NAIF NAIF II NAIF III Mexico Korea

Billions

46

Fund Debt Maturities - 2009

1 Does not include regularly scheduled principal amortization payments of approximately $2M for 2009.

Outstanding at12/31 3/31 4/30 Fund Maturity Activity in Progress

$491 $459 $0 PEPR July Repaid €336M ($491M) CMBS and crystallized a €40M economic gain on FX derivative

$176

$138

$0

$138

$0

$0

CA Aug - Closed on $120M 10-year refinance at 7.5% coupon, extended $56M for 1 year

- Closed on 4/29/09 on $138M 5-year refinance at 7.25% coupon

$411

$46

$411

$46

$411

$46

NAIF II July

Aug

Tentative agreement reached on 5-year extension, to be documented in May

In discussion w/ existing lender on refinance$15 $15 $15 NA XI June To be repaid from cash flow / partner capital

$167 $0 $0 NAIF III Extended facility for 3 years with partial pay down

$1,444 (1) $1,071 (1) $472

Millions

47

Fund Debt Maturities - 2010

1 Does not include regularly scheduled principal amortization payments of approximately $4M for 2010.

Outstanding at (1)

12/31 3/31 Fund Maturity Type Refinancing Game Plan$221

$801

$439$1,240

$206

$749

$692$1,647

PEPR March

May

Dec

Hypo RE

CMBS III & IV

Bank Lines

Term sheet executed for 3-yr extension with partial pay down. Indicative fixed rate coupon of 5.1%To be repaid from cash flow, asset sales, FX hedge and secured financings

In discussions with lead banks on 2-yr extension with partial reductions in commitment

$1,384 $1,162 PEPF II May Warehouse In discussions with banks on 2-yr extension with partial reduction in commitment. Actively pursuing secured financings:- Term sheet executed for 10-yr £49 financing. Indicative fixed rate coupon of 6.0%- Term sheet executed for 5-yr €48 financing. Indicative fixed rate coupon of 6.4%- Term sheet executed for 3-yr €130 financing. Indicative fixed rate coupon of 5.0%

-- $56 CA March Life Co loan Financial packages out to Life Cos$131 $131 NA I Dec Life Co loan Evaluating refinancing strategy

$10$32

$10$32

NA XI FebAug

Life Co loan Evaluating refinancing strategy

$27 -- NAIF July Warehouse l Line paid down to $0 from equity funding$111 $111 NAIF II Various Life Co loans Financial packages out to Life Cos

$3,156 $3,149

Millions

48

Financial Review

Review of 1Q09 results

Financing activities / debt maturities review

Contributions / dispositions

49

2009 Asset Sales/Contributions

$1.5B to $1.7B of gross asset contributions / sales expected in 2009$900M - $950M of assets to be contributed / sold to third-party funds

$725M of contributions to PEPF II targeted for 2009$131M of contributions closed in March 2009$538M of development pipeline was >93% leased at 3/31/09$42M of contributions closed in April 2009

$75M of contributions to Mexico Industrial Fund targeted for 2009$47M of development pipeline is >93% leased

$128M (¥12.6B) sale of ProLogis Park Misato II to GIC RE, closed in April$650M - $700M of asset sales targeted for 2009

$5 million closed in Q180%+ of remainder at 3/31 under contract or LOI $50 million closed in April

50

Investment Management Equity Capacity

Active Funds with Additional Contributions Expected in 2009

Unfunded 3rd

Party Equity at 4/30

Remaining Targeted 2009 Contributions

at 4/30/09

EuropeMexico

$1,010247

$55275

Total $1,257 $627

51

Pro forma Leverage

12/31/08 Leverage Analysis

3/31/09 Leverage Analysis

Equity Offering

Effect

April Debt Buy Back

Effect

Pro Forma

Leverage Analysis

Total Debt* $10,909 $9,435 ($1,100) ($112) $8,223

Total Un-depreciated Book Assets $20,835 $18,989 $18,989

Total Debt as a % of Book Assets 52.4% 49.7% 43.3%

* Total Debt represents interest-bearing debt, and includes $198M and $109M of debt included in discontinued ops at 12/31/08 and 3/31/09, respectively, and 12/31/08 total debt reflects the adjustment for convertible debt.

52

Overview

Focus and progress

Operating fundamentals

Financing activities

Summary / Recap

53

Key Takeaways

We are making great progress on our financial goals

Operating property performance down but within expectations

Our development pipeline is leasing up and represents a powerful tool for future earnings growth

We have a great global business with terrific assets, high-quality customers and some of the most talented people in the industry

54

ProLogis Park Deokpyung

Fontana, CA

Houston, TX

Cincinnati, OH

Norrkoping, Sweden

Lyon, France

West Midland, UK

ProLogis Parc Centrair

ProLogis Park Osaka II

ProLogis Park Yongin II