UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
PROLOGIS
(Name of Issuer)
1.75d% Convertible Preferred Series B Stock
(Title of Class of Securities)
743410300
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1(b)
*The remainder of this page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP No. 743410300
1. Name of Reporting Person
I.R.S. Identification Number of Above Person
(entities only)
STEIN ROE & FARNHAM INCORPORATED
36-3447638
2. Check the appropriate box if a member of a group
(a) -----
(b) -----
3. SEC USE ONLY
4. Citizenship or place of organization
Delaware Corporation
Number of shares beneficially owned by each reporting person
with
5. Sole voting power -0- shares
6. Shared voting power -0-
7. Sole dispositive power -0-
8. Shared dispositive power 492,480 shares
9. Aggregate amount beneficially owned by each reporting
person 492,480 shares
10. Check box if the aggregate amount in Row (9) excludes
certain shares not applicable
11. Percent of class represented by amount in Row 9 6.07%
12. Type of Reporting Person IA
Item 1(a). Name of Issuer: PROLOGIS TRUST
(formerly filed under Security Capital Industrial Trust
Item 1(b). Address of Issuer's Principal Executive Offices:
14100 E. 35th Place
Aurora, Colorado 80011
Item 2(a). Name of Person Filing:
Stein Roe & Farnham Incorporated
Item 2(b). Address of Principal Business Office:
One South Wacker Drive
Chicago, IL 60606
Item 2(c). Citizenship: Delaware Corporation
Item 2(d). Title of Class of Securities: Common Stock
Item 2(e). CUSIP Number 743410300
(formerly filed under CUSIP Number 814138301)
Item 3. If this statement is filed pursuant to Sec.
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(e) [XX] An investment adviser in accordance with
Sec. 240.13d-1(b)(1)(ii)(E)
Item 4. Ownership:
(a) Amount beneficially owned: 492,480 shares
(b) Percent of Class: 6.07%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
-0- shares
(ii) shared power to vote or to direct the
vote: -0-
(iii) sole power to dispose or to direct the
disposition: -0-
(iv) shared power to dispose or to direct the
disposition: 492,480 shares
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of
Another Person:
Not Applicable
Item 7. Identification and Classification of the Subsidiary
which Acquired the Security Being Reported on by the Parent
Holding Company:
Not Applicable
Item 8. Identification and Classification of Members of the
Group:
Not Applicable
Item 9. Notice of Dissolution of Group:
Not Applicable
Item 10. CERTIFICATION:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of
business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not
acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: February 11, 2000
By: /s/ Joyce B. Riegel
Joyce B. Riegel
Vice President & Chief Compliance Officer
