Filing pursuant to Rule 424(b)(3)
SEC File No. 333-75893
April 13, 2000
[LOGO]
Supplement to Prospectus dated June 16, 1999
Dear Investor,
We are pleased to announce some exciting news regarding the ProLogis Trust
1999 Dividend Reinvestment and Share Purchase Plan. On April 13, 2000,
ProLogis will offer shares directly online. By working with our transfer
agent EquiServe and the online investor services company, StockPower Inc.,
you may now invest in ProLogis through the plan more conveniently than ever
before.
To purchase shares online using the StockPower service, you will need to
become a StockPower member. For more information on how online enrollment
works, please visit our web site at www.prologis.com.
Once a StockPower member, you can authorize the transaction and withdrawal
of funds from your bank account online, as well as link any of your other
existing StockPower accounts. In addition, you will also enjoy the
following benefits:
o You can review your ProLogis shareholder account at anytime, right
from your own PC.
o You can arrange to receive notification of AnnualReports and
other materials over the Internet.
o You may arrange for online sales of some or all of your shares.
Participation in the StockPower service is voluntary. If you prefer, you
may participate in the plan using the paper-based method for your initial
enrollment or subsequent optional cash purchases.
Also beginning in April of 2000, we are making the following change to the
plan so that both current and future plan participants can make optional
cash payments bimonthly. The provisions of the plan with respect to
optional cash payments in excess of $5,000 in a calendar month will remain
in effect.
o Optional cash payments up to $5,000 in a calendar month.
Notwithstanding the provisions of the plan as described in the plan
prospectus, we have established two investment dates in each calendar
month for you to make payments of up to a total of $5,000. These
investment dates through the remainder of the year 2000 are set
forth on Exhibit A below. To purchase common shares on any given
investment date, funds must be received by EquiServe no later than 2
business days prior to the investment date. Please note if you are
using the online method to invest, your order must be placed 5
business days prior to the investment date in order for EquiServe to
receive the funds in time for the investment cut off. If the
investment date falls on a Massachusetts State holiday, purchases
will be made the following business day.
o Optional cash payments in excess of $5,000. As the plan currently
provides, optional cash payments in excess of $5,000 in any
calendar month may be made only upon acceptance by ProLogis of a
request for waiver. Please refer to the plan prospectus for
instructions on submitting a request for waiver and the dates by
which optional cash payments in excess of $5,000 must be received
and the dates of the relevant investment periods during which the
payments will be invested, as set forth on Appendix A to the plan
prospectus.
Further, the plan currently provides that you may elect to have optional
cash payments deducted from your bank account each month. If you make this
election, or have previously elected to do so, EquiServe will now debit the
funds from your account on the 6th day of each month. If the 6th day of the
month is a weekend or holiday, the debit date will be the next succeeding
business day. The funds will be invested on the first investment date of
each month, as set forth on Exhibit A. In addition, you may make optional
cash payments on the second monthly investment date, to the extent that
your total investments in that calendar month would be less than or equal
to $5,000, by sending payment to EquiServe or by investing online through
StockPower, in each case as set forth above.
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All other terms of the plan will remain unchanged.
Current participants of the plan are already aware of the advantages of
investing in ProLogis under the plan. If you are considering enrolling in
the plan for the first time, there are a number of attractive features to
the plan we would like to bring to your attention:
o You may make optional cash purchases at a discount to market
prices, which is currently established at 2%, and without paying
brokerage commissions.
o You can arrange to have all or some of your ProLogis distributions
reinvested.
o You can authorize monthly "automatic investments" in ProLogis by a
pre-authorized transfer of funds from your checking or savings
account. To receive an automatic monthly investment enrollment
form, please contact EquiServe at 1-800-956-3378.
o You may deposit your common share certificates with the plan
administrator and have the ownership of those common shares
maintained by the plan administrator as part of your account.
With the addition of a second monthly investment date and by offering the
StockPower service option, we hope you agree that purchasing shares in
ProLogis has never been more simple and convenient. If you have additional
questions, please feel free to contact our investors relations
representatives at 1-800-820-0181.
Thank you for your continued support.
K. Dane Brooksher
Chairman and Chief Executive Officer
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<CAPTION>
Exhibit A
<S> <C> <C> <C> <C> <C>
Optional Optional
Online Order Cash Payment Online Order Cash Payment
Placement Date Due Date Investment Date Placement Date Due Date Investment Date
-------------- -------- --------------- -------------- -------- ---------------
April 20, 2000 April 26, 2000 April 28, 2000
May 8, 2000 May 11, 2000 May 15, 2000 May 18, 2000 May 23, 2000 May 25, 2000
June 8, 2000 June 13, 2000 June 15, 2000 June 23, 2000 June 28, 2000 June 30, 2000
July 7, 2000 July 12, 2000 July 14, 2000 July 24, 2000 July 27, 2000 July 31, 2000
August 8, 2000 August 11, 2000 August 15, 2000 August 17, 2000 August 22, 2000 August 24, 2000
September 8, 2000 September 13, 2000 September 15, 2000 September 22, 2000 September 27, 2000 September 29, 2000
October 6, 2000 October 12, 2000 October 16, 2000 October 24, 2000 October 27, 2000 October 31, 2000
November 8, 2000 November 13, 2000 November 15, 2000 November 15, 2000 November 20, 2000 November 22, 2000
December 8, 2000 December 13, 2000 December 15, 2000 December 21, 2000 December 27, 2000 December 29, 2000
</TABLE>
