Sec Form 3 Filing - SZJT Holdings, L.L.C. @ EQUITY LIFESTYLE PROPERTIES INC - 2010-10-20

FORM 3 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 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 SZJT Holdings, L.L.C. 2. Issuer Name and Ticker or Trading Symbol EQUITY LIFESTYLE PROPERTIES INC [ ELS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) Member of 10% owner group (Last) (First) (Middle) 2 N. RIVERSIDE PLAZA, SUITE 600 3. Date of Earliest Transaction (MM/DD/YY) 10/20/2010 (Street) CHICAGO, IL60606 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 98,271 ( 3 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 98,271 ( 4 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 98,274 ( 5 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 32,140 ( 6 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 149,985 ( 7 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 149,985 ( 8 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 149,984 ( 9 ) D OP unit in MHC Operating LP ( 1 ) $ 0 03/03/1993 ( 2 ) Common Stock 12,033 ( 10 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SZJT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group SZKT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group SZMT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group ZFTGT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group ZFTJT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group ZFTKT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group ZFTMT Holdings, L.L.C. 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group ZELL GENERAL PARTNERSHIP INC 2 N. RIVERSIDE PLAZA SUITE 600 CHICAGO, IL60606 Member of 10% owner group Signatures By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date By: /s/ Philip G. Tinkler, Vice President 12/22/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each OP Unit in MHC Operating Partnership LP may be exchanged, at the election of the holder, at no cost for one share of Common Stock of the Issuer. ( 2 )There is no expiration date on the OP Units. ( 3 )Held by SZJT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai Trust Company, LLC ("Chai") is the trustee. ( 4 )Held by SZKT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 5 )Held by SZMT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 6 )Held by ZFTGT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 7 )Held by ZFTJT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 8 )Held by ZFTKT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 9 )Held by ZFTMT Holdings, L.L.C. whose sole member is a trust for the benefit of members of the Samuel Zell family for which Chai is the trustee. ( 10 )Held by Zell General Partnership, Inc. whose sole stockholder is Sam Investment Trust for which Chai is the trustee.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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