UNITED STATES
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                          Date of Report: July 18, 2005
                        (Date of earliest event reported)

                        EQUITY LIFESTYLE PROPERTIES, INC.
             (Exact name of registrant as specified in its charter)

MARYLAND                              1-11718             36-3857664
-------------------------------       -------------       ----------------------
(State or other jurisdiction of       (Commission         (IRS Employer
incorporation or organization)        File No.)           Identification Number)

(Address of principal executive offices)                  (Zip Code)

                                 (312) 279-1400
              (Registrant's telephone number, including area code)


     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities Act
         (17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
         Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))



         On July 18, 2005, Equity LifeStyle Properties, Inc. issued a press
release announcing its results of operations for the quarter ended June 30,
2005. This information is furnished as Exhibit 99.1 to this report on Form 8-K.
The information contained in this report on Form 8-K, including Exhibit 99.1
shall not be deemed "filed" with the Securities and Exchange Commission nor
incorporated by reference in any registration statement filed by Equity
LifeStyle Properties, Inc. under the Securities Act of 1933, as amended.


         Equity LifeStyle Properties, Inc. announced comments on the Company's
second quarter performance. The comments reflect the prepared remarks of Thomas
Heneghan, President and CEO of the Company. The remarks should be read in
conjunction with the second quarter earnings release issued separately today.

         "We are very pleased with our results for the second quarter of 2005,
especially with the progress made on the 2005 goals we identified during our
year-end 2004 conference call, including sales, site utilization, development
and capital redeployment.

         We continue to improve both the volume and profitability of our new
home sales. We have introduced new cottage designs in our resort properties that
are being well received by our customers. In addition, the design and quality
improvements made over the years with our resort homes have enabled us to meet
the demands of customers seeking high quality, aesthetically pleasing newer
homes at reasonable prices in attractive locations.

         Although we still have much to do in 2005, we are also preparing for
2006. We continue to make progress on our ability to use our breadth of
locations, price points and multiple use options to meet the lifestyle demands
of both active RVer's and those seeking second home, seasonal home or active
retirement housing opportunities. These efforts include an emphasis on print and
Internet marketing and customer loyalty programs.

         Our business allows interested customers to enjoy the lifestyle
benefits available in our communities by leasing our shareholders' land for the
placement of their home, cottage, or recreational vehicle. This allows our
customers to enjoy locations that would otherwise be unavailable or which would
require additional capital to obtain.

         We believe this relationship is an attractive value proposition for our
customers while also providing our shareholders a stable and predictable
investment in real estate.

         However, in certain locations where demand has resulted in generally
higher housing costs, there is sometimes a tension between the rights of our
shareholders to benefit from the appreciation of their real estate and the
desire of some customers to control their housing costs. It is this tension that
underpins our property rights related initiatives regarding rent control and
other regulations impacting our properties.

         Recent decisions of the U.S. Supreme Court avoided creating certain
"bright line" tests to determine when legislative actions affecting property
rights have gone too far. Instead, the decisions 

focused on an inquiry into the nature and impact of the specific legislative
action. In response, various constituencies have been lobbying for increased
protection of private property rights.

         One outcome of the decisions is renewed activity in the litigation
regarding our property in San Rafael, California.

         With respect to other goals, we expect to expand properties in Arizona,
Florida, North Carolina and Illinois by approximately 500 sites in 2006 and we
continue to evaluate additional development and redevelopment opportunities in
Florida, Arizona, Maine, Texas, California, Washington and Oregon.

         Finally, we continue to evaluate properties for sale. We are currently
marketing seven properties. Our goal is to redeploy capital away from these
affordable housing properties and towards properties geared toward lifestyle
opportunities. We believe the demographic and cultural trends over the next
decade and beyond bode well for investments geared toward lifestyle."

         This news release includes certain "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995. When used,
words such as "anticipate", "expect", "believe", "intend", "may be" and "will
be", and similar words or phrases, or the negative thereof, unless the context
requires otherwise, are intended to identify forward-looking statements. These
forward-looking statements are subject to numerous assumptions, risks and
uncertainties, including, but not limited to: in the age-qualified communities,
home sales results could be impacted by the ability of potential homebuyers to
sell their existing residences as well as by financial markets volatility; in
the all-age communities, results from home sales and occupancy will continue to
be impacted by local economic conditions, lack of affordable manufactured home
financing, and competition from alternative housing options including site-built
single-family housing; our ability to maintain rental rates and occupancy with
respect to properties currently owned or pending acquisitions; our assumptions
about rental and home sales markets; the completion of pending acquisitions and
timing with respect thereto; the effect of interest rates as well as other risks
indicated from time to time in our filings with the Securities and Exchange
Commission. These forward-looking statements are based on management's present
expectations and beliefs about future events. As with any projection or
forecast, these statements are inherently susceptible to uncertainty and changes
in circumstances. The Company is under no obligation to, and expressly disclaims
any obligation to, update or alter its forward-looking statements whether as a
result of such changes, new information, subsequent events or otherwise.

         Equity LifeStyle Properties, Inc. owns or has an interest in 279
quality properties in 26 states and British Columbia consisting of 101,960
sites. The Company is a self-administered, self-managed, real estate investment
trust (REIT) with headquarters in Chicago.

         A webcast of these remarks will be available via the Company's website
prior to the Company's conference call at 10:00 a.m., CDT, on July 19, 2005. The
conference call will not have any pre-recorded remarks and will be limited to
questions and answers from interested parties.


         (c) Exhibits

         The information contained in the attached exhibit is unaudited and
should be read in conjunction with the Registrant's annual and quarterly reports
filed with the Securities and Exchange Commission.

         Exhibit 99.1      Equity LifeStyle Properties, Inc. press release dated
                           July 18, 2005 "New Home Sales Increase over 50


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                               EQUITY LIFESTYLE PROPERTIES, INC.

                                               BY:  /s/ Thomas P. Heneghan  
                                                    Thomas P. Heneghan
                                                    Chief Executive Officer

                                               BY:  /s/ Michael B. Berman    
                                                    Michael Berman
                                                    Vice President and
                                                      Chief Financial Officer

DATE:      July 19, 2005