UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

EQUITY LIFESTYLE PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

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

Two North Riverside Plaza, Chicago, Illinois		60606
(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):

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

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

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

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

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

     On May 11, 2011, Equity LifeStyle Properties, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders. Stockholders holding 28,976,972 Shares of Common stock (being the only class of shares entitled to vote at the meeting), or 92.9%, of the Company’s 31,191,857 outstanding Shares of Common stock as of the record date for the meeting, attended the meeting or were represented by proxy. The Company’s stockholders voted on four matters presented at the meeting each of which is discussed in more detail in our Proxy Statement on Schedule 14-A and which received the requisite number of votes to pass. The matters submitted for a vote and the related results of the stockholders’ votes were as follows:

Proposal No. 1: Election of eight directors to terms expiring in 2012. A plurality of the votes cast was required for the election of directors.

DIRECTOR		FOR				WITHHELD				BROKER NON-VOTES
Philip Calian			27,792,141				11,192				1,173,639
David Contis			25,828,276				1,975,057				1,173,639
Thomas Dobrowski			27,522,061				281,272				1,173,639
Thomas Heneghan			27,588,327				215,006				1,173,639
Sheli Rosenberg			25,445,714				2,357,619				1,173,639
Howard Walker			27,584,218				219,115				1,173,639
Gary Waterman			27,491,212				312,121				1,173,639
Samuel Zell			24,361,450				3,441,883				1,173,639

Proposal No. 2: Approval to ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2011. A majority of the votes cast was required for approval.

														BROKER
		FOR				AGAINST				WITHHELD				NON-VOTES
Total Shares			28,940,615				31,973				4,384				—

Proposal No. 3: Non-binding advisory vote for approval of executive compensation.

														BROKER
		FOR				AGAINST				WITHHELD				NON-VOTES
Total Shares			27,004,385				797,096				1,852				1,173,639

Proposal No. 4: Non-binding advisory vote for approval on frequency of stockholders votes on executive compensation.

																		BROKER
		ONE YEAR				TWO YEARS				THREE YEARS				WITHHELD				NON-VOTES
Total Shares			25,619,385				12,584				2,168,371				2,993				1,173,639

SIGNATURES

     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.

Date: May 12, 2011