View:
Download DOC
Download PDF
Download XLS
SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MUSIL SCOTT A
(Last) (First) (Middle)
311 SOUTH WACKER DRIVE
SUITE 4000
(Street)
CHICAGO IL 60606
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST INDUSTRIAL REALTY TRUST INC [ FR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr VP, Controller, Treas.
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Stock, par value $.01 per share 01/01/2006 F 1,522(1) D $39.42 23,293(2) D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Transaction resulting from tax withholding in connection with the vesting of restricted stock.
2. Does not include 2,106 shares held indirectly by the reporting person through his children and 2,544 shares held indirectly by the reporting person through his 401K.
/s/ John H. Clayton, attorney-in-fact 01/03/2006
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
						  POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the
undersigned hereby constitutes and
appoints John H. Clayton and Sherri L.
Boyle, and each of them (with full power
to each of them to act alone),
his true and lawful attorneys-in-fact and agents,
with full power of
substitution and resubstitution, for him and in his name,
place and
stead, in any and all capacities, to sign Forms ID or any comparable
form
subsequently adopted by the Securities and Exchange Commission, and any

amendments thereto, and Statements of Changes in Beneficial Ownership on
Form 4
and Annual Statements of Changes in Beneficial Ownership on Form
5, or any
comparable forms subsequently adopted by the Securities and
Exchange Commission,
and any amendments thereto, with respect to the
undersigned's direct or indirect
ownership, acquisition, disposition or
other transfer of any securities of First
Industrial Realty Trust, Inc.
or any of its affiliates; and to file any of the
above forms with the
Securities and Exchange Commission, granting unto said
attorneys-in-fact
and agents, and each of them, full power and authority to do
and perform
each and every act and thing requisite and necessary to be done in

connection with such matters, as fully to all intents and purposes as he
might
or could do in person, hereby ratifying and confirming all that
said
attorneys-in-fact and agents, or any of them, or his substitute or
substitutes
may lawfully do or cause to be done by virtue hereof.


The powers granted hereby shall be effective on and as of the date hereof
and,
unless earlier revoked by written instrument, shall continue in
effect for so
long as the undersigned, in his capacity as an officer
and/or director of First
Industrial Realty Trust, Inc. is subject to
Section 16 of the Securities
Exchange Act of 1934 and the rules
promulgated thereunder, as the same may be
amended from time to time.


Dated:  9/6/02


								/s/ Scott A. Musil

								----------------------------------------
								Name:  Scott
A. Musil
								Title:  Senior VP, Controller, Treasurer

and Assistant Secretary