CENTERPOINT PROPERTIES TRUST
EXHIBIT 10.9
<DOCUMENT>
<TYPE>EX-10.9
<SEQUENCE>3
<FILENAME>a2130828zex-10_9.txt
<DESCRIPTION>EXHIBIT 10.9
<TEXT>
<Page>

                                                                    EXHIBIT 10.9

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Nicholas C. Babson (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 5,000 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
----------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
----------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
----------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
----------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
----------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
----------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
----------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -2-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -3-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Nicholas C. Babson

                                       -4-
<Page>

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Norman Bobins (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 5,000 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -2-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -3-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Norman Bobins

                                       -4-
<Page>

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Martin Barber (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 6,500 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -2-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -3-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Martin Barber

                                       -4-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Alan Feld (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 5,000 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

                                       -5-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -6-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -7-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Alan Feld

                                       -8-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Thomas E. Robinson (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 5,000 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

                                       -9-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                      -10-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                      -11-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Thomas E. Robinson

                                      -12-
<Page>

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and John C. Staley (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 5,000 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -2-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -3-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: John C. Staley

                                       -4-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

                          CENTERPOINT PROPERTIES TRUST

                             STOCK OPTION AGREEMENT

          THIS STOCK OPTION AGREEMENT (the "Agreement") is dated as of May 16,
     2003 between CenterPoint Properties Trust, a Maryland real estate
     investment trust (the "Company"), and Robert Stovall (the "Optionee").

          This Agreement is made pursuant to, and is governed by, the
     CENTERPOINT PROPERTIES TRUST 2003 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
     PLAN (THE "2003 PLAN"). Capitalized terms not otherwise defined herein
     shall have the meanings set forth in the Plan. The purpose of this
     Agreement is to establish a written agreement evidencing an option granted
     in accordance with the terms of the Plan. In this Agreement, "shares" means
     shares of the Company's Common Stock or other securities resulting from an
     adjustment under Article 8 of the Plan.

          The parties agree as follows:

     1.   GRANT OF OPTION. The Company hereby grants to the Optionee an option
          (the "Option") to purchase 6,500 shares under the terms and conditions
          hereof.

     2.   TERM. The Option becomes exercisable and terminates in accordance with
          the schedule set forth in Section 5 hereof; provided, however, that in
          the event employment of the Optionee with the Company or a Subsidiary
          terminates for any reason, the Option shall terminate in accordance
          with the provisions of Section 7.2 of the Plan.

     3.   PRICE. The price of each share purchased by exercise of the Option is
          $60.55.

     4.   PARTIAL EXERCISE. The Option, to the extent exercisable under Section
          5 hereof, may be exercised in whole or in part provided that the
          Option may not be exercised for less than 100 shares in any single
          transaction unless such exercise pertains tot he entire number of
          shares then covered by the Option.

                                       -5-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     5.   EXERCISE PERIOD.

          (a)  Except as otherwise provided in the Plan or in this Agreement,
               the Option shall become exercisable as follows:

<Table>
<Caption>
                       Time Period                                 Exercisable
--------------------------------------------------------------------------------
<S>                                                              <C>
Prior to the first anniversary of the date of this Agreement     None
--------------------------------------------------------------------------------
After the first anniversary of the date of this Agreement        One-fifth
--------------------------------------------------------------------------------
After the second anniversary of the date of this Agreement       Two-fifths
--------------------------------------------------------------------------------
After the third anniversary of the date of this Agreement        Three-fifths
--------------------------------------------------------------------------------
After the fourth anniversary of the date of this Agreement       Four-fifths
--------------------------------------------------------------------------------
After the fifth anniversary of the date of this Agreement        All
--------------------------------------------------------------------------------
</Table>

          (b)  If it has not previously terminated pursuant to the terms of the
               Plan or this Agreement, the Option shall terminate at the close
               of business on the day before the tenth anniversary of the date
               of this Agreement.

     6.   METHOD OF EXERCISE. The Option shall be exercised by written notice by
          Optionee to the Company specifying the number of shares that such
          person elects to purchase, accompanied by full payment, in cash or
          current funds, for such shares.

     7.   ISO TREATMENT. It is intended that the Option shall qualify as an
          "incentive stock option" as described in Section 422 of the Internal
          Revenue Code of 1986, as amended.

     8.   RIGHTS OF STOCKHOLDER. No person, estate, or other entity will have
          the rights of a stockholder with respect to shares subject to the
          Options until a certificate or certificates for these shares have been
          delivered to the person exercising the option.

     9.   RIGHTS OF THE COMPANY. This Agreement does not affect the Company's
          right to take any corporate action, including other changes in its
          right to recapitalize, reorganize or consolidate, issue bonds, notes
          or stock, including preferred stock or options therefor, to dissolve
          or liquidate, or to sell or transfer any part of its assets or
          business.

     10.  CHANGES IN CAPITALIZATION. Upon the occurrence of an event described
          in Section 8.1(a) of the Plan, the Committee shall make the
          adjustments specified in Section 8.1(b) of the Plan.

     11.  TAXES. The company, if necessary or desirable, may pay or withhold the
          amount of any tax attributable to any shares deliverable under this
          Agreement, and the company may defer making delivery until it is
          indemnified to its satisfaction for that tax.

                                       -6-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     12.  COMPLIANCE WITH LAWS. Options are exercisable, and shares can be
          delivered under this Agreement, only in compliance with all applicable
          federal and state laws and regulations, including without limitation
          state and federal securities laws, and the rules of all stock
          exchanges on which the Common Stock is listed at any time. Options may
          not be exercised and shares may not be issued under this Agreement
          until the Company has obtained the consent or approval of every
          regulatory body, federal or state, having jurisdiction over such
          matters as the Committee deems advisable. Each person or estate that
          acquired the right to exercise an Option by bequest or inheritance may
          be required by the Committee to furnish reasonable evidence of
          ownership of the Option as a condition to the exercise of the Option.
          In addition, the Committee may require such consents and releases of
          taxing authorities as the Committee deems advisable.

     13.  STOCK LEGENDS. Any certificate issued to evidence shares issued under
          the Option shall bear such legends and statements as the committee
          deems advisable to assure compliance with all federal and state laws
          and regulations.

     14.  ASSIGNABILITY. The Option shall not be transferable other than by will
          or the laws of descent and distribution. G the Optionee's lifetime,
          the Option shall be exercisable only by the Optionee, except as
          otherwise provided herein. The Option shall be transferable, on the
          Optionee's death, to the Optionee's estate and shall be exercisable,
          during the Optionee's lifetime, by the Optionee's guardian or legal
          representative.

     15.  NO RIGHT OF EMPLOYMENT. Nothing in this Agreement shall confer any
          right on an employee to continue in the employ of the Company or shall
          interfere in any way with the right of the Company to terminate such
          employee's employment at any time.

     16.  AMENDMENT OF OPTION. The Company may alter, amend, or terminate the
          Option only with the Optionee's consent, except for adjustments
          expressly provided by this Agreement.

     17.  CHOICE OF LAW. The provisions of Section 9.6 of the Plan, concerning
          choice of law, shall govern this Agreement.

     18.  MISCELLANEOUS. This Agreement is subject to and controlled by the
          Plan. Any inconsistency between this Agreement and said Plan shall be
          controlled by the Plan. This Agreement is the final, complete, and
          exclusive expression of the understanding between the parties and
          supersedes any prior or contemporaneous agreement or representation,
          oral or written, between them. Modification of this Agreement or
          waiver of a condition herein must be written and signed by the party
          to be bound. In the event that any paragraph or provision of this
          Agreement shall be held to be illegal or unenforceable, such paragraph
          or provision shall be severed from the Agreement and the entire
          Agreement shall not fail on account thereof, but shall otherwise
          remain in full force and effect.

                                       -7-
<Page>

CenterPoint Properties Trust                                        May 16, 2003
2003 Board of Trustees Option Agreement

     19.  NOTICES. All notices and other communications required or permitted
          under this Agreement shall be written, and shall be either delivered
          personally or sent by registered or certified first-class mail,
          postage prepaid and return receipt requested, or by telex or
          telecopier, addressed as follows: if to the Company, to the Company's
          principal office, and if to the Optionee or his successor, to the
          address last furnished by such person to the Company. Each such notice
          and communication delivered personally shall be deemed to have been
          given when delivered. Each such notice and communication given by mail
          shall be deemed to have been given when it is deposited in the United
          States mail in the manner specified herein, and each such notice and
          communication given by telex or telecopier shall be deemed to have
          been given when it is so transmitted and the appropriate answer back
          is received. A party may change its address for the purpose hereof by
          giving notice in accordance with the provisions of this Section 19.

          IN WITNESS WHEREOF, the Optionee and the Company have executed this
          Agreement as of the date first written above.


                                   CENTERPOINT PROPERTIES TRUST


                                By:
                                     -------------------------------------------
                                     Rockford O. Kottka

                           Its:      Executive Vice President and Treasurer
                                     -------------------------------------------


                                   GRANTEE


                                   ---------------------------------------------
                                   Printed Name: Robert Stovall

                                       -8-

</TEXT>
</DOCUMENT>
