<SEC-DOCUMENT>0001085601-12-000012.txt : 20120213
<SEC-HEADER>0001085601-12-000012.hdr.sgml : 20120213
<ACCEPTANCE-DATETIME>20120210175403
ACCESSION NUMBER:		0001085601-12-000012
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20120213
DATE AS OF CHANGE:		20120210

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CubeSmart
		CENTRAL INDEX KEY:			0001298675
		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE INVESTMENT TRUSTS [6798]
		IRS NUMBER:				201024732
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-80122
		FILM NUMBER:		12594479

	BUSINESS ADDRESS:	
		STREET 1:		460 E. SWEDESFORD ROAD
		STREET 2:		SUITE 3000
		CITY:			WAYNE
		STATE:			PA
		ZIP:			19087
		BUSINESS PHONE:		610-293-5700

	MAIL ADDRESS:	
		STREET 1:		460 E. SWEDESFORD ROAD
		STREET 2:		SUITE 3000
		CITY:			WAYNE
		STATE:			PA
		ZIP:			19087

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	U-Store-It Trust
		DATE OF NAME CHANGE:	20040727

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LASALLE INVESTMENT MANAGEMENT SECURITIES LP
		CENTRAL INDEX KEY:			0001085601
		IRS NUMBER:				363991973
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		100 E PRATT STREET 20TH FLOOR
		CITY:			BALTIMORE
		STATE:			MD
		ZIP:			21202
		BUSINESS PHONE:		4108784800

	MAIL ADDRESS:	
		STREET 1:		100 E PRATT STREET 20TH FLOOR
		CITY:			BALTIMORE
		STATE:			MD
		ZIP:			21202
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G
<SEQUENCE>1
<FILENAME>cube.txt
<TEXT>

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934

(Amendment No. 8)

CubeSmart
(Name of Issuer)

Common Stock
(Title of Class of Securities)

229663109
(CUSIP Number)


Check the appropriate box to designate the rule pursuant
to which this
Schedule is filed:
	Rule 13d-1(b)
?	Rule 13d-1(c)
?	Rule 13d-1(d)



Page 1 of 8 Pages

1
NAME OF REPORTING PERSON:
LaSalle Investment Management, Inc.

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
36-4160747

2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*


(a)


(b)	?
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF
ORGANIZATION
Maryland

5
SOLE VOTING POWER

0

NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER

0

EACH
REPORTING
PERSON WITH
7
SOLE DISPOSITIVE POWER

0


8
SHARED DISPOSITIVE POWER

0

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*

Excludes shares beneficially owned by LaSalle Investment Management
 (Securities), L.P.
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.0%

12
TYPE OF REPORTING PERSON*
IA


*SEE INSTRUCTIONS BEFORE FILLING OUT!

1
NAME OF REPORTING PERSON:
LaSalle Investment Management (Securities), L.P.

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
36-3991973

2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

	(a)


	(b)	?
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland

5
SOLE VOTING POWER

0

NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER

0

EACH
REPORTING
PERSON WITH
7
SOLE DISPOSITIVE POWER

0


8
SHARED DISPOSITIVE POWER

0

9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*

Excludes shares beneficially owned by LaSalle Investment Management,
Inc.
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.0%

12
TYPE OF REPORTING PERSON*
IA

*SEE INSTRUCTIONS BEFORE FILLING OUT!

Item 1.
     	(a)	Name of Issuer
     		CubeSmart

	(b)	Address of Issuer's Principal Executive
Offices
		Suite 3000 460 East Swedesford Road
		Wayne, PA 19087

Item 2.
     LaSalle Investment Management, Inc. provides the following
 information:
     	(a)	Name of Person Filing
		LaSalle Investment Management, Inc.

	(b)	Address of Principal Business Office or, if none,
Residence
		200 East Randolph Drive
		Chicago, Illinois  60601

	(c)	Citizenship
		Maryland

	(d)	Title of Class of Securities

		Common Stock, $.01 par value per share

	(e)	CUSIP Number

		229663109
     	LaSalle Investment Management (Securities), L.P.
provides the following information:
     	(a)	Name of Person Filing
		LaSalle Investment Management (Securities),
L.P.

	(b)	Address of Principal Business Office or, if
 none, Residence
		100 East Pratt Street
		Baltimore, MD 21202

	(c)	Citizenship
		Maryland

	(d)	Title of Class of Securities

		Common Stock, $.01 par value per share

	(e)	CUSIP Number

		229663109

Item 3.*	If this statement is filed pursuant to Rule 13d-1(b),
o 13d-2(b), check whether the person filing is a:
      (a)	?	Broker or Dealer registered under Section 15 of the Act
      (b)	?	Bank as defined in Section 3(a)(6) of the Act
      (c)	?	Insurance Company as defined in Section 3(a)(19) of the
 Act
(d)	?	Investment Company registered under Section 8 of the
Investment
 Company Act
(e)		Investment Adviser registered under Section 203 of the
Investment
 Advisers Act of 1940
(f)	?	Employee Benefit Plan, Pension Fund which is subject to the
 provisions of the Employee Retirement Income Security Act of 1974 or Endowment
 Fund; see 240.13d-1(b)(1)(ii)(F)
(g)	?	Parent Holding Company, in accordance with 240.13d-1(b)
(ii)(G) (Note:  See Item 7)
(h)	?	A savings association as defined in section 3(b) of
the Federal Deposit Insurance Act
(i)	?	A church plan that is excluded from the definition of
 an investment company under section 3(c)(14) of the Investment Company
Act of 1940
(j)	?	Group, in accordance with 240.13d-1(b)-1(ii)(J)
(k)	? 	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)
(1)(ii)(J),
 please specify the type of institution: ____

      *  This response is provided on behalf of LaSalle Investment
Management, Inc. and LaSalle Investment Management (Securities),
 L.P.,
each an investment adviser under Section 203 of the Investment
 Advisers Act of 1940.

Item 4.	Ownership
     If the percent of the class owned, as of December 31 of
the year covered by the statement, or as of the last day of
any month described in Rule 13d-1(b)(2), if applicable,
exceeds five percent, provide the following information as
o
f that date and identify those shares which there is a
 right to acquire.
     LaSalle Investment Management, Inc. provides the
following information:
	(a)	Amount Beneficially Owned
      	0
	(b)	Percent of Class
      	0.0%

	(c)	Number of shares as to which such person has:

		(i)	sole power to vote or to direct the vote
      		0

		(ii)	shared power to vote or to direct the vote
      		0

		(iii)	sole power to dispose or to direct the
 disposition of
      		0

		(iv)	shared power to dispose or to direct the
 disposition of
      		0
     LaSalle Investment Management (Securities), L.P. provides
the following information:
	(a)	Amount Beneficially Owned
      	0

	(b)	Percent of Class
      	0.0%

	(c)	Number of shares as to which such person has:

		(i)	sole power to vote or to direct the vote
      		0

		(ii)	shared power to vote or to direct the vote
      		0

		(iii)	sole power to dispose or to direct the
disposition of
      		0

		(iv)	shared power to dispose or to direct the
disposition of
      		0

Item 5.	Ownership of Five Percent or Less of a Class
     If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following X.


Item 6.	Ownership of More than Five Percent on Behalf of
Another Person

      	Not applicable.


Item 7.	Identification and Classification of the Subsidiary
 Which Acquired the Security Being Reported on By the Parent
Holding Company

      	Not applicable.


Item 8.	Identification and Classification of Members of the Group

      	The two members of the Group are: LaSalle Investment
Management, Inc. ("LaSalle") and LaSalle Investment Management
 (Securities), L.P. ("LIMS").


Item 9.	Notice of Dissolution of Group

      	Not applicable.


Item 10.	Certification
     	By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
 acquired in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as
a participant in any transaction having such purposes or effect.



SIGNATURE

	After reasonable inquiry and to the best of my
knowledge
 and belief, I certify that the information set forth in
 this Statement is true, complete and correct.

	The parties agree that this statement is filed
 on behalf of each of them.


Dated:	February 10, 2012


LASALLE INVESTMENT
MANAGEMENT, INC.


By:/s/ Marci S. McCready_
Name:	Marci S. McCready
Title:	Vice President


LASALLE INVESTMENT
MANAGEMENT
(SECURITIES), L.P.


By:/s/ Marci S. McCready
Name:	Marci S. McCready
Title:	Vice President



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</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
