<PAGE>

                                                                    EXHIBIT 10.9

               CENTERPOINT PROPERTIES TRUST 2000 OMNIBUS EMPLOYEE
                          RETENTION AND INCENTIVE PLAN

                             SHARE OPTION AGREEMENT

            THIS SHARE OPTION AGREEMENT (the "Agreement") is dated as of
      February 21, 2001 between CenterPoint Properties Trust, a Maryland real
      estate investment trust (the "Company"), and Rockford O. Kottka (the
      "Optionee").

            This Agreement is made pursuant to, and is governed by, the
      CENTERPOINT PROPERTIES TRUST 2000 OMNIBUS EMPLOYEE RETENTION AND INCENTIVE
      PLAN (the "2000 Plan"). Capitalized terms not otherwise defined herein
      shall have the meanings set forth in the 2000 Plan. The purpose of this
      Agreement is to establish a written agreement evidencing an option granted
      in accordance with the terms of the 2000 Plan. In this Agreement, "shares"
      means the Company's Common Shares or other securities resulting from an
      adjustment under Sections 1.5 and 6.2 of the 2000 Plan.

            The parties agree as follows:

      1.    GRANT OF OPTION.  The Company hereby grants to the Optionee an
            option (the "Option") to purchase 50,000 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 2.6 of the 2000 Plan.

      3.    PRICE. The price of each share purchased by exercise of the Option
            is $ $45.90.

      4.    PARTIAL EXERCISE. The Option, to the extent exercisable under this
            agreement and the 2000 Plan, 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 to
            the entire number of shares then covered by the Option.

      5.    EXERCISE PERIOD.

            (d)   Except as otherwise provided in the 2000 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      None
   Agreement
   -----------------------------------------------------------------------------
   After the first anniversary of the date of this         One Fifth
   Agreement
   -----------------------------------------------------------------------------
   After the second anniversary of the date of this        Two Fifths
   Agreement
   -----------------------------------------------------------------------------
   After the third anniversary of the date of this         Three Fifths
   Agreement
   -----------------------------------------------------------------------------
   After the fourth anniversary of the date of this        Four fifths
   Agreement
   -----------------------------------------------------------------------------
   After the fifth anniversary of the date of this         All
   Agreement
   -----------------------------------------------------------------------------

</TABLE>
<PAGE>

            (b)   If it has not previously terminated pursuant to the terms of
                  the 2000 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 share option" as described in Section 422 of the Internal
            Revenue Code of 1986, as amended within the limitations outlined in
            Section 2.5 of the 2000 Plan.

      8.    RIGHTS OF THE SHAREHOLDER. 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 therefore, to
            dissolve or liquidate, or to sell or transfer any part of its assets
            or business.

      10.   TAXES.  The Company 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.

      11.   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 Shares are
            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.

      12.   SHARE 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.


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      13.   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.

      14.   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.

      15.   MISCELLANEOUS.  This Agreement is subject to and controlled by
            the 2000 Plan.  Any inconsistency between this Agreement and said
            2000 Plan shall be controlled by the 2000 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.

      16.   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 telecopy, 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 telecopy 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 16.

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

                                    CENTERPOINT PROPERTIES TRUST

                                       By:       /s/ Rockford O. Kottka
                                                --------------------------------
                                                Rockford O. Kottka


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

                                       GRANTEE

                                        /s/ Rockford O. Kottka
                                       -----------------------------------------
                                       Rockford O. Kottka








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