**Exhibit 10.17****AMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT**          THISAMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT(this “Amendment”) is made as of December 8, 2005, by and among AMB JAPANFINANCE Y.K., as Initial Borrower (the “InitialBorrower”), each Qualified Borrowerlisted on the signature pages hereto (each of the Initial Borrower and each QualifiedBorrower, collectively, “Borrower”), AMB PROPERTY,L.P., as Guarantor (“AMB LP”), AMBPROPERTY CORPORATION, as Guarantor (“AMB Corporation” and together with AMB LP,the “Guarantors”), the Banks listed on the signature pages hereto, SUMITOMO MITSUIBANKING CORPORATION, as Administrative Agent and Sole Lead Arranger and Bookmanager.**WITNESSETH:**          WHEREAS, each of Borrower, the Guarantors and the Banks are party to that certainRevolving Credit Agreement, dated as of June 29, 2004, as amended by that certain AmendmentNo. 1 to Revolving Credit Agreement, dated as of June 9, 2005 (as the same may be furtheramended, modified, extended or restated from time to time, the“Credit Agreement”); and          WHEREAS, the parties desire to modify the Credit Agreement upon the terms andconditions set forth herein.          NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency ofwhich are hereby acknowledged, the parties do hereby agree as follows:     1. Definitions. All capitalized terms not otherwise defined herein shall have themeanings ascribed to them in the Credit Agreement.     2. Amendments to Credit Agreement. The Credit Agreement is hereby amendedas follows:          (a) Amendments to Defined Terms. Section 1.1 of the Credit Agreementis hereby amended as follows:               (i) The defined term “Commitment” is hereby deleted and the following substitutedtherefor:               “Commitment” means, with respect to each Bank, the amount set forth under thename of such Bank on the signature pages hereof as its commitment
 

 
pursuant to this Agreement with respect to any Loans (and, for each Bank which is anAssignee, the amount set forth in the Transfer Supplement entered into pursuant toSection 9.6(c) as the Assignee’s Commitment), as such amount may be reduced fromtime to time pursuant to Section 2.11 or in connection with an assignment to anAssignee and increased from time to time pursuant to Section 2.1(b) or in connectionwith an assignment from an Assignor. As of the Closing Date, the aggregateCommitment is Twenty-Four Billion Yen (JPY24,000,000,000).”               (ii) The defined term “Facility Amount” is hereby deleted and the followingsubstituted therefor:               “Facility Amount” means, at any particular time, the aggregate Commitmentat such time.               (iii) The following terms are hereby inserted into Section 1 of the CreditAgreement, in the appropriate alphabetical order:       “Bank Commitment Increase Agreement” means each Bank Commitment IncreaseAgreement, by and among Borrower, the Guarantors, the Administrative Agent (onbehalf of the Banks) and the applicable Bank which has agreed to increase itsCommitment pursuant to the terms of Section 2.1 (b), the form of which is attachedhereto as Exhibit J.       “New Bank Joinder Agreement” means each New Bank Joinder Agreement, by andamong Borrower, the Guarantors, the Administrative Agent (on behalf of the Banks)and the applicable Qualified Institution which is to become a Bank hereunder at anytime after the date of this Agreement pursuant to the terms of Section 2.1(b), theform of which is attached hereto as Exhibit K.          (b)Commitments to Lend. Section 2.1 of the Credit Agreement is herebydeleted and the following substituted therefore:               (a)Commitment to Lend. Each Bank severally agrees, on the termsand conditions set forth in this Agreement, (a) to make Loans to each Borrower andparticipate in Letters of Credit issued by the Fronting Bank on behalf of each Borrowerpursuant to this Article from time to time during the term hereof in amounts such that theaggregate principal amount of Committed Loans by such Bank at any one time outstandingtogether with such Bank’s pro rata share of the Letter of Credit Usage at such time shallnot exceed the amount of its Commitment. Each Borrowing outstanding under this Section 2.1(a) shall be in an aggregate principal amount of JPY300,000,000 or an integral multiples ofJPY1,000,000 in excess thereof (except that any such Borrowing may be in the aggregateamount available in accordance with Section 3.2(b), or in any amount required to reimbursethe Fronting Bank for any drawing under any Letter of Credit) and shall be made from theseveral Banks ratably in proportion to their respective Commitments. In no event shall theaggregate amount outstanding at any time, plus the
 

 
outstanding amount of the Letter of Credit Usage, exceed the Facility Amount. Subject to thelimitations set forth herein, any amounts repaid may be reborrowed.               (b)Optional Increase in Commitments. Unless a Default or an Event of Defaulthas occurred and is continuing, Borrower, by written notice to the Administrative Agent, shall havethe right to, and hereby does, request an increase of up to Eleven Billion Yen (JPY11,000,000,000), and shall have the right to request an additional increase of up to Five BillionYen (JPY 5,000,000,000) such that the aggregate Commitment after all such increases shall notexceed Forty Billion Yen (JPY 40,000,000,000); provided that for any such request (i) anyBank which is a party to this Agreement prior to such request for increase, at its sole discretion,may elect to increase its Commitment but shall not have any obligation to so increase itsCommitment, and (ii) in the event that any Bank which is a party to this Agreement prior to suchrequest for increase does not elect to increase its Commitment, the Administrative Agent and theSyndication Agent shall use commercially reasonable efforts to locate additional QualifiedInstitutions willing to provide commitments for the requested increase, and Borrower may alsoidentify additional Qualified Institutions willing to provide commitments for the requestedincrease, provided further that the Administrative Agent shall approve any such additionalQualified Institutions, which approval will not be unreasonably withheld or delayed. Any such Bankwilling to increase its Commitment for the requested increase shall duly execute and deliver to theAdministrative Agent a Bank Commitment Increase Agreement. Any such additional QualifiedInstitution willing and approved to provide commitments for the requested increase shall dulyexecute and deliver to the Administrative Agent a New Bank Joinder Agreement pursuant to which suchQualified Institution shall become a Bank hereunder. In the event that any Bank or QualifiedInstitutions commit to any such increase, such Banks and Qualified Institutions shall execute anddeliver the Bank Commitment Increase Agreement or the New Bank Joinder Agreement, as applicable,the Commitment of each committed Bank shall be increased, the Pro Rata Shares of the Banks shall beadjusted, Borrower shall make such borrowings and repayments as shall be necessary to effect thereallocation of the Committed Loans so that the Committed Loans are held by the Banks in accordancewith their Pro Rata Shares after giving effect to such increase, and other changes shall be made tothe Loan Documents as may be necessary to reflect the aggregate amount, if any, by which the Bankshave agreed to increase their respective Commitments or make new Commitments in response toBorrower’s request for an increase in the aggregate Commitment pursuant to this Section 2.1, ineach case without the consent of the Banks other than those Banks increasing their Commitments. Thefees payable by Borrower and the Guarantors upon any such increase in the Commitments shall beagreed upon by the Administrative Agent, Borrower and the Guarantors. In addition, if as a resultof any such increase in the Commitments, there shall be a reallocation of TIBOR Loans, Borrowershall pay any amounts that may be due pursuant to Section 2.15 hereof.Notwithstanding the foregoing, nothing in this Section 2.1(b) shall constitute or be deemed toconstitute an agreement by any Bank to increase its Commitment hereunder.”
 

 
               (c) AdditionalExhibits. Exhibits J and K attached hereto are hereby added asExhibits J and K of the Credit Agreement, immediately after Exhibit 1-2 thereof.     4. EffectiveDate. This Amendment shall become effective upon receipt by theAdministrative Agent of counterparts hereof signed by Borrower, the Guarantors and the Banks (thedate of such receipt being deemed the “EffectiveDate”).     5Representations and Warranties. Each of the Borrower and the Guarantors herebyrepresents and warrants that as of the Effective Date, all the representations and warranties setforth in the Credit Agreement, as amended hereby (other than representations and warranties whichexpressly speak as of a different date), are true and complete in all material respects.     6. EntireAgreement. This Amendment constitutes the entire and finalagreement among the parties hereto with respect to the subject matter hereof and there are no otheragreements, understandings, undertakings, representations or warranties among the parties heretowith respect to the subject matter hereof except as set forth herein.     7. GoverningLaw. This Amendment shall be governed by, and construed inaccordance with, the law of the State of New York.     8. Counterparts. This Amendment may be executed in any number ofcounterparts, all of which taken together shall constitute one and the same agreement, and any ofthe parties hereto may execute this Amendment by signing any such counterpart.     9. Headings,Etc. Section or other headings contained in this Amendment arefor reference purposes only and shall not in any way affect the meaning or interpretation ofthis Amendment.     10. NoFurther Modifications. Except as modified herein, all of the terms andconditions of the Credit Agreement, as modified hereby shall remain in full force and effectand, as modified hereby, the Borrower confirms and ratifies all of the terms, covenants and conditionsof the Credit Agreement in all respects.
 

 
          IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executedby their respective authorized officers as of the day and year first above written.       INITIAL BORROWER: