SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BAKER WILLIAM C

(Last)

(First)

(Middle)

3 LOCHMOOR LANE

(Street)

NEWPORT BEACH

92660

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PUBLIC STORAGE INC /CA [ PSA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								20,000	D
Depositary Shares Representing Equity Stock, Series A								455	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)⁽¹⁾	$43.33	05/06/2004		A⁽²⁾		833		05/06/2005	05/06/2014	Common Stock	833	$0	833	D
Stock Option (right to buy)⁽¹⁾	$43.33	05/06/2004		A⁽²⁾		833		05/06/2006	05/06/2014	Common Stock	833	$0	833	D
Stock Option (right to buy)⁽¹⁾	$43.33	05/06/2004		A⁽²⁾		834		05/06/2007	05/06/2014	Common Stock	834	$0	834	D
Stock Option (right to buy)⁽¹⁾	$32.91							05/08/2004	05/08/2013	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$32.91							05/08/2005	05/08/2013	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$32.91							05/08/2006	05/08/2013	Common Stock	834		834	D
Stock Option (right to buy)⁽¹⁾	$37.73							05/09/2003	05/09/2012	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$37.73							05/09/2004	05/09/2012	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$37.73							05/09/2005	05/09/2012	Common Stock	834		834	D
Stock Option (right to buy)⁽¹⁾	$26.81							05/10/2002	05/10/2011	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$26.81							05/10/2003	05/10/2011	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$26.81							05/10/2004	05/10/2011	Common Stock	834		834	D
Stock Option (right to buy)⁽³⁾	$22.9375							05/01/2001	05/01/2010	Common Stock	833		833	D
Stock Option (right to buy)⁽³⁾	$22.9375							05/01/2002	05/01/2010	Common Stock	833		833	D
Stock Option (right to buy)⁽³⁾	$22.9375							05/01/2003	05/01/2010	Common Stock	834		834	D
Stock Option (right to buy)⁽³⁾	$28.625							05/01/2000	05/01/2009	Common Stock	833		833	D
Stock Option (right to buy)⁽³⁾	$28.625							05/01/2001	05/01/2009	Common Stock	833		833	D
Stock Option (right to buy)⁽³⁾	$28.625							05/01/2002	05/01/2009	Common Stock	834		834	D
Stock Option (right to buy)⁽¹⁾	$27.6875							11/04/1999	11/04/2008	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$27.6875							11/04/2000	11/04/2008	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$27.6875							11/04/2001	11/04/2008	Common Stock	834		834	D
Stock Option (right to buy)⁽¹⁾	$26.9375							11/11/1998	11/11/2007	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$26.9375							11/11/1999	11/11/2007	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$26.9375							11/11/2000	11/11/2007	Common Stock	834		834	D
Stock Option (right to buy)⁽¹⁾	$22.5							10/07/1997	10/07/2006	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$22.5							10/07/1998	10/07/2006	Common Stock	833		833	D
Stock Option (right to buy)⁽¹⁾	$22.5							10/07/1999	10/07/2006	Common Stock	834		834	D
Stock Option (right to buy)⁽⁴⁾	$18							11/13/1996	11/13/2005	Common Stock	833		833	D
Stock Option (right to buy)⁽⁴⁾	$18							11/13/1997	11/13/2005	Common Stock	833		833	D
Stock Option (right to buy)⁽⁴⁾	$18							11/13/1998	11/13/2005	Common Stock	834		834	D

Explanation of Responses:

1. Stock Options granted pursuant to the 2001 Stock Option and Incentive Plan.

2. Grant to reporting person to purchase 2,500 shares of Common Stock under the 2001 Stock Option and Incentive Plan. Option becomes exercisable in one-third increments on May 6, 2005, May 6, 2006 and May 6, 2007.

3. Stock Options granted pursuant to the 1996 Stock Option and Incentive Plan.

4. Stock Options granted pursuant to the 1994 Stock Option and Incentive Plan.

Remarks:

First of two Form 4's filed by William C. Baker on May 10, 2004.

	/s/ David Goldberg, Attorney in Fact	05/10/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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