BRANDYWINE REALTY TRUST — Director's Dealing 2012

May 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRANDYWINE REALTY TRUST (BDN)
CIK: 0000790816
Period of Report: 2012-05-03

Reporting Person: SIPZNER HOWARD (Executive Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-03	Series C Cumulative Redeemable Preferred Shares	J	5000	$25	Disposed	0	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares of Beneficial Interest	301624	Direct
Series D Cumulative Redeemable Preferred Shares	11200	Direct

Footnotes

F1: The reported securities were called for redemption by the issuer at a price equal to their face value.

F2: This filing also reports in the ending balance of shares owned 1,237.56 additional common shares acquired under the Company's Employee Share Purchase Plan (ESPP). Under the ESPP 1,237.56 shares were acquired on March 7, 2012 at a transaction price of $8.49 per share. The ESPP provides for the purchase of fractional shares, the numbers reported herein are to the nearest whole number.