BRANDYWINE REALTY TRUST — Director's Dealing 2012

Jan 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRANDYWINE REALTY TRUST (BDN)
CIK: 0000790816
Period of Report: 2012-01-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-15	Common Shares of Beneficial Interest	F	711	$9.66	Disposed	221948	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Series C Cumulative Redeemable Preferred Shares	5000	Direct
Series D Cumulative Redeemable Preferred Shares	11200	Direct

Footnotes

F1: Shares redeemed to satisfy payroll taxes for performance shares vesting on January 15, 2012.

F2: This filing also reports 1,548.8 additional common shares acquired under the Company's Employee Share Purchase Plan (ESPP). The shares were purchased following the Reporting Person's last Section 16 filing. Under the ESPP 661.78 shares were acquired on September 2, 2011 at a transaction price of $9.39 per share, and 887.02 shares were acquired on December 2, 2011 at a transaction price of $7.24 per share.

F3: There was no Series C transaction on the above date. The Series C ownership is being disclosed for informational purposes only.

F4: There was no Series D transaction on the above date. The Series D ownership is being disclosed for informational purposes only.