Edgar Filing: SWEENEY GERARD H

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SWEENEY GERARD H

2. Issuer Name and Ticker or Trading Symbol
BRANDYWINE REALTY TRUST [BDN]

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

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President and CEO

(Last)

(First)

(Middle)

555 EAST LANCASTER AVENUE, SUITE 100

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2008

(Street)

RADNOR, PA 19087

4. If Amendment, Date 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

(City)

(State)

(Zip)

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 Shares of Beneficial Interest ⁽¹⁾	11/21/2008⁽¹⁾	11/21/2008	P	V⁽¹⁾	0 ⁽¹⁾	A ⁽¹⁾	$ 0	190,759 ⁽¹⁾	I ⁽¹⁾	Family Limited Partnership
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		400	A	$ 4.28	492,877	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		3,200	A	$ 4.29	496,077	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		4,237	A	$ 4.3	500,314	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		763	A	$ 4.31	501,077	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		3,900	A	$ 4.32	504,977	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		1,300	A	$ 4.325	506,277	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		2,500	A	$ 4.33	508,777	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		1,500	A	$ 4.34	510,277	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		2,600	A	$ 4.35	512,877	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		1,300	A	$ 4.36	514,177	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		400	A	$ 4.39	514,577	D
Common Shares of Beneficial Interest	11/21/2008	11/21/2008	P		2,900	A	$ 4.4	517,477	D
Common Shares of Beneficial Interest ⁽²⁾	11/21/2008⁽²⁾	11/21/2008⁽²⁾	J		24 ⁽²⁾	A	$ 17.98 ⁽²⁾	517,501 ⁽²⁾	D
Common Shares of Beneficial Interest ⁽³⁾	11/21/2008⁽³⁾	11/21/2008⁽³⁾	J		38 ⁽³⁾	A	$ 14.46 ⁽³⁾	517,539 ⁽³⁾	D
Common Shares of Beneficial Interest ⁽⁴⁾	11/21/2008⁽⁴⁾	11/21/2008⁽⁴⁾	J		59 ⁽⁴⁾	A	$ 9.38 ⁽⁴⁾	517,598 ⁽⁴⁾	D

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SWEENEY GERARD H 555 EAST LANCASTER AVENUE SUITE 100 RADNOR, PA 19087	X		President and CEO

Signatures

Brad A. Molotsky, as Attorney in Fact for Gerard H. Sweeney		11/21/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	*No transaction on the above date. Indirect ownership is being disclosed for informational purposes only.
(2)	Includes 23.97 additional shares acquired upon dividend reinvestment on 4-23-2008 with a transaction price of $17.98. The information in this report is as of 11-21-2008. The number reported is the nearest whole number.
(3)	Includes 37.61 additional shares acquired upon dividend reinvestment on 7-23-2008 with a transaction price of $14.46. The information in this report is as of 11-21-2008. The number reported is the nearest whole number.
(4)	Includes 59.27 additional shares acquired upon dividend reinvestment on 10-22-2008 with a transaction price of $9.38. The information in this report is as of 11-21-2008. The number reported is the nearest whole number.

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