Prepared and filed by St Ives Burrups
PRICING TERM SHEET,
dated March 23, 2006
Filed pursuant to Rule 433
Registration No. 333-131255

$300,000,000 Floating Rate Guaranteed Notes Due 2009

Issuer:     Brandywine Operating Partnership, L.P.  
Guarantor:     Brandywine Realty Trust  
Size:     $300,000,000  
Maturity:     April 1, 2009  
Coupon (Interest Rate):     3 Month LIBOR Telerate plus 0.45% (45 basis points)  
Interest Payment and Reset Dates:     January 1, April 1, July 1 and October 1, commencing July 1, 2006  
Day Count Convention:     Actual / 360  
Redemption Provision:     Redeemable at 100% beginning on October 1, 2006 and on each interest payment date thereafter  
Price to Public:     100%  
Proceeds to Issuer:     $298,650,000  
Settlement Date:     T+3; March 28, 2006  
Denominations:     $5,000 x $1,000  
CUSIPS:     105340AD5        
Joint Book-Running Managers:           Underwriting  
   
      J. P. Morgan Securities Inc.     $68,010,000  
      Merrill Lynch, Pierce, Fenner & Smith Incorporated     $68,010,000  
      Wachovia Capital Markets, LLC     $68,010,000  
Co-Managers:              
      Greenwich Capital Markets, Inc.     $18,000,000  
      Wells Fargo Securities, LLC     $18,000,000  
      Commerzbank Capital Markets Corp.     $14,010,000  
      Piper Jaffray & Co.     $14,010,000  
      Sun Trust Capital Markets, Inc.     $14,010,000  
      BNY Capital Markets, Inc.     $9,970,000  
      PNC Capital Markets LLC     $7,970,000  

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Investor Relations collect at 610-325-5600 or emailing chris.marr@brandywinerealty.com at Brandywine Realty Trust.

Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.

 


PRICING TERM SHEET, dated March 23, 2006

$300,000,000 5.75% Guaranteed Notes Due 2012

Issuer:     Brandywine Operating Partnership, L.P.  
Guarantor:     Brandywine Realty Trust  
Size:     $300,000,000  
Maturity:     April 1, 2012  
Coupon (Interest Rate):     5.75%  
Yield to Maturity:     5.815%  
Spread to Benchmark Treasury:     1.07% (+107 basis points)  
Benchmark Treasury:     4.875% February 15, 2012  
Benchmark Treasury Price and Yield:     100-21; 4.745%  
Interest Payment Dates:     April 1 and October 1, commencing October 1, 2006  
Day Count Convention:     30 / 360  
Redemption Provision:     Make-whole call at any time based on U.S. Treasury + .15% (15 basis points)  
Price to Public:     99.674%  
Proceeds to Issuer:     $297,184,500  
Settlement Date:     T+3; March 28, 2006  
Denominations:     $5,000 x $1,000  
CUSIPS     105340AE3        
Joint Book-Running Managers:           Underwriting  
   
      J. P. Morgan Securities Inc.     $68,010,000  
      Merrill Lynch, Pierce, Fenner & Smith Incorporated     $68,010,000  
      Wachovia Capital Markets, LLC     $68,010,000  
Co-Managers:              
      Greenwich Capital Markets, Inc.     $18,000,000  
      Wells Fargo Securities, LLC     $18,000,000  
      Commerzbank Capital Markets Corp.     $14,010,000  
      Piper Jaffray & Co.     $14,010,000  
      Sun Trust Capital Markets, Inc.     $14,010,000  
      BNY Capital Markets, Inc.     $9,970,000  
      PNC Capital Markets LLC     $7,970,000  

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Investor Relations collect at 610-325-5600 or emailing chris.marr@brandywinerealty.com at Brandywine Realty Trust.

Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.

 


PRICING TERM SHEET, dated March 23, 2006

$250,000,000 6.00% Guaranteed Notes Due 2016

Issuer:     Brandywine Operating Partnership, L.P.  
Guarantor:     Brandywine Realty Trust  
Size:     $250,000,000  
Maturity:     April 1, 2016  
Coupon (Interest Rate):     6.00%  
Yield to Maturity:     6.073%  
Spread to Benchmark Treasury:     1.34% (134 basis points)  
Benchmark Treasury:     4.50% February 15, 2016  
Benchmark Treasury Price and Yield:     98-5+; 4.733%  
Interest Payment Dates:     April 1 and October 1, commencing October 1 2006  
Day Count Convention:     30 / 360  
Redemption Provision:     Make-whole call at any time based on U.S. Treasury + .20% (20 basis points)  
Price to Public:     99.458%  
Proceeds to Issuer:     $247,020,000  
Settlement Date:     T+3; March 28, 2006  
Denominations:     $5,000 x $1,000  
CUSIPS     105340AF0        
Joint Book-Running Managers:           Underwriting  
   
      J. P. Morgan Securities Inc.     $56,650,000  
      Merrill Lynch, Pierce, Fenner & Smith Incorporated     $56,650,000  
      Wachovia Capital Markets, LLC     $56,650,000  
Co-Managers:              
      Greenwich Capital Markets, Inc.     $15,000,000  
      Wells Fargo Securities, LLC     $15,000,000  
      Commerzbank Capital Markets Corp.     $11,650,000  
      Piper Jaffray & Co.     $11,650,000  
      Sun Trust Capital Markets, Inc.     $11,650,000  
      BNY Capital Markets, Inc.     $8,350,000  
      PNC Capital Markets LLC     $6,750,000  

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Investor Relations collect at 610-325-5600 or emailing chris.marr@brandywinerealty.com at Brandywine Realty Trust.

Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.