SecProbe.io

November 8, 2007

Mail Stop 4561

Mr. Howard M. Sipzner
Chief Financial Officer
Brandywine Realty Trust
555 East Lancaster Avenue
Radnor, PA 19087

Re: Brandywine Realty Trust
 Form 10-K for the year ended December 31, 2006
Filed March 1, 2007
 File No. 1-09106

Dear Mr. Sipzner:

We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise your document in response to these comments.  If
you disagree, we will consider your explanation as to why our comment is inapplicable or
a revision is unnecessary.  Please be as deta iled as necessary in your explanation.  In
some of our comments, we ask you to provide us with information so we may better
understand your disclosure.  After reviewing th is information, we may raise additional
comments.

 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure  requirements and to  enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or on any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Form 10-K for the year ended December 31, 2006

Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations

Commitments, page 59

1. Please confirm to us that you will revise your disclosure to include interest in your table or a discussion in the text.  Refer to FR-72, Commission Guidance
Regarding Management’s Discussion and Analysis of Financial Condition and
Results of Operations.

Mr. Howard M. Sipzner
Brandywine Realty Trust
November 8, 2007 Page 2
Consolidated Financial Statements

Note 15 – Beneficiaries’ Equity, page F-29

Share Based Compensation, page F-30

Outperformance Program, page F-32

2. We note that you will make payments (in the form of common shares) to executive-participants under the outperfo rmance program only if total shareholder
return exceeds percentage hurdles estab lished under the outperformance program.
For all periods presented, clarify whether the required hurdles have been reached
and tell us the number of shares granted under the program.  Advise us of whether
the executive-participants pr ovided any consideration for shares granted and tell
us your basis for amortizing the fair valu e of the awards over a five-year period.
Include a description of the valuation methodology used to determine the fair
value of shares granted and tell us ho w you considered the compensation elements
of the program under SFAS 123R.

Note 19 – Segment Information, page F-34

3. Paragraph 27 of SFAS 131 requires that you disclose depreciation and
amortization expense by segment if the specified amounts are provided to the
chief operating decision maker, even if not  included in the measure of segment
profit.  Please advise us whether these amounts are provided to your chief
operating decision maker.  If so, revise your disclosure in future filings to separately disclose depreciation and amor tization for each reportable segment.
Otherwise, expand your disc losure to clarify how you determine segment net
operating income.

4. Further to our previous comment, it is unc lear to us why you do not report capital
expenditures by reportable segment.  On page 52 you state that your principal liquidity needs for the next twelve months include the funding of capital expenditures, including capital and tenant  improvements and leasing costs.  Do
you represent that your chief operating d ecision maker does not consider capital
expenditures as part of their allocation of  resources to each reportable segment?
Revise your disclosure as a ppropriate or advise us.  Re fer to paragraphs 27 and 28
of SFAS 131.
*    *    *    *

As appropriate, please respond to these co mments within 10 business days or tell
us when you will provide us with a response.  Please submit a response letter on EDGAR that keys your responses to our comment s and provides any requested information.

Mr. Howard M. Sipzner
Brandywine Realty Trust
November 8, 2007 Page 3
Detailed response letters great ly facilitate our review.  Please understand that we may
have additional comments after review ing your responses to our comments.

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.

 In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that

• the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;
• staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and
• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.

You may contact Rachel Zablow, Sta ff Accountant at (202) 551-3428 or the
undersigned at (202) 551-3498 if you have questions.

      S i n c e r e l y ,

Linda van Doorn
Senior Assistant Chief Accountant