SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 August 15, 2011
 Via Facsimile

Howard M. Sipzner  Executive Vice President and Chief Financial Officer Brandywine Realty Trust 555 East Lancaster Avenue Radnor, PA  19087
Re: Brandywine Realty Trust
Form 10-K for fiscal year  ended December 31, 2010
  Filed February 25, 2011   File No. 1-9106
Brandywine Operating Partnership, L.P. Form 10-K for fiscal year  ended December 31, 2010
  Filed February 25, 2011   File No. 0-24407

Dear Mr. Sipzner:

We have reviewed your response dated July  26, 2011 and have the following additional
comments.  In our comments, we may ask you to provide us with information so we may better
understand your disclosure.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts, please tell us why in your response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.  Pleas e apply the comments noted below to the financial statements
of both the company and your operating partnership.

Howard M. Sipzner
Brandywine Realty Trust Brandywine Operating Partnership, L.P. August 15, 2011 Page 2
 Form 10-K for the fiscal year ended December 31, 2010

 Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page
42
 Critical Accounting Policies and Estimates, page 44

 Revenue Recognition

1. We note your response to prior comment  3.  Please address the following:
a. Please tell us what criteria you use to  evaluate which lessee payments for
improvements are deemed to be landlord a ssets and identify the specific type of
capital improvements that have be en accounted for in this manner.
b. Provide us with an excerpt of the language used in your contractual arrangements to
obligate the lessee to fund the capital expenditures.
c. We note from your response that payments  made by the lessee are recorded as
deferred rental revenue.  To the extent mana gement views these as lessor assets that
will provide value after the tenant has v acated the space, clarify why the leasehold
improvement is not recorded as an asset in  your financials and your basis for treating
these improvements differently from othe rs that benefit you as the lessor.
d. We note that you recognize as revenue the portion of the improvements paid by the
tenant over the lease term.  Given your representation that these amounts benefit
future tenants, advise us why you are r ecognizing revenue related to these amounts
over the lease term.
e. Please tell us the balance of deferred re nts as of December 31, 2010 as well as the
weighted-average period for such deferred revenue to be recognized.

You may contact Mark Raki p, Staff Accountant, at 202.551.3 573 or the undersigned at
202.551.3413 if you have questions regarding the co mments on the financial statements and
related matters.

         S i n c e r e l y ,           / s /  C i c e l y  L a M o t h e
Cicely LaMothe Senior Assistant Chief Accountant