UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~April~~May 2228, 2015

Brandywine Realty Trust

Brandywine Operating Partnership, L.P.

(Exact name of registrant as specified in charter)




Maryland (Brandywine Realty Trust)	001-9106	23-2413352

Delaware (Brandywine Operating Partnership, L.P.)	000-24407	23-2862640
(State or Other Jurisdiction of Incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)

MARYLAND(Brandywine Realty Trust)	001-9106	23-2413352
DELAWARE(Brandywine Operating Partnership, L.P.)	000-24407	23-2862640
(State or Other Jurisdiction of Incorporation or Organization)	(Commission file number)	(I.R.S. Employer Identification Number)

555 East Lancaster Avenue, Suite 100

Radnor, PA 19087

(Address of principal executive offices)

(610) 325-5600

(Registrant's telephone number, including area code)

~~Check~~Not the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):Applicable

~~[ ] Written~~(Former ~~communications~~name ~~pursuant~~or toformer ~~Rule~~address ~~425~~if ~~under~~changed ~~the~~since ~~Securities~~last ~~Act (17 CFR 230~~report.~~425~~)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ]		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~[ ] Pre-commencement~~ Item ~~communications~~5.07 ~~pursuant~~Submission toof ~~Rule~~Matters ~~14d-2(b)~~to ~~under~~a ~~the~~Vote ~~Exchange~~of ~~Act~~Security ~~(17 CFR 240~~Holders.~~14d-2(b))~~

~~[ ] Pre-commencement~~On ~~communications~~May ~~pursuant~~28, to2015, ~~Rule~~Brandywine ~~13e-4~~Realty Trust held its 2015 Annual Meeting of Shareholders. At the meeting, the shareholders voted on: (c1) ~~under~~the election of eight trustees, each to serve as a member of our Board of Trustees until the ~~Exchange~~next ~~Act~~annual meeting and until his or her successor is elected and qualified, (172) ~~CFR~~the ~~240.13e-4~~ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for calendar year 2015, and (c3)) an advisory, non-binding vote on our executive compensation. The voting results on these proposals were as follows:

~~Item~~Proposal ~~2.02 Results~~1: Election of ~~Operations~~Eight ~~and Financial Condition~~Trustees

The information in this Current Report on Form 8-K is furnished under Item 2.02 - “Results of Operations and Financial Condition.” Such information, including the exhibits attached hereto, shall not be deemed to be “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.



Trustee	Votes For	Votes Against	Abstentions	Broker Non-Votes
Walter D'Alessio	155,806,480	4,828,427	26,782	5,830,617
Carol G. Carroll	157,042,896	3,591,537	27,256	5,830,617
James C. Diggs	156,865,871	3,767,203	28,615	5,830,617
Wyche Fowler	156,842,328	3,790,950	28,411	5,830,617
Michael J. Joyce	156,856,414	3,778,122	27,153	5,830,617
Anthony A. Nichols, Sr.	158,799,216	1,836,891	25,582	5,830,617
Charles P. Pizzi	150,402,152	10,232,702	26,835	5,830,617
Gerard H. Sweeney	159,637,364	997,306	27,019	5,830,617

OnProposal ~~April~~2: ~~22,~~Ratification ~~2015,~~of wethe ~~issued~~appointment aof ~~press~~PricewaterhouseCoopers ~~release~~LLP ~~announcing~~as our ~~financial~~independent ~~results~~registered ~~for~~public ~~the~~accounting ~~three~~firm ~~months~~for ~~ended~~calendar ~~March~~year ~~31,~~ 2015~~. That press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.~~

The press release includes “non-GAAP financial measures” within the meaning of the Securities and Exchange Commission's Regulation G. With respect to such non-GAAP financial measures, we have disclosed in the press release the most directly comparable financial measure calculated and presented in accordance with generally accepted accounting principles (“GAAP”) and have provided a reconciliation of such non-GAAP financial measures to the most directly comparable GAAP financial measure.



Votes For	Votes Against	Abstentions
165,750,322	687,237	54,747

~~Item~~Proposal ~~9.01 Financial~~3: ~~Statements~~Advisory, ~~and~~non-binding ~~Exhibits~~vote on the compensation of our named executive officers

Exhibits

99.1 Brandywine Realty Trust Press Release dated April 22, 2015.

Signatures

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

~~Brandywine~~BRANDYWINE ~~Realty~~REALTY ~~Trust~~TRUST

By: /s/ Thomas E. Wirth

Thomas E. Wirth

Executive Vice President and Chief Financial Officer

~~Brandywine~~BRANDYWINE ~~Operating~~OPERATING ~~Partnership~~PARTNERSHIP L.P.,

By: Brandywine Realty Trust, its sole General Partner

By: /s/ Thomas E. Wirth

Thomas E. Wirth

Executive Vice President and Chief Financial Officer

Date: ~~April~~May 2228, 2015

Votes Against

Abstentions

Broker Non-Votes

Filing Compare · BRANDYWINE OPERATING PARTNERSHIP, L.P.