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


SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___________)^

(Name of Issuer)
BRANDYWINE REALTY TRUST

(Title of Class of Securities)
COMMON STOCK

(CUSIP Number)
105368203

(Date of Event Which Requires Filing of this Statement)
DECEMBER 31, 2008

Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:


Rule 13d-1(b) X
Rule 13d-1(c)
Rule 13d-1(d)
 The remainder of this cover page shall be filled out for
a reporting person's initial filing on this form with
respect to the subject class of securities, and for any
subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover
page shall not be deemed to be "filed" for the purpose
of Section 18 of the Securities Exchange Act of 1934 ("Act")
or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained
in this form are notrequired to respond unless the form displays
a currently valid OMB control number.

SEC 1745 (1-06) Page 1 of 6 pages


CUSIP No. ......................................
..


1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
ANCHOR CAPITAL ADVISORS LLC
04-2801194

2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) .
..
(b) .
..
3. SEC Use Only .
..
4. Citizenship or Place of Organization
Massachusetts.
..
Number of 5. Sole Voting Power
4,898,057
..
Shares Bene-
ficially by 6. Shared Voting Power .
..
Owned by Each
Reporting 7. Sole Dispositive Power
4,898,057
..
Person With:


8. Shared Dispositive Power
..
9. Aggregate Amount Beneficially Owned by Each Reporting Person
4,898,057
..
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
..
11. Percent of Class Represented by Amount in Row (9)
5.56%
..
12. Type of Reporting Person (See Instructions)
IA

Page 2 of 6 pages


INSTRUCTIONS FOR SCHEDULE 13G


Instructions for Cover Page

(l)
Names and I.R.S. Identification Numbers of Reporting Persons-
Furnish the full legal name of each person for whom the
report is filed-i.e., each person required to sign the schedule
itself-including each member of a group. Do not include the
name of a person required to be identified in the report but who
is not a reporting person. Reporting persons that are entities
are also requested to furnish their I.R.S. identification numbers,
although disclosure of such numbers is voluntary, not
mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE
13G" below).
(2)
If any of the shares beneficially owned by a reporting person are
held as a member of a group and that membership is expressly
affirmed, please check row 2(a). If the reporting person disclaims
membership in a group or describes a relationship with
other persons but does not affirm the existence of a group,
please check row 2(b) [unless it is a joint filing pursuant to Rule
13d-1(k)(1) in which case it may not be necessary to check row 2(b)].
(3)
The third row is for SEC internal use; please leave blank.
(4)
Citizenship or Place of Organization-Furnish citizenship if the named
reporting person is a natural person. Otherwise,
furnish place of organization.
(5)-(9), (11) Aggregate Amount Beneficially Owned By Each Reporting
Person, Etc.-Rows (5) through (9) inclusive, and (11)
are to be completed in accordance with the provisions of Item 4 of
Schedule 13G. All percentages are to be rounded off to
the nearest tenth (one place after decimal point).

(10) Check if the aggregate amount reported as beneficially owned
in row (9) does not include shares as to which beneficial
ownership is disclaimed pursuant to Rule 13d-4 (17 CFR 240.13d-4]
under the Securities Exchange Act of 1934.
(12)
Type of Reporting Person-Please classify each "reporting person"
according to the following breakdown (see Item 3 of
Schedule 13G) and place the appropriate symbol on the form:
Category Symbol
Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan, Pension Fund,
or Endowment Fund EP
Parent Holding Company/Control Person HC
Savings Association SA
Church Plan CP
Corporation CO
Partnership PN
Individual IN
Other OO
Notes:

Attach as many copies of the second part of the cover page as are
needed, one reporting person per page.

Filing persons may, in order to avoid unnecessary duplication,
answer items on the schedules (Schedule 13D, 13G or 14D-1)
by appropriate cross references to an item or items on the cover
page(s). This approach may only be used where the cover page
item or items provide all the disclosure required by the schedule
item. Moreover, such a use of a cover page item will result in the
item becoming a part of the schedule and accordingly being considered
as "filed" for purposes of Section 18 of the Securities
Exchange Act or otherwise subject to the liabilities of that section
of the Act.

Reporting persons may comply with their cover page filing
requirements by filing either completed copies of the blank forms
available from the Commission, printed or typed facsimiles, or
computer printed facsimiles, provided the documents filed have
identical formats to the forms prescribed in the Commission's
regulations and meet existing Securities Exchange Act rules as to
such matters as clarity and size (Securities Exchange Act Rule 12b-12).

SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act
of 1934 and the rules and regulations thereunder, the
Commission is authorized to solicit the information required to be
supplied by this schedule by certain security holders of certain
issuers.

Page 3 of 6 pages


Disclosure of the information specified in this schedule is mandatory,
except for I.R.S. identification numbers, disclosure of
which is voluntary. The information will be used for the primary
purpose of determining and disclosing the holdings of certain
beneficial owners of certain equity securities. This statement will
be made a matter of public record. Therefore, any information
given will be available for inspection by any member of the public.

Because of the public nature of the information, the Commission can
use it for a variety of purposes, including referral to other
governmental authorities or securities self-regulatory organizations
for investigatory purposes or in connection with litigation
involving the Federal securities laws or other civil, criminal or
regulatory statutes or provisions. I.R.S. identification numbers,
if furnished, will assist the Commission in identifying security
holders and, therefore, in promptly processing statements of
beneficial ownership of securities.

Failure to disclose the information requested by this schedule,
except for I.R.S. identification numbers, may result in civil or
criminal action against the persons involved for violation of the
Federal securities laws and rules promulgated thereunder.

GENERAL INSTRUCTIONS

A.
Statements filed pursuant to Rule 13d-1(b) containing the information
required by this schedule shall be filed not later than
February 14 following the calendar year covered by the statement
or within the time specified in Rules 13d-1(b)(2) and
13d-2(c). Statements filed pursuant to Rule 13d-1(c) shall be
filed within the time specified in Rules 13d-1(c), 13d-2(b) and
13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall be
filed not later than February 14 following the calendar year
covered by the statement pursuant to Rules 13d-1(d) and 13d-2(b).
B.
Information contained in a form which is required to be filed
by rules under section 13(f) (15 U.S.C. 78m(f)) for the same
calendar year as that covered by a statement on this schedule
may be incorporated by reference in response to any of the items
of this schedule. If such information is incorporated by reference
in this schedule, copies of the relevant pages of such form
shall be filed as an exhibit to this schedule.
C.
The item numbers and captions of the items shall be included
but the text of the items is to be omitted. The answers to the
items shall be so prepared as to indicate clearly the coverage
of the items without referring to the text of the items. Answer
every item. If an item is inapplicable or the answer is in the
negative, so state.
Item 1.

(a) Name of Issuer BRANDYWINE REALTY TRUST

(b) Address of Issuer's Principal Executive Offices
555 East Lancaster Avenue
Suite 100
Radnor, PA 19087

Item 2.

(a) Name of Person Filing
Anchor Capital Advisors LLC

(b) Address of Principal Business Office or, if none, Residence
One Post Office Square
Boston, MA 02109-2103

(c) Citizenship
Massachusetts

(d) Title of Class of Securities
Common Stock

(e) CUSIP Number
105368203

Item 3. If this statement is filed pursuant to ^^240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:

(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C 80a-8).
(e)
An investment adviser in accordance with ^240.13d-1(b)(1)(ii)(E);
X
(f)
An employee benefit plan or endowment fund in accordance with
^240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with
^ 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
Page 4 of 6 pages


(j)
Group, in accordance with ^240.13d-1(b)(1)(ii)(J).
Item 4.
Ownership.

Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1.

(a) Amount beneficially owned:
4,898,057
..
(b)Percent of class:
5.56%
..
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote .
4,898,057
(ii) Shared power to vote or to direct the vote .
0
(iii) Sole power to dispose or to direct the disposition of .
4,898,057
(iv) Shared power to dispose or to direct the disposition of .
0
Instruction. For computations regarding securities which represent
a right to acquire an underlying security see
^240.13d-3(d)(1).

Item 5.
Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities,
check the following ...

Instruction: Dissolution of a group requires a response to this item.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable

If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities, a statement to that effect
should be included in response to this item and, if such interest relates
to more than five percent of the class, such person should be
identified. A listing of the shareholders of an investment company
registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment
fund is not required.

Item 7.
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the
Parent Holding Company
Not Applicable

If a parent holding company has filed this schedule, pursuant
to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach
an exhibit stating the identity and the Item 3 classification of
the relevant subsidiary. If a parent holding company has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an
exhibit stating the identification of the relevant subsidiary.

Item 8.
Identification and Classification of Members of the Group
Not Applicable

If a group has filed this schedule pursuant to ^240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating
the identity and Item 3 classification of each member of the group.
If a group has filed this schedule pursuant to ^240.13d-1(c)
or ^240.13d-1(d), attach an exhibit stating the identity of each
member of the group.

Item 9.
Notice of Dissolution of Group
Not Applicable

Notice of dissolution of a group may be furnished as an exhibit
stating the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be
filed, if required, by members of the group, in their individual
capacity. See Item 5.

Item 10. Certification

Page 5 of 6 pages


(a) The following certification shall be included if the statement
is filed pursuant to ^240.13d-1(b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to
above were acquired and are held in the ordinary course of business
and were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of
the securities and were not acquired and are not held in connection
with or as a participant in any
transaction having that purpose or effect.

(b) The following certification shall be included if the statement
is filed pursuant to ^240.13d-1(c):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to
above were not acquired and are not held for the purpose of or
with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in
connection with or as a participant in any transaction having that
purpose or effect.

SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement
is true, complete and correct.

Date
January 28, 2009
Signature
William P. Rice

Name/Title
William P. Rice, President

The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority
to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which is
already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See
^240.13d-7 for other parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)
Page 6 of 6 pages