Law Offices
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
Twelfth Floor Packard Building
111 South 15th Street
Philadelphia, Pennsylvania 19102-3678
(215) 977-2000
Facsimile: (215) 977-2334
December 5, 1997
VIA EDGAR
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Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: Liberty Property Trust
Liberty Property Limited Partnership
Registration Statement on Form S-3
Commission File No. 333-22211
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Gentlemen/Ladies:
On behalf of Liberty Property Trust (the "Trust") and Liberty
Property Limited Partnership (the "Operating Partnership" and, together
with the Trust, the "Registrants"), transmitted with this letter for
filing via EDGAR pursuant to Rule 424(b)(2) of the Securities Act of
1933, as amended (the "Securities Act"), is the Pricing Supplement,
dated December 4, 1997, of the Operating Partnership (the "Pricing
Supplement"), which supplements the Prospectus Supplement, dated October
24, 1997, of the Operating Partnership, which in turn contains the
Prospectus, dated October 24, 1997, of the Registrants. Pursuant to
Rule 424(e) under the Securities Act, the Pricing Supplement includes,
in the upper right corner of the cover page, the paragraph and
subparagraph of Rule 424 under which this filing is being made as well
as the file number of the Registration Statement to which the Pricing
Supplement relates.
Should you have any questions regarding this filing, please call Richard
A. Silfen of this office at (215) 977-2324 or the undersigned at (215)
977-2168.
Very truly yours,
/s/ JUSTIN W. CHAIRMAN
Justin W. Chairman
For WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
cc: New York Stock Exchange, Inc. (with three copies)
George J. Alburger, Jr. (with one copy)
James J. Bowes, Esquire (with one copy)
<PAGE>
Pricing Supplement dated December 4, 1997 Rule 424(b)(2)
(To Prospectus dated October 24, 1997 and File No. 333-22211
Prospectus Supplement dated October 24, 1997)
LIBERTY PROPERTY LIMITED PARTNERSHIP
Medium-Term Note - Fixed Rate
Face Amount: $100,000,000
Issue Price: 99.963%
Interest Rate: 6.950%
Interest Payment Dates: June 1, December 1
Regular Record Dates: May 15, November 15
Stated Maturity Date: December 1, 2006
Denominations (if other than
$1,000 and integral multiples thereof) N/A
Trade Date: December 4, 1997
Original Issue Date: December 9, 1997
Net Proceeds to Issuer: $99,313,000
Agents' Commission: $650,000
Names of Agents: Donaldson, Lufkin & Jenrette
Securities Corporation
First Chicago Capital Markets, Inc.
Lehman Brothers Inc.
J.P. Morgan Securities Inc.
UBS Securities LLC
Agents acting in the capacity
indicated below:
[ ] As Agents
[X] As Principals
Reoffering at:
[ ] varying prices related to prevailing market prices at the
time of resale
[X] fixed public offering price of 99.963% of face value
Day Count Convention:
[X] 30/360
[ ] Actual/360
[ ] Actual/Actual
[ ] Other (see attached)
Redemption:
[X] The Notes cannot be redeemed prior to the Stated Maturity Date.
[ ] The Notes can be redeemed prior to Stated Maturity Date.
Initial Redemption Date:
Initial Redemption Percentage: %
Annual Redemption Percentage Reduction: % until Redemption
Percentage is 100% of the Principal Amount.
<PAGE>
Repayment:
[X] The Notes cannot be repaid prior to the Stated Maturity Date.
[ ] The Notes can be repaid prior to the Stated Maturity Date at the
option of the holder of the Notes.
Optional Repayment Date(s):
Repayment Price: %
Original Issue Discount: [X] Yes [ ] No
Total Amount of OID: $37,000
Yield to Maturity: 6.956%
Initial Accrued Period: December 9, 1997
Form: [X] Book-entry [ ] Certificated
