1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20546 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 19, 1999 (April 15, 1999) LIBERTY PROPERTY TRUST LIBERTY PROPERTY LIMITED PARTNERSHIP (Exact names of registrants as specified in their respective charters) MARYLAND 1-13130 23-7768996 PENNSYLVANIA 1-13132 23-2766549 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 65 VALLEY STREAM PARKWAY, SUITE 100 MALVERN, PENNSYLVANIA 19355 (Address of principal executive offices) (Zip Code) Registrants' telephone number, including area code: (610) 648-1700 2 ITEM 5: OTHER EVENTS On April 15, 1999, Liberty Property Limited Partnership (the "Partnership") priced a public offering (the "Offering") of $250,000,000 principal amount of its 7.75% Senior Notes due 2009. Lehman Brothers Inc., Banc One Capital Markets, Inc., Donaldson, Lufkin & Jenrette Securities Corporation, Goldman, Sachs & Co., J.P. Morgan Securities Inc., Salomon Smith Barney Inc. and Warburg Dillon Read LLC (collectively, the "Underwriters") acted as underwriters for the Offering. The Underwriting Agreement relating to the Offering is filed as Exhibit 1.1 to this Report. ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of Businesses Acquired. None. (b) Pro Forma Financial Information. None. (c) Exhibits. 1.1 Underwriting Agreement, dated April 15, 1999, by and among Liberty Property Trust (the "Trust"), the Partnership and the Underwriters. 12.1 Statement Re: Computation of Ratio of Earnings to Combined Fixed Charges and Ratio of Earnings to Fixed Charges. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. LIBERTY PROPERTY TRUST Dated: April 19, 1999 BY: /s/ George J. Alburger, Jr. ------------------------------- NAME: George J. Alburger, Jr. TITLE: Chief Financial Officer LIBERTY PROPERTY LIMITED PARTNERSHIP BY: LIBERTY PROPERTY TRUST, AS ITS SOLE GENERAL PARTNER Dated: April 19, 1999 BY: /s/ George J. Alburger, Jr. ------------------------------- NAME: George J. Alburger, Jr. TITLE: Chief Financial Officer 4 EXHIBIT INDEX 1.1 Underwriting Agreement, dated April 15, 1999, by and among the Trust, the Partnership and the Underwriters. 12.1 Statement Re: Computation of Ratio of Earnings to Combined Fixed Charges and Ratio of Earnings to Fixed Charges.