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): March 12, 1998


                         LIBERTY PROPERTY TRUST
                 LIBERTY PROPERTY LIMITED PARTNERSHIP
                 ------------------------------------
(Exact names of registrants as specified in their governing respective
 documents)


       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



ITEM 5:  OTHER EVENTS
- ---------------------

Liberty Property Limited Partnership is a Pennsylvania limited 
partnership (the "Operating Partnership").  Liberty Property Trust, a 
Maryland real estate investment trust (the "Trust"), owns an approximate 
91.86% interest in the Operating Partnership (as of December 31, 1997) 
(the Trust and the Operating Partnership are collectively referred to as 
the "Company").

On January 6, 1998, the Company acquired title to two office properties, 
comprising 281,505 leaseable square feet, located in Troy, Michigan, 
(the "Liberty Center Properties").  The Company's Total Investment (as 
defined below) in these properties is anticipated to be approximately 
$43.4 million.  The "Total Investment" for a property is defined as the 
property's purchase price plus closing costs and management's estimate, 
as determined at the time of acquisition, of the cost of necessary 
building improvements in the case of acquisitions, or land costs and 
land and building improvement costs in the case of development projects, 
and where appropriate, other development costs and carrying costs 
required to reach rent commencement.

On February 9, 1998, the Company acquired title to 11 industrial 
properties, comprising 623,718 leaseable square feet, located in Ft. 
Lauderdale and Pompano Beach, Florida, (the "Pompano/Cypress Parks 
Properties").  The Company's Total Investment in these properties is 
anticipated to be approximately $26.8 million.

On February 17, 1998, the Company acquired title to one office property, 
comprising 39,804 leaseable square feet, located in Virginia Beach, 
Virginia, ("Oceana Center One").  The Company's Total Investment in this 
property is anticipated to be approximately $4.6 million.

On February 27, 1998, the Company acquired title to two industrial 
properties comprising 140,340 leaseable square feet, located in Ashland, 
Virginia, ("Northridge I & II").  The Company's Total Investment of 
these properties is anticipated to be approximately $8.5 million.

On March 11, 1998, the Company acquired title to seven industrial and 
office properties comprising 509,736 leaseable square feet, located in 
Minnesota and Wisconsin, (the "Heitman Properties").  The Company's 
Total Investment in these properties is anticipated to be approximately 
$31.7 million.

On January 30, 1998, the Company entered into a contract to acquire 
title to one office property comprising 83,000 leaseable square feet, 
located in Plymouth Meeting, Pennsylvania, which the Company, as of this 
date, considers probable of closing, ("Hickory Pointe").  The Company's 
Total Investment in this property is anticipated to be approximately 
$10.4 million.

On February 6, 1998, the Company entered into a contract to acquire 
title to one office property comprising 144,046 leaseable square feet, 
located in Charleston, South Carolina, which the Company, as of this 
date, considers probable of closing ("NationsBank Place").  The 
Company's Total Investment in this property is anticipated to be 
approximately $34.1 million.

Collectively, the Liberty Center Properties, the Pompano/Cypress Parks 
Properties, Oceana Center One, Northridge I & II, the Heitman 

   -2-

Properties, Hickory Pointe, and NationsBank Place are known as the 
"Acquisition Properties".

Pursuant to Rule 3-14 of Regulation S-X, audited historical financial 
information concerning the Acquisition Properties is provided in Item 7 
of this Current Report on Form 8-K.  Additionally, certain pro forma 
information is provided in Item 7.

Factors considered by the Company in determining the price paid or to be 
paid, as the case may be, for the Acquisition Properties, included their 
historical and expected cash flow, the nature of tenants and terms of 
leases in place, occupancy rates, opportunities for alternative and new 
tenancies, current operating costs and real estate taxes on the 
properties and anticipated changes therein under Company ownership, 
physical condition and locations of the properties, the anticipated 
effect to the Company's financial results (particularly funds from 
operations), the ability to sustain and potentially increase its 
distributions to Company shareholders, and other factors.  The Company 
took into consideration the capitalization rates at which it believed 
other comparable buildings were recently sold, but determined the price 
it was willing to pay primarily on factors discussed above relating to 
the properties themselves and their fit into the Company's operations.  
The Company, after investigation of the properties, is not aware of any 
material fact, other than those enumerated above, that would cause the 
financial information reported not to be necessarily indicative of 
future operating results.





- -------------------------------
Statements contained in this report contain forward-looking statements 
with respect to estimates of Total Investment, pro forma financial 
information and their underlying assumptions.  As such, these statements 
involve risks and uncertainties that could affect future results, and 
accordingly, such results may differ from those expressed herein.  These 
risks and uncertainties include, but are not limited to, uncertainties 
affecting real estate businesses generally, risks relating to 
acquisition activities and risks relating to leasing and releasing 
activities and rates.

  -3-

ITEM 7:  FINANCIAL STATEMENTS AND EXHIBITS
- ------------------------------------------
                                                                   PAGE
                                                                   ----
(a)  Financial Statements of Real Estate Operations Acquired
     or to be Acquired

          Statement of Operating Revenues and Certain
          Operating Expenses for the Acquisition Properties

             Report of Independent Auditors........................   5

             Statement of Operating Revenues and Certain
              Operating Expenses for the Acquisition
              Properties for the year ended December 31, 1997......   6

             Notes to the Statement of Operating Revenues and
              Certain Operating Expenses for the Acquisition
              Properties for the year ended December 31, 1997......   7

(b)   Pro Forma Financial Information (unaudited)
       Liberty Property Trust......................................  10  

             Pro Forma Condensed Consolidated Balance Sheet as of
              December 31, 1997....................................  11 
             Pro Forma Consolidated Statement of Operations for
              the year ended December 31, 1997.....................  12 
             Notes to Pro Forma Consolidated Financial Statements
              as of and for the year ended December 31, 1997.......  13 

      Liberty Property Limited Partnership.........................  14 

             Pro Forma Condensed Consolidated Balance Sheet as of
              December 31, 1997....................................  15    
             Pro Forma Consolidated Statement of Operations for
              the year ended December 31, 1997.....................  16  
             Notes to Pro Forma Consolidated Financial Statements
              as of and for the year ended December 31, 1997.......  17  

Signatures.........................................................  18 

(c)   Exhibits
      
         23    Consent of Fegley & Associates......................  19 


    -4-

REPORT OF INDEPENDENT AUDITORS


To The Board of Trustees and Shareholders
Liberty Property Trust


We have audited the accompanying Statement of Operating Revenues and 
Certain Operating Expenses of the Acquisition Properties, as defined in 
Note 1, for the year ended December 31, 1997.  This financial statement 
is the responsibility of the management of the Acquisition Properties.  
Our responsibility is to express an opinion on this financial statement 
based on our audit.

We conducted our audit in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit 
to obtain reasonable assurance about whether the financial statement is 
free of material misstatement.  An audit includes examining, on a test 
basis, evidence supporting the amounts and disclosures in the financial 
statement.  An audit also includes assessing the accounting principles 
used and significant estimates made by management as well as evaluating 
the overall presentation of the financial statement.  We believe that 
our audit provides a reasonable basis for our opinion.

The accompanying Statement of Operating Revenues and Certain Operating 
Expenses was prepared for the purpose of complying with the rules and 
regulations of the Securities and Exchange Commission (for inclusion in 
the Current Report on Form 8-K of Liberty Property Trust and Liberty 
Property Limited Partnership) and, as described in Note 1, is not 
intended to be a complete presentation of the Acquisition Properties' 
revenues and expenses.

In our opinion, the Statement of Operating Revenues and Certain 
Operating Expenses referred to above presents fairly, in all material 
respects, the Operating Revenues and Certain Operating Expenses 
described in Note 1 for the year ended December 31, 1997, in conformity 
with generally accepted accounting principles.


                                                /s/ FEGLEY & ASSOCIATES
Plymouth Meeting, Pennsylvania                  FEGLEY & ASSOCIATES
February 27, 1998

   -5-

       STATEMENT OF OPERATING REVENUES AND CERTAIN OPERATING EXPENSES
     FOR THE ACQUISITION PROPERTIES FOR THE YEAR ENDED DECEMBER 31, 1997
                              (IN THOUSANDS)

                                               
                                                             YEAR ENDED     
                                                            DECEMBER 31,
                                                                1997
                                                            ------------

Operating revenues:

 Rental                                                       $ 14,066

 Operating expense reimbursement                                 6,473
                                                              --------

 Total operating revenues                                       20,539
                                                              --------

Certain operating expenses:

  Rental property expenses                                       4,051

  Real estate taxes                                              2,346 
                                                              --------

  Total certain operating expenses                               6,397 
                                                              --------

Operating revenues in excess of certain
   operating expenses                                         $ 14,142
                                                              ========

The accompanying notes are an integral part of this statement.

   -6-

           NOTES TO THE STATEMENT OF OPERATING REVENUES AND 
     CERTAIN OPERATING EXPENSES FOR THE ACQUISITION PROPERTIES
               FOR THE YEAR ENDED DECEMBER 31, 1997

1.  Summary of Significant Accounting Policies
- ----------------------------------------------

The Statement of Operating Revenues and Certain Operating Expenses (see 
"Basis of Presentation" below) includes the operations of the 
Acquisition Properties. Liberty Property Trust (the "Company") owns an 
approximate 91.86% partners' interest in the Operating Partnership (as 
of December 31, 1997) (the Trust and the Operating Partnership are 
collectively referred to as the "Company").

PROPERTY NAME               LOCATION                DESCRIPTION
- --------------------------  --------------------    --------------------

The Liberty Center Properties
- -----------------------------
50 West Big Bear Road       Troy, Michigan          Multi-story office
                                                     building
                                                     142,290 square feet

100 West Big Bear Road      Troy, Michigan          Multi-story office
                                                     building
                                                     139,215 square feet

The Pompano/Cypress Parks Properties
- ------------------------------------
6500 NW 12th Avenue         Ft. Lauderdale, FL      Multi-story indus-
                                                     trial building
                                                     66,000 square feet

6600 NW 12th Avenue         Ft. Lauderdale, FL      Multi-story indus-
                                                     trial building
                                                     66,025 square feet

1500 SW 5th Court           Pompano Beach, FL       Single story indus-
                                                     trial building
                                                     120,544 square feet

1651 SW 5th Court           Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     25,200 square feet

1601 SW 5th Court           Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     25,200 square feet

1501 SW 5th Court           Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     25,200 square feet

1400 SW 6th Court           Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     143,459 square feet

1405 SW 6th Court           Pompano Beach, FL       Single-story flex
                                                     building
                                                     48,620 square feet

   -7-

PROPERTY NAME               LOCATION                DESCRIPTION
- --------------------------  --------------------    --------------------
595 SW 13th Terrace         Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     44,627 square feet

601 SW 13th Terrace         Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     20,385 square feet

605 SW 16th Terrace         Pompano Beach, FL       Single-story indus-
                                                     trial building
                                                     38,458 square feet

Oceana Center One
- -----------------
484 Viking Drive            Virginia Beach, VA      Multi-story office
                                                     building
                                                     39,804 square feet

Northridge I & II
- -----------------
Northridge I                Ashland, VA             Single-story flex
                                                     building
                                                     71,230 square feet

Northridge II               Ashland, VA             Single-story flex
                                                     building
                                                     69,200 square feet

The Heitman Properties
- ----------------------
5400-5500 Feltl Road        Minnetonka, MN          Three, single-story
                                                     flex buildings
                                                     135,089 square feet

10300 Bren Road             Minnetonka, MN          Single-story flex
                                                     building
                                                     50,156 square feet

14630-14650 28th Ave.       Plymouth, MN            Single-story indus-
North                                                trial building
                                                     56,100 square feet

245 Executive Drive         Brookfield, WI          Multi-story office
                                                     building
                                                     60,003 square feet

8301 West Parkland Crt.     Milwaukee, WI           Single-story indus-
                                                     trial building
                                                     114,040 square feet

4701 West Schroeder Dr.     Brown Deer, WI          Single-story flex
                                                     building
                                                     40,370 square feet

4555 West Schroeder Dr.     Brown Deer, WI          Single-story flex
                                                     building
                                                     53,978 square feet

   -8-

PROPERTY NAME               LOCATION                DESCRIPTION
- --------------------------  --------------------    --------------------
Hickory Pointe
- --------------
2250 Hickory Road           Plymouth Meeting, PA    Multi-story office
                                                     building
                                                     83,000 square feet

NationsBank Place
- -----------------
200 Meeting Street          Charleston, SC          Multi-story office
                                                     building
                                                     144,046 square feet

USE OF ESTIMATES
- ----------------

Generally accepted accounting principles required management to make 
estimates and assumptions in preparing financial statements.  Those 
estimates and assumptions affect the reported revenues and expenses.

BASIS OF PRESENTATION
- ---------------------

The Statement of Operating Revenues and Certain Operating Expenses is 
presented in conformity with Rule 3-14 of the Securities and Exchange 
Commission.  Accordingly, depreciation, interest and income taxes are 
not presented.  The Company is not aware of any factors relating to the 
Acquisition Properties that would cause the reported financial 
information not to be indicative of future operating results.  General 
company overhead has not been allocated to the Acquisition Properties.

The Acquisition Properties consist of commercial industrial, flex and 
office space leased to tenants under leases with varying terms.  Tenant 
renewal options are available.

REVENUE RECOGNITION
- -------------------

Base rental income attributable to leases is recorded on a straight-line 
basis over the applicable lease term.  The leases also typically provide 
for tenant reimbursement of common area maintenance and other operating 
expenses which are included in the accompanying Statement of Operating 
Revenue and Certain Operating Expenses as operating expense 
reimbursements.

2.   MINIMUM FUTURE RENTALS
- ---------------------------

Future minimum rental payments due from tenants of the Acquisition 
Properties under non-cancellable operating leases as of December 31, 
1997 are as follows (in thousands):
                     
                1998                         $ 13,321
                1999                           11,802  
                2000                            9,787  
                2001                            7,703   
                2002                            3,870
                Thereafter                      8,366    
                                             --------
                Total                        $ 54,849  
                                             ========

   -9-

                        LIBERTY PROPERTY TRUST

              PRO FORMA FINANCIAL INFORMATION (UNAUDITED)


The unaudited, pro forma condensed consolidated balance sheet as of 
December 31, 1997 reflects the incremental effect of the Acquisition 
Properties described in Item 5 as if the acquisitions had occurred on 
December 31, 1997.  The accompanying unaudited, pro forma consolidated 
statement of operations for the year ended December 31, 1997 reflect the 
incremental effect of the Acquisition Properties, as if such 
acquisitions had occurred on January 1, 1997.  These statements should 
be read in conjunction with respective consolidated financial statements 
and notes thereto included in the Company's Annual Report on Form 10-K 
for the year ended December 31, 1997.  In the opinion of management, the 
unaudited, pro forma consolidated financial information provides for all 
adjustments necessary to reflect the effects of the Acquisition 
Properties.

These pro forma statements may not necessarily be indicative of the 
results that would have actually occurred if the acquisition of the 
Acquisition Properties had been in effect on the dates indicated, nor 
does it purport to represent the financial position, results of 
operations or cash flows for future periods.

     -10-

                         LIBERTY PROPERTY TRUST

             PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                        AS OF DECEMBER 31, 1997
                        (UNAUDITED, IN THOUSANDS)


                                                                     LIBERTY
                                                    THE              PROPERTY
                                   HISTORICAL    ACQUISITION          TRUST
                                      <F1>       PROPERTIES        CONSOLIDATED
                                   ----------   -------------      ------------
                                                          
ASSETS:
Investment in real estate, net     $1,947,026   $ 159,521   <F2>   $2,106,547
Cash and cash equivalents              55,079           -              55,079 
Deferred financing and
 leasing costs, net                    32,536           -              32,536
Other assets                           59,696           -              59,696
                                   ----------   -----------        -----------

   Total assets                    $2,094,337   $ 159,521          $2,253,858
                                   ==========   ===========        ===========

LIABILITIES:
Mortgage loans                     $  363,591   $       -          $  363,591
Unsecured notes                       350,000           -             350,000
Credit facility                       135,000     159,521   <F3>      294,521
Convertible debentures                111,543           -             111,543
Other liabilities                      93,930           -              93,930
                                   ----------   -----------        -----------

   Total liabilities                1,054,064     159,521           1,213,585
                                   ----------   -----------        -----------

MINORITY INTEREST                      84,678           -              84,678

SHAREHOLDERS' EQUITY:
Series A preferred shares             120,814           -             120,814
Common shares                              53           -                  53
Additional paid-in capital            846,949           -             846,949
Unearned compensation                    (985)          -                (985)
Dividends in excess of net income     (11,236)          -             (11,236)
                                   ----------   -----------        -----------

     Total shareholders' equity       955,595           -             955,595
                                   ----------   -----------        -----------

     Total liabilities and
      shareholders' equity         $2,094,337   $ 159,521          $2,253,858 
                                   ==========   ===========        ===========
 

The accompanying notes are an integral part of this unaudited, pro forma 
condensed consolidated financial statement.

    -11-

                          LIBERTY PROPERTY TRUST

                PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
                     FOR THE YEAR ENDED DECEMBER 31, 1997
            (UNAUDITED AND IN THOUSANDS, EXCEPT PER SHARE AMOUNT)



                                            THE                             LIBERTY
                                        ACQUISITION        PRO              PROPERTY
                           HISTORICAL    PROPERTIES       FORMA              TRUST
                              <F1>         <F4>        ADJUSTMENTS        CONSOLIDATED
                           ----------   -------------  ------------       ------------
                                                              
REVENUE
Rental                     $  169,859   $ 14,066                           $183,925  
Operating expense reim- 
 bursement                     55,502      6,473                             61,975 
Management fees                   673          -                                673  
Interest and other              6,483          -                              6,483 
                           ----------   ---------                        ----------- 
Total revenue                 232,517     20,539                            253,056  
                           ----------   ---------                        ----------- 

OPERATING EXPENSES
Rental property expenses       43,118      4,051                             47,169 
Real estate taxes              17,961      2,346                             20,307 
General and administrative     10,650          -                             10,650  
Depreciation and amorti-
 zation                        40,752          -        $ 3,988 <F5>         44,740 
                           ----------   ---------      ---------         ----------- 

Total operating expenses      112,481      6,397          3,988             122,866 
                           ----------   ---------      ---------         ----------- 

Operating income              120,036     14,142         (3,988)            130,190 

Premium on debenture
  conversion                       98          -             -                   98

Interest expense               53,888          -         11,310 <F6>         65,198 
                           ----------   ---------      ---------         ----------- 
Income (loss) before
 minority interest             66,050     14,142        (15,298)             64,894 
 
Minority interest               5,606      1,283         (1,388)<F7>          5,501  
                           ----------   ---------      ---------         ----------- 

Net income (loss)              60,444     12,859        (13,910)             59,393  <F8>

Preferred dividend              4,247          -             -                4,247 
                           ----------   ---------      ---------         ----------- 
Income available to
  common shareholders      $   56,197   $ 12,859       $(13,910)         $   55,146
                           ==========   =========      ==========        =========== 
Income per common
 share - basic             $     1.39                                    $     1.36   
                           ==========                                    =========== 
Income per common
 share - diluted           $     1.38                                    $     1.35
                           ==========                                    ==========

Weighted average number
 of common shares out- 
 standing - basic              40,493                                        40,493
                           ==========                                    ===========
Weighted average number
 of common shares out-
 standing - diluted            40,806                                        40,806
                           ==========                                    ===========


The accompanying notes are an integral part of this unaudited, proforma 
consolidated financial statement.

    -12-

                            LIBERTY PROPERTY TRUST

         NOTES TO PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                AS OF AND FOR THE YEAR ENDED DECEMBER 31, 1997
                        (UNAUDITED, DOLLARS IN THOUSANDS)


<F1>  Reflects historical financial information of the Company as of 
December 31, 1997 and for the year ended December 31, 1997.

<F2>  Reflects the Total Investment in the Acquisition Properties.

<F3>  Reflects the use of $159,521 from the credit facility to finance 
the Total Investment in the Acquisition Properties.

<F4>  Reflects incremental addition of revenues and certain expenses of 
the Acquisition Properties in order to reflect a full year of operations 
for these acquisitions.

<F5>  Reflects incremental depreciation of the Acquisition Properties 
based on asset lives of 40 years.

<F6>  Reflects an incremental increase in interest expense from the 
assumed borrowings of $159,521 on the credit facility to fund the 
purchase of the Acquisition Properties.

<F7>  Reflects the allocation of the pro forma adjustment to minority 
interest based upon pro forma minority interest in the Operating 
Partnership of approximately 9.07%.

<F8>  The Company's pro forma taxable income for the year ended December 
31, 1997 is approximately $46,124 which has been calculated as pro forma 
income from operations of approximately $59,393 plus GAAP depreciation 
and amortization of $44,740 less tax basis depreciation and amortization 
and other tax differences of approximately $58,009.

   -13-

                 LIBERTY PROPERTY LIMITED PARTNERSHIP

              PRO FORMA FINANCIAL INFORMATION (UNAUDITED)


The unaudited, pro forma condensed consolidated balance sheet as of 
December 31, 1997 reflects the incremental effect of the Acquisition 
Properties described in Item 5 as if the acquisitions had occurred on 
December 31, 1997.  The accompanying unaudited, pro forma consolidated 
statement of operations for the year ended December 31, 1997 reflects 
the incremental effect of the Acquisition Properties, as if such 
acquisitions had occurred on January 1, 1997.  These statements should 
be read in conjunction with respective consolidated financial statements 
and notes thereto included in the Company's Annual Report on Form 10-K 
for the year ended December 31, 1997.  In the opinion of management, the 
unaudited, pro forma consolidated financial information provides for all 
adjustments necessary to reflect the effects of the Acquisition 
Properties.

These pro forma statements may not necessarily be indicative of the 
results that would have actually occurred if the acquisition of the 
Acquisition Properties had been in effect on the dates indicated, nor 
does it purport to represent the financial position, results of 
operations or cash flows for future periods.

    -14-

               LIBERTY PROPERTY LIMITED PARTNERSHIP

             PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                        AS OF DECEMBER 31, 1997
                       (UNAUDITED, IN THOUSANDS)


                                                                    LIBERTY
                                                                    PROPERTY
                                                     THE             LIMITED
                                   HISTORICAL    ACQUISITION      PARTNERSHIP
                                      <F1>        PROPERTIES      CONSOLIDATED
                                   ----------   -------------     ------------
                                                         
ASSETS:
Investment in real estate, net     $1,947,026   $ 159,521   <F2>   $2,106,547
Cash and cash equivalents              55,079           -              55,079 
Deferred financing and
 leasing costs, net                    32,536           -              32,536
Other assets                           59,696           -              59,696
                                   ----------   -----------       -----------

   Total assets                    $2,094,337   $ 159,521          $2,253,858
                                   ==========   ===========       ===========

LIABILITIES:
Mortgage loans                     $  363,591   $       -          $  363,591
Unsecured notes                       350,000           -             350,000
Credit facility                       135,000     159,521   <F3>      294,521
Convertible debentures                111,543           -             111,543
Other liabilities                      93,930           -              93,930
                                   ----------   -----------       -----------

   Total liabilities                1,054,064     159,521           1,213,585
                                   ----------   -----------       -----------

OWNERS' EQUITY:
General partner's equity              955,595           -             955,595
Limited partners' equity               84,678           -              84,678
                                   ----------   -----------       -----------

     Total owners' equity           1,040,273           -           1,040,273
                                   ----------   -----------       -----------

     Total liabilities and
      owners' equity               $2,094,337   $  159,521         $2,253,858 
                                   ==========   ===========       ===========
 

    -15-


                          LIBERTY PROPERTY LIMITED PARTNERSHIP

                     PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
                         FOR THE YEAR ENDED DECEMBER 31, 1997
                              (UNAUDITED AND IN THOUSANDS)


                                                                          LIBERTY
                                           THE                            PROPERTY
                                       ACQUISITION        PRO              LIMITED 
                           HISTORICAL   PROPERTIES       FORMA           PARTNERSHIP
                              <F1>         <F4>       ADJUSTMENTS        CONSOLIDATED
                           ----------  ------------   ------------       ------------
                                                             
REVENUE
Rental                     $  169,859   $ 14,066                          $  183,925
Operating expense reim- 
 bursement                     55,502      6,473                              61,975
Management fees                   673          -                                 673
Interest and other              6,483          -                               6,483
                           ----------   ---------                        ------------
Total revenue                 232,517     20,539                             253,056
                           ----------   ---------                        ------------

OPERATING EXPENSES
Rental property expenses       43,118      4,051                              47,169
Real estate taxes              17,961      2,346                              20,307
General and administrative     10,650          -                              10,650 
Depreciation and amorti-
 zation                        40,752          -      $   3,988   <F5>        44,740
                           ----------   ---------     ----------         ------------

Total operating expenses      112,481      6,397          3,988              122,866
                           ----------   ---------     ----------         ------------

Operating income              120,036     14,142         (3,988)             130,190

Premium on debenture
  conversion                       98          -              -                   98

Interest expense               53,888          -         11,310   <F6>        65,198
                           ----------   ---------     ----------         ------------

Net income (loss)          $   66,050   $ 14,142      $ (15,298)         $    64,894
                           ==========   =========     ==========         ============

Net income (loss)
 allocated to general
 partner                   $   60,444   $ 12,859      $ (13,910)         $    59,393

Net income (loss)
 allocated to limited
 partners                       5,606      1,283         (1,388)  <F7>         5,501
                           ==========   =========     ==========         ============
 

The accompanying notes are an integral part of this unaudited, proforma 
consolidated financial statement.

     -16-

                    LIBERTY PROPERTY LIMITED PARTNERSHIP

          NOTES TO PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                 AS OF AND FOR THE YEAR ENDED DECEMBER 31, 1997
                       (UNAUDITED, DOLLARS IN THOUSANDS)


<F1>  Reflects historical financial information of the Company as of 
December 31, 1997 and for the year ended December 31, 1997.

<F2>  Reflects the Total Investment in the Acquisition Properties.

<F3>  Reflects the use of $159,521 from the credit facility to finance 
the Total Investment in the Acquisition Properties.

<F4>  Reflects the incremental addition of revenues and certain expenses 
of the Acquisition Properties in order to reflect a full year of 
operations for these acquisitions.

<F5>  Reflects incremental depreciation of the Acquisition Properties 
based on asset lives of 40 years.

<F6>  Reflects an incremental increase in interest expense from the 
assumed borrowings of $159,521 on the credit facility to fund the 
purchase of the Acquisition Properties.

<F7>  Reflects the allocation of the pro forma adjustment to the net 
income allocated to the limited partners based upon pro forma ownership 
in the Operating Partnership of approximately 9.07%.

   -17-

                                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:  March 12, 1998          BY:  /s/ WILLARD G. ROUSE III
                                ----------------------------------------
                                NAME:   Willard G. Rouse III
                                TITLE:  Chief Executive Officer


                                LIBERTY PROPERTY LIMITED PARTNERSHIP
                                BY:  LIBERTY PROPERTY TRUST, 
                                     SOLE GENERAL PARTNER


Dated:  March 12, 1998          BY: /s/ WILLARD G. ROUSE III
                                ----------------------------------------
                                NAME:   Willard G. Rouse III
                                TITLE:  Chief Executive Officer

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                                                             EXHIBIT 23



                        CONSENT OF INDEPENDENT AUDITORS



We consent to the reference to our firm under the caption "Experts" and 
to the incorporation by reference in the Registration Statement (Form S-
3 No. 333-43267) and related Prospectus of Liberty Property Trust and 
Liberty Property Limited Partnership, to the incorporation by reference 
in the Registration Statement (Form S-3 No. 33-94782) and related 
Prospectus of Liberty Property Trust and Liberty Property Limited 
Partnership, to the incorporation by reference in the Registration 
Statement (Form S-3 No. 333-14139) and related Prospectus of Liberty 
Property Trust, to the incorporation by reference in the Registration 
Statement (Form S-3 No. 333-22211) and related Prospectus of Liberty 
Property Trust and Liberty Property Limited Partnership, to the 
incorporation by reference in the Registration Statement (Form S-8 No. 
33-94036) and related Prospectus of Liberty Property Trust, to the 
incorporation by reference in the Registration Statement (Form S-8 No. 
333-44149) and related Prospectus of Liberty Property Trust of our 
report dated February 27, 1998, with respect to the Statement of 
Operating Revenues and Certain Operating Expenses for the Acquisition 
Properties, included in the Current Report on Form 8-K of Liberty 
Property Trust and Liberty Property Limited Partnership dated March 12, 
1998, filed with the Securities and Exchange Commission.



                                                 /s/ FEGLEY & ASSOCIATES
                                                 Fegley & Associates
                                                 Plymouth Meeting, PA
                                                 March 12, 1998



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