UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to -------------------- ----------------------- Commission file number: 1-13130 (Liberty Property Trust) 1-13132 (Liberty Property Limited Partnership) LIBERTY PROPERTY TRUST LIBERTY PROPERTY LIMITED PARTNERSHIP (Exact name of registrants as specified in their governing documents) MARYLAND (Liberty Property Trust) 23-7768996 PENNSYLVANIA (Liberty Property Limited Partnership) 23-2766549 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 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 Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve (12) months (or for such shorter period that the registrants were required to file such reports) and (2) have been subject to such filing requirements for the past ninety (90) days. YES X NO ----- ----- On May 9, 1996, 28,717,691 Common Shares of Beneficial Interest, par value $.001 per share, of Liberty Property Trust were outstanding. LIBERTY PROPERTY TRUST/LIBERTY PROPERTY LIMITED PARTNERSHIP FORM 10-Q FOR THE PERIOD ENDED MARCH 31, 1996 INDEX ----- Part I. Financial Information - - ------------------------------ Item 1. Financial Statements Page ---- Consolidated balance sheet of Liberty Property Trust at March 31, 1996 (unaudited) and December 31, 1995. 4 Consolidated statement of operations of Liberty Property Trust for the three months ended March 31, 1996 (unaudited) and March 31, 1995 (unaudited). 5 Consolidated statement of cash flows of Liberty Property Trust for the three months ended March 31, 1996 (unaudited) and March 31, 1995 (unaudited). 6 Notes to consolidated financial statements for Liberty Property Trust. 7 Consolidated balance sheet of Liberty Property Limited Partnership at March 31, 1996 (unaudited) and December 31, 1995. 8 Consolidated statement of operations of Liberty Property Limited Partnership for the three months ended March 31, 1996 (unaudited) and March 31, 1995 (unaudited). 9 Consolidated statement of cash flows of Liberty Property Limited Partnership for the three months ended March 31, 1996 (unaudited) and March 31, 1995 (unaudited). 10 Notes to consolidated financial statements for Liberty Property Limited Partnership. 11 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 12-15 Part II. Other Information 16 - - --------------------------- Signatures 17 - - ---------- - - --------------------------------- The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain information included in this Quarterly Report on Form 10-Q contain statements that are or will be forward-looking, such as statements relating to acquisitions and other business development activities, future capital expenditures and the effects of regulation (including environmental regulation) and competition. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements 2 made by, or on behalf of, the Company. These risks and uncertainties include, but are not limited to, uncertainties affecting real estate businesses generally (such as renewals of leases and dependence on tenants' business operations), risks relating to acquisition, construction and development activities, possible environmental liabilities, risks relating to leverage and debt service (including sensitivity of the Company's operations to fluctuations in interest rates), the potential for the use of borrowings to make distributions necessary to qualify as a REIT, dependence on the primary markets in which the Company's properties are located, the existence of complex regulations relating to status as a REIT and the adverse consequences of the failure to qualify as a REIT and the potential adverse impact of market interest rates on the market price for the Company's securities. 3 Consolidated Balance Sheet of Liberty Property Trust (In thousands) March 31, 1996 December 31, 1995 ---------------- ------------------- Assets (unaudited) Real estate: Land and land improvements $109,578 $108,723 Buildings and improvements 722,910 715,908 Less accumulated depreciation (99,486) (94,183) -------- -------- Operating real estate 733,002 730,448 Development in progress 82,494 67,021 Land held for development 30,667 28,578 -------- -------- Net real estate 846,163 826,047 Cash and cash equivalents 21,736 10,629 Accounts receivable 7,228 5,608 Deferred financing and leasing costs, net of accumulated amortization (1996, $25,694; 1995, $24,007) 24,435 26,363 Prepaid expenses and other assets 27,959 29,455 -------- -------- Total assets $927,521 $898,102 ======== ======== Liabilities Mortgage loans $171,920 $172,115 Subordinated debentures 224,848 229,900 Line of credit 113,957 71,894 Accounts payable 4,239 4,577 Accrued interest 4,783 9,439 Dividend payable 12,827 12,668 Other liabilities 16,993 20,835 -------- -------- Total liabilities 549,567 521,428 Minority interest 40,778 41,153 Shareholders' equity Common shares of beneficial interest, $.001 par value, 200,000,000 shares authorized, 28,717,691 and 28,348,048 shares issued and outstanding as of March 31, 1996 and December 31, 1995, respectively 28 28 Additional paid-in capital 321,650 314,407 Unearned compensation (2,090) - Retained earnings 17,588 21,086 -------- -------- Total shareholders' equity 337,176 335,521 -------- -------- Total liabilities and shareholders' equity $927,521 $898,102 ======== ======== See accompanying notes. 4 Consolidated Statement of Operations of Liberty Property Trust (Unaudited and in thousands, except per share amounts) Three Three Months Ended Months Ended March 31, 1996 March 31, 1995 ---------------- --------------- Revenue Rental $25,952 $19,493 Operating expense reimbursement 8,905 5,411 Management fees 505 221 Interest and other 1,201 609 ------- ------- Total revenue 36,563 25,734 Operating expenses Rental property expenses 7,817 4,545 Real estate taxes 2,565 2,216 General and administrative 1,637 924 Depreciation and amortization 6,456 4,890 ------- ------- Total operating expenses 18,475 12,575 ------- ------- Operating income 18,088 13,159 Interest expense 9,134 8,394 ------- ------- Income before minority interest 8,954 4,765 Minority interest 965 589 ------- ------- Net income $ 7,989 $ 4,176 ======= ======= Net income per common share - primary $0.28 $0.20 ======= ======= Dividends declared per common share $0.40 $0.40 ======= ======= Weighted average number of common shares outstanding 28,473 21,143 ======= ======= See accompanying notes. 5 Consolidated Statement of Cash Flows of Liberty Property Trust (Unaudited and in thousands) Three Three Months Ended Months Ended March 31, 1996 March 31, 1995 ---------------- ---------------- Operating activities Net income $ 7,989 $ 4,176 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 6,456 4,890 Minority interest in net income 965 589 Gain on sale (377) - Noncash compensation 22 - Changes in operating assets and liabilities: Accounts receivable (1,620) (2,702) Prepaid expense and other assets 50 (1,665) Accounts payable (338) 725 Accrued interest on existing debt (4,656) (3,728) Other liabilities (3,489) 2,693 -------- --------- Net cash provided by operating activities 5,002 4,978 -------- --------- Investing activities Investment in properties (25,541) (103,212) Increase in deferred leasing costs (336) (361) -------- --------- Net cash used by investing activities (25,877) (103,573) -------- --------- Financing activities Repayments of mortgage loans (195) (84) Proceeds from draw down of line of credit 42,063 77,076 Deposits on pending acquisitions 1,446 22,700 Decrease (increase) in deferred financing costs 1,336 (2,024) Dividends (12,668) (9,528) -------- --------- Net cash provided by financing activities 31,982 88,140 Increase (decrease) in cash and cash equivalents 11,107 (10,455) Cash and cash equivalents at beginning of period 10,629 25,169 -------- --------- Cash and cash equivalents at end of period $ 21,736 $ 14,714 ======== ========= Supplemental disclosure of noncash transactions Write-off of fully depreciated property and deferred costs $ 898 $ 298 Acquisition of properties - (55,300) Assumption of mortgage loans - 41,117 Issuance of operating partnership units - 14,183 Noncash compensation 353 - Conversion of debentures 5,052 - ======== ========= See accompanying notes. 6 Liberty Property Trust Notes to Consolidated Financial Statements (Unaudited) March 31, 1996 Note 1 - Basis of Presentation - - ------------------------------ The accompanying unaudited consolidated financial statements of Liberty Property Trust (the "Trust") and its subsidiaries, including Liberty Property Limited Partnership (the "Operating Partnership") (the Trust, Operating Partnership and their respective subsidiaries referred to collectively as the "Company"), have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10- K of the Trust and the Operating Partnership for the year ended December 31, 1995. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the financial statements for these interim periods have been included. The results of interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. Certain amounts from prior periods have been restated to conform to current period presentation. Note 2 - Organization - - --------------------- The Trust, a self-administered and self-managed real estate investment trust (a "REIT"), was formed in the State of Maryland on March 28, 1994 and commenced operations on June 23, 1994 upon completion of its initial public offering (the "Share Offering") of 20,987,500 common shares of beneficial interest (the "Common Shares"). The Trust conducts all of its operations through the Operating Partnership. Simultaneous with the closing of the Share Offering, the Company succeeded to substantially all of the interests of Rouse & Associates, a general partnership, and certain other entities affiliated with Rouse & Associates. At March 31, 1996, the Trust owned an 89.19% interest in the Operating Partnership as its sole general partner and a .03% interest as a limited partner. Concurrent with the Share Offering, the Operating Partnership completed a public offering of $230 million of Exchangeable Subordinated Debentures (the "Debentures") due 2001. The Debentures are guaranteed by the Trust. After June 23, 1995, the Debentures are exchangeable, at the option of the holder thereof, at any time prior to maturity, into Common Shares at a rate of one share for each $20 outstanding principal amount of Debentures, subject to certain adjustments. The Company completed a secondary offering (the "Secondary Offering") on November 27, 1995 of 7,200,000 Common Shares. 7 Consolidated Balance Sheet of Liberty Property Limited Partnership (In thousands) March 31, 1996 December 31, 1995 ---------------- ------------------- Assets (unaudited) Real estate: Land and land improvements $109,578 $108,723 Buildings and improvements 722,910 715,908 Less accumulated depreciation (99,486) (94,183) -------- -------- Operating real estate 733,002 730,448 Development in progress 82,494 67,021 Land held for development 30,667 28,578 -------- -------- Net real estate $846,163 $826,047 Cash and cash equivalents 21,736 10,629 Accounts receivable 7,228 5,608 Deferred financing and leasing costs, net of accumulated amortization (1996, $25,694; 1995, $24,007) 24,435 26,363 Prepaid expenses and other assets 27,959 29,455 -------- -------- Total assets $927,521 $898,102 ======== ======== Liabilities Mortgage loans $171,920 $172,115 Subordinated debentures 224,848 229,900 Line of credit 113,957 71,894 Accounts payable 4,239 4,577 Accrued interest 4,783 9,439 Distributions payable 12,827 12,668 Other liabilities 16,993 20,835 -------- -------- Total liabilities 549,567 521,428 Owners' equity General partner's equity 337,176 335,521 Limited partners' equity 40,778 41,153 -------- -------- Total owners' equity 377,954 376,674 -------- -------- Total liabilities and owners' equity $927,521 $898,102 ======== ======== See accompanying notes. 8 Consolidated Statement of Operations of Liberty Property Limited Partnership (Unaudited and in thousands) Three Three Months Ended Months Ended March 31, 1996 March 31, 1995 ---------------- ---------------- Revenue Rental $25,952 $19,493 Operating expense reimbursement 8,905 5,411 Management fees 505 221 Interest and other 1,201 609 ------- ------- Total revenue 36,563 25,734 Operating expenses Rental property expenses 7,817 4,545 Real estate taxes 2,565 2,216 General and administrative 1,637 924 Depreciation and amortization 6,456 4,890 ------- ------- Total operating expenses 18,475 12,575 ------- ------- Operating income 18,088 13,159 Interest expense 9,134 8,394 ------- ------- Net income $ 8,954 $ 4,765 ======= ======= Net income allocated to general partner $ 7,989 $ 4,176 Net income allocated to limited partners 965 589 ======= ======= See accompanying notes. 9 Consolidated Statement of Cash Flows of Liberty Property Limited Partnership (Unaudited and in thousands) Three Three Months Ended Months Ended March 31, 1996 March 31, 1995 ---------------- ---------------- Operating activities Net income $ 8,954 $ 4,765 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 6,456 4,890 Gain on sale (377) - Noncash compensation 22 - Changes in operating assets and liabilities: Accounts receivable (1,620) (2,702) Prepaid expense and other assets 50 (1,665) Accounts payable (338) 725 Accrued interest on existing debt (4,656) (3,728) Other liabilities (3,489) 2,693 -------- --------- Net cash provided by operating activities 5,002 4,978 -------- --------- Investing activities Investment in properties (25,541) (103,212) Increase in deferred leasing costs (336) (361) -------- --------- Net cash used by investing activities (25,877) (103,573) -------- --------- Financing activities Repayments of mortgage loans (195) (84) Proceeds from draw down of line of credit 42,063 77,076 Deposits on pending acquisitions 1,446 22,700 Decrease (increase) in deferred financing costs 1,336 (2,024) Distributions to partners (12,668) (9,528) -------- --------- Net cash provided by financing activities 31,982 88,140 Increase (decrease) in cash and cash equivalents 11,107 (10,455) Cash and cash equivalents at beginning of period 10,629 25,169 -------- --------- Cash and cash equivalents at end of period $ 21,736 $ 14,714 ======== ========= Supplemental disclosure of noncash transactions Write-off of fully depreciated property and deferred costs $ 898 $ 298 Acquisition of properties - (55,300) Assumption of mortgage loans - 41,117 Issuance of operating partnership units - 14,183 Noncash compensation 353 - Conversion of subordinated debentures 5,052 - ======== ========= See accompanying notes. 10 Liberty Property Limited Partnership Notes to Consolidated Financial Statements (Unaudited) March 31, 1996 Note 1 - Basis of Presentation - - ------------------------------ The accompanying unaudited consolidated financial statements of Liberty Property Limited Partnership (the "Operating Partnership") and its direct and indirect subsidiaries, including Liberty Property Development Corporation, have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10- K of the Trust and the Operating Partnership for the year ended December 31, 1995. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the financial statements for these interim periods have been included. The results of interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. Certain amounts from prior periods have been restated to conform to current period presentation. Note 2 - Organization - - --------------------- Liberty Property Trust (the "Trust", and together with the Operating Partnership referred to as the "Company"), a self-administered and self-managed real estate investment trust (a "REIT"), was formed in the State of Maryland on March 28, 1994 and commenced operations on June 23, 1994 upon completion of its initial public offering (the "Share Offering") of 20,987,500 common shares of beneficial interest (the "Common Shares"). The Trust conducts all of its operations through the Operating Partnership. Simultaneous with the closing of the Share Offering, the Company succeeded to substantially all of the interests of Rouse & Associates, a general partnership, and certain other entities affiliated with Rouse & Associates. At March 31, 1996, the Trust owned an 89.19% interest in the Operating Partnership as its sole general partner and a .03% interest as a limited partner. Concurrent with the Share Offering, the Operating Partnership completed a public offering of $230 million of Exchangeable Subordinated Debentures (the "Debentures") due 2001. The Debentures are guaranteed by the Trust. After June 23, 1995, the Debentures are exchangeable, at the option of the holder thereof, at any time prior to maturity, into Common Shares at a rate of one share for each $20 outstanding principal amount of Debentures, subject to certain adjustments. The Company completed a secondary offering (the "Secondary Offering") on November 27, 1995 of 7,200,000 Common Shares. 11 Item 2. Management's Discussion and Analysis of Financial Condition and Results - - -------------------------------------------------------------------------------- of Operations - - ------------- The following discussion compares the activities of the Company for the three month period ended March 31, 1996 (unaudited) with the activities of the Company for the three month period ended March 31, 1995 (unaudited). As used herein, the term "Company" includes the Trust, the Operating Partnership and their subsidiaries. This information should be read in conjunction with the accompanying consolidated financial statements and notes included elsewhere in this report. Results of Operations - - --------------------- For the three month period ended March 31, 1996 compared to the three month - - --------------------------------------------------------------------------- period ended March 31, 1995. - - ---------------------------- Rental revenues increased from $19.5 million to $26.0 million for the three month periods ended March 31, 1995 to March 31, 1996. This increase was primarily due to the increase in the number of properties in operation during the respective periods. As of March 31, 1995, the Company had 191 properties in operation and as of March 31, 1996, the Company had 213 properties in operation. From January 1, 1995 through March 31, 1995, the Company acquired 40 properties for approximately $141.8 million. From January 1, 1996 through March 31, 1996, the Company purchased 5 properties for approximately $18.4 million. Operating expense reimbursement increased from $5.4 million for the three months ended March 31, 1995 to $8.9 million for the three months ended March 31, 1996. This increase is a result of the reimbursement from tenants for increases in rental property expense and real estate taxes. Rental property expense increased from $4.5 million for the three months ended March 31, 1995 to $7.8 million for the three months ended March 31, 1996. This increase was due to the increase in properties owned during the respective periods and because of significant snow removal and other seasonal operating costs incurred as a result of the severe 1996 winter. Real estate taxes increased from $2.2 million for the three months ended March 31, 1995 to $2.6 million for the three months ended March 31, 1996 due to the increase in the number of properties owned. Net operating income for the "Same Store" properties (properties owned as of January 1, 1995) increased from $16.8 million for the three months ended March 31, 1995 to $17.4, million for the three months ended March 31, 1996 (see table on following page). This increase of 3.6% was primarily attributable to an increase in the occupancy of the properties. General and administrative expenses increased by $700,000 from the three months ended March 31, 1995 to the comparable period in 1996 due to the increase in the number of properties owned during the respective periods. Interest expense increased from $8.4 million for the three months ended March 31, 1995 to $9.1 million for the three months ended March 31, 1996. Interest 12 expense was incurred on the Line of Credit (which was used to fund property acquisitions and development costs), on mortgage debt and on the Debentures. The increase in interest expense is due to an increase in the average debt outstanding from the first quarter of 1995 to the first quarter of 1996. This increase is partly offset by the lower interest rate on the outstanding debt, primarily as a result of the 1% reduction in the interest rate on the Line of Credit borrowings. Depreciation and amortization expense increased by $1.6 million from $4.9 million for the three months ended March 31, 1995 to $6.5 million for the three months ended March 31, 1996. This increase was due to an increase in the number of properties owned during the respective periods. As a result of the foregoing, the Company's operating income increased from $13.2 million for the three months ended March 31, 1995 to $18.1 million for the three months ended March 31, 1996. In addition, income before minority interest increased by 88%, from $4.8 million for the three months ended March 31, 1995 to $9.0 million for the three months ended March 31, 1996. Set forth below is a schedule comparing the operating results for the Same Store properties for the three month periods ended March 31, 1996 and 1995. 1996 1995 ------- ------- Rental revenue $18,778 $18,041 Operating expense reimbursement 6,809 5,183 ------- ------- 25,587 23,224 Rental property expenses 6,272 4,358 Real estate taxes 1,949 2,101 ------- ------- Property level operating income $17,366 $16,765 ======= ======= Liquidity and Capital Resources - - ------------------------------- As of March 31, 1996, the Company had cash and cash equivalents of $21.7 million. Working capital at March 31, 1996 was $19.9 million. The Company has funded its property acquisition and development activities primarily through its $250 million Line of Credit, which matures on June 15, 1998, subject to the Company's option to extend the maturity of the loan as described below. As of March 31, 1996, $114.0 million was outstanding under the Line of Credit and collateral had been approved to enable the Company to borrow up to $191.0 million. The remaining amount of the Line of Credit, above the pre-approved available capacity, is available for further borrowings, subject to satisfaction of certain conditions. The Line of Credit is recourse to the Company only with respect to 50% of the outstanding principal amount thereof. Funds borrowed under the Line of Credit bear interest at an annual rate of 175 basis points over LIBOR. Subject to certain conditions and the payment of a fee equal to 0.5% of the then outstanding loan balance, the Company may exercise a one-time option to convert the loan balance into a two-year term loan upon the maturity of the Line of Credit. Following such conversion, the interest rate on the term loan would be LIBOR plus 4%. 13 Additional sources of funds are available to the Company through mortgage loan financing. As of March 31, 1996, $171.9 million in mortgage loans were outstanding. Mortgage loans with maturities ranging from 1996 to 2013 are collateralized by and in some instances cross collaterlized by 67 properties. The interest rates on $161.5 million of mortgage loans are fixed and range from 6% to 10%. Interest rates on $10.4 million of mortgage loans float with Libor or prime and are subject to certain caps. The Company expects to incur variable rate debt, including borrowings under the Line of Credit, from time to time. The Company believes that its existing sources of capital will provide sufficient funds to complete construction of the properties under development. The Company believes that the amount necessary to complete such construction is approximately $98.0 million at March 31, 1996. In July 1995, the Company filed a shelf registration with the Securities and Exchange Commission that enabled the Company to offer up to an aggregate of $350,000,000 of securities, including common stock, preferred stock and debt. On November 27, 1995, the Company completed a follow-on public offering of 7,200,000 common shares resulting in proceeds of $140.4 million. The proceeds were used to reduce the amount outstanding under the Line of Credit. The remaining $209.6 million shelf registration is available for future offerings. On February 8, 1996, Moody's Investors Service assigned a prospective rating of Ba2 for senior unsecured debt issued by Liberty Property Limited Partnership under the shelf registration. The Company has received a commitment for a $39.7 million loan with a 12-year term bearing interest at 7.125% annually. This loan is scheduled to close during the second quarter of 1996. The proceeds from this loan will be used to paydown a portion of the outstanding principal amount under the Line of Credit. Management considers funds from operations an appropriate measure of the performance of an equity REIT. In March, 1995 NAREIT issued a clarification of the definition of funds from operations. The clarification provides that amortization of deferred financing costs and depreciation of non-real estate assets are no longer to be added back to net income in arriving at funds from operations. Funds from operations under the new definition for the three months ended March 31, 1996 and the three months ended March 31, 1995 are as follows: Three months Three months ended March 31, 1996 ended March 31, 1995 (in thousands) (in thousands) --------------------- ---------------------- Net income $ 7,989 $4,176 Addback: Minority interest 965 589 Depreciation and amortization 6,388 4,850 Gain on sale (377) - ------- ------ Funds from operations $14,965 $9,615 ======= ====== 14 Inflation - - --------- Because inflation has remained relatively low during the last three years, it has not had a significant impact on the Company during this period. Since the Line of Credit bears interest at a variable rate, the amount of interest payable under the Line of Credit will be influenced by changes in short-term interest rates, which tend to be sensitive to inflation. To the extent an increase in inflation would result in increased operating costs, such as in insurance, real estate taxes and utilities, substantially all of the tenant leases require the tenants to absorb these costs as part of their rental obligations. In addition, inflation also may have the effect of increasing market rental rates. 15 Part II Other Information - - ------- ----------------- Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27 Financial Data Schedule (b) Reports on Form 8-K None 16 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 thereunto duly authorized. LIBERTY PROPERTY TRUST Joseph P. Denny May 13, 1996 - - ------------------------------ --------------------------- Joseph P. Denny Date President George J. Alburger, Jr. May 13, 1996 - - ------------------------------ --------------------------- George J. Alburger, Jr. Date Chief Financial Officer LIBERTY PROPERTY LIMITED PARTNERSHIP By: LIBERTY PROPERTY TRUST, GENERAL PARTNER Joseph P. Denny May 13, 1996 - - ------------------------------ --------------------------- Joseph P. Denny Date President George J. Alburger, Jr. May 13, 1996 - - ------------------------------ --------------------------- George J. Alburger, Jr. Date Chief Financial Officer 17