THIS SEPARATION AGREEMENT is dated as of March 21, 1997 and is made by and between JOHN P.
GALLAGHER ("Gallagher"), an individual who resides at 783 Valley Road, Blue Bell, Pennsylvania 19422, as
well as each and every dependent, heir, executor, legal representative and assign of Gallagher, and
BRANDYWINE REALTY TRUST ("BRT"), a Maryland real estate investment trust, having its headquarters at
16 Campus Boulevard, Newtown Square, Pennsylvania 19073, together with each and every one of its
predecessors, successors (by merger or otherwise), parents, subsidiaries (including but not limited to Brandywine
Realty Services Corporation ("BRSC")), affiliates, divisions, trustees, directors, officers, employees and agents,
whether present or former.
WHEREAS, Gallagher entered into an Employment Agreement dated as of July 31, 1996 (the "Employment
Agreement") with BRSC;
WHEREAS, BRSC assigned its rights and delegated its obligations under the Employment Agreement to BRT;
WHEREAS, the parties intend that Gallagher's employment with BRT will terminate on April 1, 1997 and that
the Employment Agreement will terminate on that date;
WHEREAS, Gallagher and BRT desire to part on an amicable basis.
NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth, Gallagher and BRT, acting of
their own free will and intending to be legally and irrevocably bound, hereby agree as follows:
1. Employment Termination. Gallagher agrees that his employment with BRT is terminated, effective as of April 1,
1997, and Gallagher resigns from all positions with BRT, effective as of April 1, 1997. Without limiting the
generality of the foregoing, all rights and obligations of BRT and Gallagher under the Employment Agreement
shall terminate, effective as of April 1, 1997. Gallagher waives any and all rights to reinstatement and/or
consideration for future employment with BRT.
2. Salary Continuation. BRT agrees to pay Gallagher salary continuation in the total amount of