SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~PURSUANT TO~~Date ~~SECTION 13~~of ORReport 15(d)Date OFof ~~THE~~Earliest Event Report): March ~~SECURITIES~~30, ~~EXCHANGE~~2005 ~~ACT~~(March OF29, ~~1934~~2005)

Date of Report (Date of Earliest Event Report): February 22, 2005

Bradley Operating Limited Partnership

(Exact name of registrant as specified in its charter)

Delaware	001-31297	04-3306041
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

131 Dartmouth Street Boston, Massachusetts		02116
(Address of principal executive offices)		(Zip Code)

	(617) 247-2200
	(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 21.~~02.~~01 ~~Results~~Entry ofinto ~~Operations~~Material ~~and Financial Condition~~Agreement.

~~The~~On ~~information~~March in29, ~~this~~2005, ~~Current~~Heritage ~~Report~~Property onInvestment ~~Form~~Trust, ~~8-K~~Inc. is(the ~~furnished~~“Company”), ~~under~~the ~~Item~~sole ~~2.02—”Results~~stockholder of the general partner of ~~Operations and~~Bradley ~~Financial~~Operating ~~Condition.”~~Limited ~~This~~Partnership ~~information~~(“Bradley OP”), entered ~~including~~into a new three-year $400 million unsecured line of credit (the ~~exhibits~~“Credit Agreement”) ~~attached~~with Wachovia ~~hereto~~Capital Markets, ~~shall~~LLC, ~~not~~as beArranger, ~~deemed~~Wachovia ~~“filed”~~Bank, ~~for~~National ~~any~~Association, ~~purpose~~as Agent, ~~including~~each ~~for~~of ~~the~~Deutsche ~~purposes~~Bank Trust Company Americas and Key Bank National Association, as Syndication Agents, each of ~~Section 18~~Bank of ~~the~~America, ~~Securities~~National Association ~~Exchange~~and ~~Act~~Commerzbank ofAktiengesellschaft, ~~1934~~New York Branch, as Documentation ~~amended~~Agents, (and each of the ~~“Exchange Act”),~~financial orinstitutions ~~otherwise~~initially ~~subject~~a signatory to the ~~liabilities~~Credit Agreement. The new line of ~~that~~credit ~~Section~~will expire on March 28, 2008, subject to a one-year extension. The Company ~~information~~is inthe borrower under this ~~Current~~Credit ~~Report~~Agreement onand Bradley OP, Heritage ~~Form~~Property ~~8-K~~Investment ~~shall~~Limited ~~not~~Partnership beand ~~deemed~~certain ~~incorporated~~of bythe ~~reference~~Company’s ~~into~~other subsidiaries, ~~any~~have ~~filing~~guaranteed the Company’s indebtedness under the Credit Agreement. This new line of credit replaces the ~~Securities~~Company’s ~~Act~~existing line of ~~1933,~~credit asand ~~amended,~~will orbe ~~the~~used ~~Exchange~~principally ~~Act~~to fund ~~regardless~~growth opportunities and for working capital purposes. A copy of ~~any~~the Credit Agreement is attached ~~general~~hereto ~~incorporation~~as ~~language~~Exhibit in10.12 ~~such~~and ~~filing~~is incorporated by reference herein.

OnThe ~~February 22,~~Company’s ability to ~~2005,~~borrow ~~Heritage~~under ~~Property~~the ~~Investment~~Credit ~~Trust,~~Agreement ~~Inc.~~is ~~(the~~subject ~~“Company”),~~to ~~the~~its ~~sole~~ongoing compliance with a ~~shareholder~~number of ~~the~~financial ~~general~~and ~~partner~~other ofcovenants. The ~~Bradley~~Credit ~~Operating~~Agreement ~~Limited~~limits ~~Partnership,~~the Company’s ability to make distributions ~~issued~~in aexcess ~~press~~of ~~release~~90% ~~announcing~~of its ~~financial~~annual ~~results~~funds ~~for~~from ~~the~~operations, ~~fourth~~except ~~quarter of~~under ~~2004~~some circumstances. ~~That~~In ~~press~~addition, ~~release~~this ~~referred~~line toof ~~certain~~credit ~~supplemental~~bears ~~information~~interest ~~that~~at iseither ~~available~~the lender’s base rate or a floating rate based on a spread over LIBOR ranging from 62.5 basis points to 115 basis points, depending upon the Company’s ~~website~~ debt rating. ~~The~~ In ~~text~~addition, this line of ~~the~~credit ~~press~~has ~~release and~~a facility fee based on the ~~supplemental~~amount committed ~~information~~ranging ~~are~~from ~~attached~~15 ~~hereto~~to as25 ~~Exhibits~~basis ~~99.1~~points, ~~and~~depending ~~99.2 and~~upon ~~are~~the ~~incorporated~~Company's bydebt rating, ~~reference~~and ~~herein~~requires quarterly payments.

At the Company's option, the borrowing capacity under this new line of credit may be increased to $500 million. The Credit Agreement also includes a competitive bid option program that allows the Company to hold auctions amongst the participating lenders in the facility for short-term funds for up to fifty percent of the facility amount.

On March 29, 2005, the Company also issued a press release with respect to the Credit Agreement. The text of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

99.1		Press release dated February 22, 2005 (incorporated by reference to Exhibit 99.1 of the Current Report on Form 8-K of Heritage Property Investment Trust, Inc. filed on February 22, 2005).
10.1		Credit Agreement, dated as of March 29, 2005 by and among Heritage Property Investment Trust, Inc., Wachovia Capital Markets, LLC, as Arranger, Wachovia Bank, National Association, as Agent, each of Deutsche Bank Trust Company Americas and Key Bank National Association, as Syndication Agents, each of Bank of America, National Association and Commerzbank Aktiengesellschaft, New York Branch, as Documentation Agents, and each of the financial institutions initially a signatory to the Credit Agreement (incorporated by reference to Exhibit 10.12 of the Current Report on Form 8-K of Heritage Property Investment Trust, Inc. filed on March 30, 2005.
99.2		Heritage Property Investment Trust, Inc. Supplemental Operating and Financial Data for the quarter ended December 31, 2004 (incorporated by reference to Exhibit 99.2 of the Current Report on Form 8-K of Heritage Property Investment Trust, Inc. filed on February 22, 2005).
99.1		Press release dated March 29, 2005 (incorporated by reference to Exhibit 99.1 of the Current Report on Form 8-K of Heritage Property Investment Trust, Inc. filed on March 30, 2005).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized.

		BRADLEY OPERATING LIMITED PARTNERSHIP
		By: Heritage-Austen Acquisition, Inc., its General Partner
		/s/David G. Gaw
		David G. Gaw
		Senior Vice President, Chief Financial Officer and Treasurer
Dated:	February 22, 2005

	BRADLEY OPERATING LIMITED PARTNERSHIP

	By: Heritage-Austen Acquisition, Inc., its General Partner

	/s/Thomas C. Prendergast
	Thomas C. Prendergast
	Chairman, President and Chief Executive Officer

	/s/David G. Gaw
	David G. Gaw
	Senior Vice President, Chief Financial
	Officer and Treasurer

Dated: March 30, 2005

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