
<PAGE>   1
                                                                EXHIBIT 10.30




                               AMENDMENT NO. 1 TO
                        AGREEMENT OF LIMITED PARTNERSHIP
                                       OF
                     BRANDYWINE OPERATING PARTNERSHIP, L.P.


                  This Amendment No. 1 dated November 6, 1996 to Agreement of
Limited Partnership dated August 22, 1996 by and among BRANDYWINE REALTY TRUST,
a Maryland real estate investment trust as general partner (the "General
Partner"), and the PERSONS NAMED IN EXHIBIT "A" attached hereto, as limited
partners (the "Limited Partners"). The General Partner and the Limited Partners
are sometimes referred to individually as a "Partner" and collectively as the
"Partners".

                                   BACKGROUND

                  A. The General Partner and the Limited Partners have entered
into an Agreement of Limited Partnership of Brandywine Operating Partnership,
L.P. dated August 22, 1996 (the "Partnership Agreement"). Capitalized terms not
defined herein shall have the meanings given to such terms in the Partnership
Agreement.

                  B. The General Partner and the Limited Partners desire to
amend the Partnership Agreement as provided in this Amendment No. 1 to the
Partnership Agreement.

                  Accordingly, intending to be legally bound, the parties hereto
agree as follows:

                  1. Occurrence of Qualified Offering. (a) The completion of the
offering to the public by the General Partner of the common shares of beneficial
interest of the General Partner to be registered with the Securities and
Exchange Commission ("SEC") on the General Partner's registration statement No.
333-13969 on Form S-11 filed with the SEC on October 11, 1996, as such
registration statement may be amended from time to time (the "Registration
Statement") which public offering shall be underwritten on a firm commitment
basis by a syndicate of underwriters for whom Smith Barney Inc. and Legg Mason
Wood Walker Incorporated shall serve as their representatives
("Representatives"), shall constitute the completion of a "Qualified Offering"
(without regard to the amount of proceeds therefrom) as that term is defined and
used in the Partnership Agreement and the Distribution Support and Loan
Agreement dated August 22, 1996 between Safeguard Scientifics (Delaware), Inc.
and the Partnership. Such public offering is hereinafter called the "Public
Offering."

                  (b) The completion by the General Partner of the proposed
transactions (the "SERS Transaction") with a voting
<PAGE>   2
trust (the "SERS Voting Trust") established for the benefit of the Commonwealth
of Pennsylvania State Employes' Retirement System ("SERS"), as advised by Radnor
Real Estate Advisers, Inc. ("RAI") (A) pursuant to which the General Partner
will purchase eleven office buildings and two industrial facilities owned by
SERS for (i) Series A Preferred Shares of the General Partner convertible, under
certain circumstances, into 1,606,060 common shares of the General Partner,
after giving effect to the 1-for-3 reverse share split contemplated by the
Registration Statement; (ii) deferred payments aggregating $3.8 million, and
(iii) two-year warrants to purchase 133,333 common shares of the General Partner
at an exercise price of $25.50 per share, after giving effect to the 1-for-3
reverse share split contemplated by the Registration Statement; and (B) pursuant
to which the General Partner will issue to the SERS Voting Trust, in exchange
for $10.5 million, a number of common shares (or Preferred Shares if no Public
Offering shall occur), equal to $10.5 million divided by the public offering
price of the common shares to be sold in the Public Offering, shall not
constitute the completion of a Qualified Offering, as that term is defined and
used in the Partnership Agreement. If a capital contribution to the Partnership
is made by the General Partner from the proceeds realized from the sale of
preferred shares of beneficial interest ("Preferred Shares") in the SERS
Transaction, the Partnership shall issue to the General Partner in exchange
therefor that number of GP Units equal to the number of shares of BRT Common
Stock into which the Preferred Shares so issued may be converted (without regard
to limitations on conversion) to the extent that the net proceeds of such
issuance of Preferred Shares are contributed to the Partnership.

                  2. Unit Reclassification and Related Adjustments to Reflect
Share Combination. Effective as of the effective time of the reverse share split
as such term is defined in the Registration Statement: (i) each Class A Unit,
Class B Unit, Class C Unit and GP Unit which is outstanding on the date hereof
(including those held in escrow under Section 4.6 hereof), or which has been
committed to be issued by the Partnership under Sections 4.3 and 4.4 of the
Partnership Agreement, shall automatically be converted into and become
one-third of such Unit at such time and no adjustment under Section 15.4 in the
number of common shares issuable in exchange for a Class A Unit shall otherwise
be made as a result of the Share Combination; and (ii) the aggregate number of
Class A Units, Class B Units and Class C Units authorized for issuance under
Section 3.2 of the Partnership Agreement shall be automatically reduced to
495,837 Class A Units, 238,606 Class B Units, and 618,734 Class C Units,
respectively.

                  (a) The Partners agree that, after giving effect to the
reverse share split described in the Registration Statement and reclassification
of the Partnership's Units pursuant to the


                                       -2-
<PAGE>   3
preceding paragraph, the number of outstanding Units held by each Partner of the
Partnership shall be as set forth on Schedule 1 hereto and Exhibits F, H, and I
to the Partnership Agreement is hereby amended and restated in its entirety to
read as attached.

                  (b) Effective as of the effective time of the reverse share
split described in the Registration Statement, the $5.50 amount appearing at
various places in the Partnership Agreement, including in Sections 4.5(b),
4.6(b), 4.7(a)(ii), 4.8(a)(ii), and 4.8(b) and in the definition of "Qualified
Offering", is hereby adjusted to $16.50 in order to properly reflect the reverse
share split.

                  3. Termination of SSI's Right of First Refusal. SSI's right of
first refusal set forth in Section 4.11 of the Partnership Agreement is hereby
terminated, and the provisions of Section 4.11 are deleted from the Partnership
Agreement.

                  4. Amendment of Section 4.4. The second sentence of Section 
4.4(d) of the Partnership Agreement is amended by adding the following words to
the end of such second sentence:

         "less any amounts distributed to such person after August 22, 1996 and
         prior to the date of such acquisition of the Retained Interests and
         Class A Units of Witmer Partnership from such person in respect of such
         person's Retained Interests and Class A Units of Witmer Partnership."

                  5. Deletion of Certain Anti-dilution Adjustments. (a) The
provisions of Sections 15.4(c) and 15.4(d) are hereby terminated and of no
further force or effect and these provisions are hereby deleted from the
Partnership Agreement.

                           (b) Nothing in this Amendment shall waive any
anti-dilution adjustment in the number of common shares issuable in exchange for
the Class A Units that would occur under the remaining provisions of Section 
15.4.

                  6. Amendment of Section 6.3. Section 6.3(a) of the Partnership
Agreement is amended by inserting the following words after the phrase
"distribute to the Partners,":

         "in the proportions described in Section 6.1(d) (if prior to the
         completion of a Qualified Offering) or Section 6.2 (if after the
         completion of a Qualified Offering),".

                  7. Amendment to Definition of Specified Redemption Date. The
definition of "Specified Redemption Date" appearing in the definitions section
of the Partnership Agreement is hereby amended to read in its entirety as
follows:


                                       -3-
<PAGE>   4
                  "'Specified Redemption Date' shall mean the tenth (10th)
                  Business Day after receipt by the General Partner of a Notice
                  of Redemption delivered to the Partnership at any time (i)
                  after the completion of a Qualified Offering, or (ii) after
                  the completion of the SERS Transaction, or (iii) if neither a
                  Qualified Offering or the SERS Transaction has then occurred,
                  within five days of the end of any period of 20 consecutive
                  business days occurring after the second anniversary of the
                  date of this Agreement during which such 20 business day
                  period the market price of a share of BRT Common Stock
                  averaged not less than $5.50 per share ($16.50 upon the
                  effectiveness of the reverse share split described in the
                  Registration Statement), as adjusted in accordance with
                  customary practice for stock splits, stock combinations and
                  stock dividends occurring after the date hereof."

                  8. No Other Amendments. This Amendment does not amend the
Partnership Agreement in any respect except as expressly provided herein, and
the Partnership Agreement, as amended by this Amendment No. 1, shall continue in
full force and effect after the date hereof in accordance with its terms.

                  9. Effective Time of Amendment. This Amendment No. 1 shall
become effective upon the execution and delivery of this Amendment No. 1 by the
General Partner, the holder of all of the outstanding Class B Units, the holder
of all of the outstanding Class C Units, and the holders of 75% or more of the
outstanding Class A Units (as of the date of this Amendment).

                  IN WITNESS WHEREOF, the parties hereto have executed this
Agreement or caused this Agreement to be executed as of the date and year first
above written.


                                             GENERAL PARTNER:

                                             BRANDYWINE REALTY TRUST



                                              By:           /S/
                                                 -------------------------
                                                 Name: Gerard H. Sweeney,
                                                       President


                                       -4-
<PAGE>   5
                                          CLASS A LIMITED PARTNERS:

                                          Safeguard Scientifics (Delaware),
                                          Inc.


                                          By:          /S/
                                             --------------------------------
                                             Name: Gerald M. Wilk
                                             Title: Vice President


                                          THE NICHOLS COMPANY


                                          By:          /S/
                                             --------------------------------
                                             Anthony A. Nichols, President



                                          By:          /S/
                                             --------------------------------
                                             Brian F. Belcher


                                          CLASS B LIMITED PARTNER:


                                          BRANDYWINE REALTY TRUST


                                          By:          /S/
                                             --------------------------------
                                             Gerard H. Sweeney, President


                                          CLASS C LIMITED PARTNER:


                                          BRANDYWINE REALTY TRUST


                                          By:          /S/
                                             --------------------------------
                                             Gerard H. Sweeney, President


                  Safeguard Scientifics (Delaware), Inc. hereby confirms that
the completion of the SERS Transaction shall not constitute a Qualified Offering
for purposes of the Distribution Support and Loan Agreement, and that the
completion of the Public Offering shall constitute a Qualified Offering.


                                       -5-
<PAGE>   6
                                             SAFEGUARD SCIENTIFICS (DELAWARE),
                                             INC.

                                                              /S/
                                             --------------------------------
                                             By:  Gerald M. Wilk
                                                  Authorized Officer


                                       -6-
<PAGE>   7
                                    EXHIBIT A

                        LIST OF CLASS A LIMITED PARTNERS



<TABLE>
<CAPTION>
                                  ADDRESS OF RESIDENCE
                                  ---------------------
                                 (IF AN INDIVIDUAL) OR
                                  ---------------------
                                    EXECUTIVE OFFICES                      SOCIAL SECURITY OR          NUMBER OF CLASS A 
                                  ---------------------                    ------------------          ----------------- 
             NAME                      (IF AN ENTITY)                        TAX ID NUMBER                UNITS OWNED    
             ----                 ---------------------                    ------------------          ----------------- 

<S>                            <C>                                              <C>                   <C>
Safeguard Scientifics          800 The Safeguard Building                       51-0291171   
(Delaware), Inc.               435 Devon Park Drive                                          
                               Wayne, PA 19087                                               
                                                                                             
                                                                                             
                                                                                             
                                                                                             
                               
The Nichols Company            16 Campus Boulevard                              23-2415327    
                               Suite 150                                                      
                               Newtown Square, PA 19073                                       
                                                                                              
                                                                                              
                                                                                              
                                                                                ###-##-####   
Brian F. Belcher               829 Juniper Drive                                              
                               Lafayette Hill, PA 19444                                       
                               
                                                                                


Jack R. Loew                   1090 New Street                                  ###-##-#### 
                               West Chester, PA 19382                                       
                                                                                
                               


Craig C. Hough                 1740 Hunter Circle                               ###-##-####               
                               West Chester, PA 19380                                                     
                                                                                              
                                                                                              
                                                                                              
                                                                                              
RDC Institute, Inc.            602 Upland Avenue                                22-2629435    
                               Upland, PA 19104                                               
                                                                                              
                                                                                              
                                                                                              
                                                                                              
Gary C. Bender                 46 Heron Hill                                    ###-##-####   
                               Downingtown, PA 19335                              
                                                                                  
                              


Lotz Designers Engineers and   601 Dresher Road                                 23-1325780
Constructors, Inc.             Horsham, PA 19044  
                              
                              
                                                                                



Werner A. Fricker              708 McKean Road                                  ###-##-#### 
                               Ambler, PA 19002                                 
                                                        
                                                                               
                                                        
                                                        
Brandywine Realty Trust        Two Greentree Centre                             23-2413352
                               Suite 100                
                               Marlton, NJ 08053        
                                                        
                                                                                
                                                        
                                                        
C/N Oaklands III, Inc.         16 Campus Boulevard                              23-2400860
                               Suite 150                
                               Newtown Square, PA 19073 
                                                        
                                                      

Iron Run V, Inc.               16 Campus Boulevard                              23-2513078
                               Suite 150
                               Newtown Square, PA 19073
</TABLE>
<PAGE>   8
<TABLE>
<S>                            <C>                                              <C>       
C/N Iron Run III, Inc.         16 Campus Boulevard                              23-2400862
                               Suite 150                
                               Newtown Square, PA 19073 
                                                        
                               
                                                       


C/N Leedom II, Inc.            800 The Safeguard Building                       23-2292137
                               435 Devon Park Drive
                               Wayne, PA 19087
</TABLE>



                             LIST OF OTHER PARTNERS





<TABLE>
<CAPTION>
                                         ADDRESS OF RESIDENCE
                                         ---------------------
                                        (IF AN INDIVIDUAL) OR
                                         ---------------------
                                          EXECUTIVE OFFICES                  SOCIAL SECURITY OR          NUMBER AND TYPE OF  
                                         ---------------------               -------------------         ------------------
        NAME                                 (IF AN ENTITY)                     TAX ID NUMBER                UNITS OWNED     
        ----                             ---------------------               -------------------         ------------------


<S>                                    <C>                                  <C>                          <C>
Brandywine Realty
Trust


Brandywine Realty
Trust


Brandywine Realty
Trust
</TABLE>





