8-K

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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 30, 2003

DUKE REALTY LIMITED PARTNERSHIP
(Exact name of registrant specified in its charter)

Indiana	0-20625	35-1898425
(State of Formation)	(Commission File Number)	(IRS Employer Identification No.)

600 East 96th Street
Suite 100
Indianapolis, IN 46240
(Address of principal executive offices, zip code)

Registrant's telephone number, including area code: (317) 808-6000

Item 7(c). Exhibits

99

Press Release, dated April 30, 2003, announcing the results of operations and financial condition of Duke Realty Corporation for the three months ended March 31, 2003.

Item 9. Regulation FD Disclosure

        On April 30, 2003, Duke Realty Corporation, the general partner of Duke Realty Limited Partnership, issued a press release announcing its results of operations and financial condition for the three months ended March 31, 2003. This press release is attached hereto as Exhibit 99. The information contained in this Current Report is being furnished pursuant to Item 12 under Item 9 of Form 8-K as directed by the SEC in Release No. 34-47583.

Item 12. Results of Operations and Financial Condition

        See Item 9.

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SIGNATURES

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

	DUKE REALTY LIMITED PARTNERSHIP
	By:	Duke Realty Corporation, its sole general partner
	By:	/s/ Matthew A. Cohoat Matthew A. Cohoat Senior Vice President and Corporate Controller
Dated: May 1, 2003

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Item 7(c). Exhibits
Item 9. Regulation FD Disclosure
Item 12. Results of Operations and Financial Condition

SIGNATURES

EX-99

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Exhibit 99

For Immediate Release April 30, 2003 2003-06	For Investor Inquires, contact: Thomas K. Peck 317/808-6168
	For Media Inquires, contact: Donna M. Hovey 317/808-6137

Duke Realty Announces First Quarter EarningsCommon and Preferred Stock Dividends Also Announced

Indianapolis—Duke Realty Corporation (DRE/NYSE) reported today that net income available for common shareholders for the first quarter of 2003 was $37.5 million on revenues of $194.4 million, compared to $45.3 million on revenues of $204.0 million for the first quarter last year. On a per share basis, first quarter net income available for common shareholders was $0.28 per share compared with $0.34 per share for the first quarter of 2002. All per share amounts reported are diluted with basic per share information also included in the financial table accompanying this press release.

        Funds from operations ("FFO") decreased 13.2 percent to $88.1 million for the first quarter of 2003 versus $101.5 million for the same period in 2002. On a per share basis, first quarter FFO decreased 12.3 percent to $0.57 compared to $0.65 for the first quarter of 2002. FFO is a supplemental non-GAAP financial measurement used as a standard in the real estate industry to measure and compare the operating performance of real estate companies. FFO is defined by the National Association of Real Estate Investment Trusts ("NAREIT") as net income or loss, excluding gains or losses from sales of depreciated property, plus operating property depreciation and amortization and adjustments for minority interest and unconsolidated companies on the same basis. A reconciliation of FFO to GAAP net income is included in the financial tables accompanying this press release.

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        Additionally, the Company's Board of Directors declared a quarterly dividend of $.455 per common share, or $1.82 per share on an annualized basis. The dividend is payable on May 30, 2003 to common shareholders of record on May 14, 2003.

        The Board also declared today the following dividends on the Company's outstanding preferred stock:

Class	NYSE Symbol	Quarterly Amount/Share		Record Date	Payment Date
Series B	Not Listed	$	.99875	June 16, 2003	June 30, 2003
Series D	DREPRD	$	.46094	June 16, 2003	June 30, 2003
Series E	DREPRE	$	.51563	June 16, 2003	June 30, 2003
Series I	DREPRI	$	.52813	June 16, 2003	June 30, 2003

        Commenting on Duke's first quarter performance, Tom Hefner, Chairman and Chief Executive Officer, stated,

"Though market and economic conditions remained challenging, we were generally pleased with our performance in the first quarter as we exceeded our previous FFO guidance range of $0.54 - $0.56 per share. Our results included lease termination income of $9.5 million, which was largely offset by snow removal expenses and other weather related rental expenses that were above budget by $5.5 million and will be recovered throughout the remainder of the year. While our outlook remains cautious, we are optimistic that conditions are improving as overall occupancy was up 52 basis points during the quarter, and build-to-suit and third-party construction activity was relatively good. At this time, we see no reason to change our previous 2003 funds from operations guidance of $2.40 - $2.55 per share. With this in mind, we believe that our first quarter FFO per share of $0.57 should be the low point for the current economic downturn."

        Property information at March 31, 2003 was as follows:

•

The Company's 898 stabilized in-service properties totaling 104 million square feet were 88.1 percent leased.



•

The Company's value creation pipeline at March 31, totaled $374.2 million including $145.4 million of developments with an expected stabilized return of 10.4 percent that Duke plans to own indefinitely after completion; $95.0 million of developments with an expected stabilized return of 10.8 percent that the Company plans to sell within approximately one year of completion; and a $134.0 million backlog of third-party construction volume with a 9.1 percent pre-tax profit margin.

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•

Including 3.5 million square feet of projects under development that were 82.4 percent pre-leased, the Company's total portfolio at the end of the first quarter consisted of 924 properties totaling nearly 109 million square feet that were 87.4 percent leased, up from 86.8 percent at December 31, 2002.

        The Company also disclosed the following information for the first quarter of 2003:

•

Duke renewed 62 percent of leases up for renewal, totaling 1.1 million square feet, on which net effective rents declined 1.5 percent.



•

Year-to-date same property net operating income for 2003 decreased 3.1 percent.



•

Property sales in the first quarter were $42.1 million including $29.4 million of properties that were sold in the open market at an average capitalization rate of 9.5 percent.



•

Acquisitions in the first quarter were $35.3 million at an average capitalization rate of 10.0 percent.



•

The Company's interest and fixed-charge coverage ratios in the first quarter were 3.9 and 2.9, respectively, and its debt-to-total market capitalization ratio was 32.3 percent at March 31, 2003.

        When used in this press release, the word "believes," "expects," "estimates" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially. In particular, among the factors that could cause actual results to differ materially are continued qualification as a real estate investment trust, general business and economic conditions, competition, increases in real estate construction costs, interest rates, accessibility of debt and equity capital markets and other risks inherent in the real estate business including tenant defaults, potential liability relating to environmental matters and liquidity of real estate investments. Readers are advised to refer to Duke's Form 8-K Report as filed with the Securities and Exchange Commission on December 6, 2001 for additional information concerning these risks.

        Duke Realty Corporation is the largest publicly traded office and industrial real estate company in the United States and a member of the Forbes Super 500. Offering a complete range of real estate products and services, Duke produces approximately $800 million in annual

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revenue from more than 4,000 tenants and focuses on building dominant market positions in each of its 13 geographic platforms across the Midwest and the Sunbelt. Duke owns interests in nearly 109 million square feet of properties, has approximately 1,000 employees and owns or controls more than 4,000 acres of undeveloped land that can support more than 62 million square feet of future development. Visit Duke on the web at www.dukerealty.com.

        A copy of the Company's March 31, 2003 supplemental information fact book will be available after 7:00 p.m. EDT today in the Investor Information section of the Company's web site at www.dukerealty.com. Duke is also hosting a conference call tomorrow at 2:30 p.m. Eastern Daylight Time (New York time) to discuss its first quarter operating results. All investors are invited to listen to this call, which can be accessed through the Investor Information section of the Company's web site at www.dukerealty.com.

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Financial Highlights
(in thousands, except per share data)

		Three Months Ended March 31
Operating Results
		2003			2002
Revenues from continuing operations		$	194,433		$	204,002
Earnings from rental operations			43,599			54,671
Earnings from service operations			2,053			15,515
Net income for common shareholders—Basic			37,477			45,278
Net income for common shareholders—Diluted			41,602			51,026
Funds from operations—Basic			77,190			87,279
Funds from operations—Diluted			88,128			101,519
Per Share:
Funds from operations—Basic		$	0.57		$	0.66
Funds from operations—Diluted		$	0.57		$	0.65
Net income—common shareholders—Basic		$	0.28		$	0.34
Net income—common shareholders—Diluted		$	0.28		$	0.34
Dividend payout ratio of funds from operations			79.8	%		69.2	%
Weighted average shares outstanding
	Basic—Net income and Funds from operations		135,170			131,932
	Diluted—Net income		150,627			150,270
	Diluted—Funds from operations		155,634			156,724
Balance Sheet Data		March 31 2003			December 31 2002
Net real estate investments		$	4,726,814		$	4,702,788
Total assets			5,381,023			5,348,823
Total debt			2,181,635			2,106,285
Shareholders' equity			2,596,781			2,616,180
Common shares outstanding at end of period			135,270			135,007

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Reconciliation of Net Income to Funds From Operations
(in thousands, except per share data)

		Three Months Ended March 31
		2003						2002
		Amount			Wtd. Avg. Shares	Per Share		Amount		Wtd. Avg. Shares	Per Share
Net Income Available for Common Shares		$	37,477		135,170	$	0.28	$	45,278	131,932	$	0.34
Add back:
	Minority interest in earnings of unitholders		4,125		14,802				5,748	16,738
	Other common stock equivalents				655					1,600
Fully Diluted Net Income			41,602		150,627	$	0.28		51,026	150,270	$	0.34
Adjustments:
	Depreciation and Amortization		47,672						42,819
	Company Share of Joint Venture Depreciation and amortization		5,003						4,415
	(Earnings) loss from depreciable property sales		(8,613	)					96
	Dilutive effect of Convertible Preferred D Shares		2,464		5,007				2,464	5,009
	Dilutive effect of Convertible Preferred G Units		0		0				699	1,445
Fully Diluted Funds From Operations		$	88,128		155,634	$	0.57	$	101,519	156,724	$	0.65

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Exhibit 99