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  September 30, 2000
                                     ------------------
                                  OR

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

     For the transition period from       to       .
                                   -------   -------
 ---------------------------------------------------------------------

     Commission File Number: 0-20625
                             -------
                 DUKE-WEEKS REALTY LIMITED PARTNERSHIP

State of Incorporation:                      IRS Employer ID Number:

       Indiana                                     35-1898425
-----------------------                      ----------------------
                Address of principal executive offices:

                  8888 Keystone Crossing, Suite 1200
                   ---------------------------------
                    Indianapolis, Indiana    46240
                     ----------------------------
                      Telephone:  (317) 808-6000
                      --------------------------
Indicate by check mark whether the registrant (1) has filed all reports
required  to be filed by Section 13 or 15(d) of the Securities Exchange
Act  of 1934 during the preceding 12 months (or for such shorter period
that  the  registrant was required to file such reports), and  (2)  has
been subject to such filing requirements for the past 90 days.

                               Yes X  No
                                  ---    ---

The number of Limited Partnership Units outstanding as of November 10,
2000 was 146,514,293.


<PAGE>

                 DUKE-WEEKS REALTY LIMITED PARTNERSHIP

                                 INDEX

PART I - FINANCIAL INFORMATION                         PAGE
------------------------------                         ----
ITEM 1.  FINANCIAL STATEMENTS

 Condensed Consolidated Balance Sheets as of
   September 30, 2000 (Unaudited) and
   December 31, 1999                                   2

 Condensed Consolidated Statements of
  Operations for the three months and
  nine months ended September 30, 2000
  and 1999 (Unaudited)                                 3

 Condensed Consolidated Statements of
  Cash Flows for the nine months ended
  September 30, 2000 and 1999 (Unaudited)              4

 Condensed Consolidated Statement of
  Partners' Equity for the nine months
  ended September 30, 2000 (Unaudited)                 5

 Notes to Condensed Consolidated Financial
  Statements (Unaudited)                              6-11

 Independent Accountants' Review Report                12

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
         OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS                               13-21


PART II - OTHER INFORMATION


 Item 1.  Legal Proceedings                            21
 Item 2.  Changes in Securities                        21
 Item 3.  Defaults Upon Senior Securities              21
 Item 4.  Submission of Matters to a Vote
           of Security Holders                         21
 Item 5.  Other Information                            21
 Item 6.  Exhibits and Reports on Form 8-K             22


<PAGE>

                    PART I - FINANCIAL INFORMATION
                     ITEM 1. FINANCIAL STATEMENTS
        DUKE-WEEKS REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                            (IN THOUSANDS)
<TABLE>
<CAPTION>

                                   September 30,   December 31,
                                       2000           1999
                                   -------------   ------------
                                    (Unaudited)
<S>                                <C>             <C>
ASSETS
------
Real estate investments
   Land and improvements           $  628,439      $  602,789
   Buildings and tenant
    improvements                    4,326,808       4,124,117
   Construction in progress           235,304         327,944
   Investments in unconsolidated
    companies                         160,094         145,587
   Land held for development          262,340         246,533
                                    ---------       ---------
                                    5,612,985       5,446,970
   Accumulated depreciation          (340,950)       (254,574)
                                    ---------       ---------
      Net real estate investments   5,272,035       5,192,396

Cash and cash equivalents              41,119          18,514
Accounts receivable,
 net of allowance
 of $1,367 and $1,775                  17,377          26,844
Straight-line rent receivable,
 net of allowance of $841              38,027          29,770
Receivables on construction contracts  47,501          29,537
Deferred financing costs, net of
 accumulated amortization of
 $11,921 and $9,082                    13,468          16,571
Deferred leasing and other costs,
 net of accumulated amortization
 of $32,255 and $21,287               106,418          83,153
Escrow deposits and other assets       91,381          90,499
                                    ---------       ---------
                                   $5,627,326      $5,487,284
                                    =========       =========
LIABILITIES AND PARTNERS' EQUITY
--------------------------------
Indebtedness:
   Secured debt                    $  448,105     $   528,665
   Unsecured notes                  1,286,660       1,326,811
   Unsecured lines of credit          466,000         258,000
                                    ---------       ---------
                                    2,200,765       2,113,476

Construction payables and amounts
 due subcontractors                    89,607          89,985
Accounts payable                        3,378           3,179
Accrued expenses:
  Real estate taxes                    66,922          47,604
  Interest                             19,562          20,658
  Other                                56,359          41,836
Other liabilities                      31,334          30,541
Tenant security deposits and
 prepaid rents                         33,629          36,156
                                    ---------       ---------
    Total liabilities               2,501,556       2,383,435
                                    ---------       ---------
Minority interest                       2,180           1,860
                                    ---------       ---------
Partners' equity:
 General Partner
  Common equity                     2,101,173       2,082,720
  Preferred equity (liquidation
   preference of $609,117)            586,504         587,385
                                    ---------       ---------
                                    2,687,677       2,670,105
 Limited partners' common equity      332,958         328,929
 Limited partners' preferred
  equity                              102,955         102,955
                                    ---------       ---------
                                    3,123,590       3,101,989
                                    ---------       ---------
                                   $5,627,326      $5,487,284
                                    =========       =========
</TABLE>

 See accompanying Notes to Condensed Consolidated Financial Statements
                                 - 2 -

<PAGE>

        DUKE-WEEKS REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                (IN THOUSANDS, EXCEPT PER UNIT AMOUNTS)
                              (UNAUDITED)

<TABLE>
<CAPTION>
                                Three months ended       Nine months ended
                                   September 30,           September 30,
                                ------------------       -----------------
                                2000          1999       2000         1999
                                ----          ----       ----         ----
<S>                          <C>          <C>          <C>        <C>
RENTAL OPERATIONS:
 Revenues:
  Rental income               $182,525     $157,001    $528,617    $360,849
  Equity in earnings of
   unconsolidated companies      3,235        3,272      10,285       8,559
                               -------      -------     -------     -------
                               185,760      160,273     538,902     369,408
                               -------      -------     -------     -------
Operating expenses:
  Rental expenses               30,322       25,095      87,428      61,222
  Real estate taxes             18,833       16,408      56,417      38,899
  Interest expense              36,376       25,960     105,310      59,080
  Depreciation and
    amortization                41,884       32,738     121,429      74,127
                               -------      -------     -------     -------
                               127,415      100,201     370,584     233,328
                               -------      -------     -------     -------
     Earnings from rental
      operations                58,345       60,072     168,318     136,080
                               -------      -------     -------     -------
SERVICE OPERATIONS:
 Revenues:
  Property management,
   maintenance
   and leasing fees             5,937         7,255      18,202      14,676
  Construction and
   development
   activity income             15,634         7,817      41,581      20,976
  Other income                    332           330       1,226         910
                              -------       -------     -------     -------
                               21,903        15,402      61,009      36,562

   Operating expenses          13,410        11,531      36,187      24,073
                              -------       -------     -------     -------
      Earnings from service
       operations               8,493         3,871      24,822      12,489
                              -------       -------     -------     -------
General and administrative
 expense                       (5,825)       (4,626)    (15,499)    (11,737)
                              -------       -------     -------     -------
       Operating income        61,013        59,317     177,641     136,832

OTHER INCOME (EXPENSE):
 Interest income                1,630           699       5,533       1,844
 Earnings from land and
  depreciated property
  sales                         4,459         3,095      22,550       7,380
 Other expense                   (111)         (133)       (361)       (471)
 Other minority interest in
  earnings of subsidiaries       (697)         (617)     (1,669)     (1,497)
                              -------       -------     -------     -------

     Net income                66,294        62,361     203,694     144,088
Dividends on preferred
 units                        (14,345)      (14,356)    (43,050)    (32,452)
                              -------       -------     -------     -------
Net income available for
 common unitholders          $ 51,949      $ 48,005    $160,644    $111,636
                              =======       =======     =======     =======
Net income per common unit:
 Basic                       $    .36      $    .35    $   1.10    $   1.00
                              =======       =======     =======     =======
 Diluted                     $    .35      $    .35    $   1.09    $   1.00
                              =======       =======     =======     =======

Weighted average number
 of common units
 outstanding                  146,138       137,721     145,663    111,086
                              =======       =======     =======    =======
Weighted average number of
 common and dilutive
 potential common units       147,916       138,923     147,218    112,106
                              =======       =======     =======    =======

</TABLE>

 See accompanying Notes to Condensed Consolidated Financial Statements

                                 - 3 -

<PAGE>
        DUKE-WEEKS REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                FOR THE NINE MONTHS ENDED SEPTEMBER 30,
                            (IN THOUSANDS)
                              (UNAUDITED)
<TABLE>
<CAPTION>

                                                        2000       1999
                                                        ----       ----
<S>                                                   <C>       <C>
Cash flows from operating activities:
 Net income                                           $203,694  $144,088
  Adjustments to reconcile net income
   to net cash provided by operating activities:
    Depreciation of buildings and tenant improvements  107,906    66,993
    Amortization of deferred financing costs             2,702     1,324
    Amortization of deferred leasing and other costs    13,523     7,134
    Minority interest in earnings                        1,669     1,497
    Straight-line rent adjustment                      (12,819)   (7,462)
    Earnings from land and depreciated
     property sales                                   (22,550)   (7,380)
    Construction contracts, net                       (18,342)   29,741
    Other accrued revenues and expenses, net           25,718    23,766
    Equity in earnings in excess of operating
     distributions received from unconsolidated
      companies                                          (105)     (942)
                                                      -------   -------
      NET CASH PROVIDED BY OPERATING ACTIVITIES       301,396   258,759
                                                      -------   -------
Cash flows from investing activities:
  Development of real estate investments             (409,428) (306,031)
  Acquisition of real estate investments               (5,932) (124,968)
  Acquisition of land held for development
   and infrastructure costs                           (73,194)  (82,995)
  Recurring costs:
   Tenant improvements                                (24,085)  (14,003)
   Leasing costs                                      (14,175)   (7,952)
   Building improvements                               (4,924)   (1,564)
  Other deferred leasing costs                        (27,941)  (17,126)
  Other deferred costs and other assets                (9,548)  (39,103)
  Escrow for property exchanges, net                    5,235         -
  Proceeds from land and depreciated
   property sales, net                                345,064    35,524
  Capital distributions received from
   unconsolidated companies                                 -    16,802
  Net investment in and advances to
   unconsolidated companies                           (24,891)  (30,048)
                                                      -------   -------
      NET CASH USED BY INVESTING ACTIVITIES          (243,819) (571,464)
                                                      -------   -------
Cash flows from financing activities:
  Contributions from General Partner                   21,842   299,978
  Proceeds from indebtedness                                -   300,000
  Borrowings on lines of credit, net                  240,026   174,000
  Repayments on indebtedness including
   principal amortization                             (73,810) (264,711)
  Distributions to partners                          (176,231) (119,382)
  Distributions to preferred unitholders              (43,050)  (32,452)
  Distributions to minority interest                   (1,349)   (1,401)
  Deferred financing costs                             (2,400)   (5,141)
                                                      -------   -------
     NET CASH PROVIDED (USED) BY
      FINANCING ACTIVITIES                            (34,972)  350,891
                                                      -------   -------
       NET INCREASE IN CASH AND CASH EQUIVALENTS       22,605    38,186

Cash and cash equivalents at beginning of period       18,514     6,626
                                                      -------   -------
Cash and cash equivalents at end of period           $ 41,119  $ 44,812
                                                      =======   =======
Significant non-cash items:

 Assumption of debt for real estate acquisitions     $      -  $ 26,186
                                                      =======   =======
 Acquisition of minority interest                    $  6,806  $ 49,941
                                                      =======   =======
 Issuance of limited partner units for
  real estate acquisitions                           $  7,615  $  2,017
                                                      =======   =======
 Transfer of mortgage debt in sale
  of depreciated property                            $ 72,650  $      -
                                                      =======   =======

</TABLE>
 See accompanying Notes to Condensed Consolidated Financial Statements
                                 - 4 -

        DUKE-WEEKS REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES

         CONDENSED CONSOLIDATED STATEMENT OF PARTNERS' EQUITY
             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
                            (IN THOUSANDS)
                              (UNAUDITED)
<TABLE>
<CAPTION>

                      General Partner       Limited     Limited
                    ----------------------  Partners'   Partners'
                    Common       Preferred  Common      Preferred
                    Equity       Equity     Equity      Equity       Total
                    ---------    ---------  ---------   ---------   ---------

<S>                 <C>          <C>        <C>         <C>        <C>
BALANCE AT
 DECEMBER 31, 1999  $2,082,720   $ 587,385   $328,929    $102,955   $3,101,989

 Net income            139,533      36,744     21,111       6,306      203,694

 Capital contribution
  from (repayments to)
  General  Partner      23,648        (881)        -           -        22,767

 Acquisition of
  partnership interest
  for common stock
  of General Partner     8,334           -    (1,528)          -         6,806

 Acquisition of property
  in exchange for
  Limited Partner
  Units                      -           -     7,615           -         7,615

 Distributions to
  preferred unitholders      -     (36,744)        -      (6,306)      (43,050)

 Distributions to
  partners ($1.21
  per common unit)    (153,062)          -   (23,169)          -      (176,231)
                     ---------     -------   -------     -------     ---------
BALANCE AT
 SEPTEMBER 30,
 2000               $2,101,173    $586,504 $332,958     $102,955    $3,123,590
                     =========     =======  =======      =======     =========
COMMON UNITS
 OUTSTANDING
 AT SEPTEMBER
 30, 2000              127,509               18,980                    146,489
                     =========              =======                  =========

</TABLE>

 See accompanying Notes to Condensed Consolidated Financial Statements

                                 - 5 -

<PAGE>

                 DUKE-WEEKS REALTY LIMITED PARTNERSHIP
   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. FINANCIAL STATEMENTS

The  interim  condensed consolidated financial statements  included
herein  have been prepared by Duke-Weeks Realty Limited Partnership
(the   "Partnership")  without  audit.  The  statements  have  been
prepared   in   accordance  with  generally   accepted   accounting
principles  for interim financial information and the  instructions
for  Form 10-Q and Rule 10-01 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.   In   the  opinion  of  management,  all   adjustments
(consisting  of normal recurring adjustments) considered  necessary
for  a  fair  presentation  have  been  included.  These  financial
statements  should  be  read in conjunction with  the  consolidated
financial   statements   and  notes   thereto   included   in   the
Partnership's Annual Financial Statements.

THE PARTNERSHIP

The  Partnership  was formed on October 4, 1993, when  the  General
Partner  contributed all of its properties and related  assets  and
liabilities  along with the net proceeds from the  issuance  of  an
additional 14,000,833 units through a common stock offering to  the
Partnership.   Simultaneously,  the   Partnership   completed   the
acquisition  of  Duke  Associates, a full-service  commercial  real
estate  firm  operating  in the Midwest. The  General  Partner  was
formed  in  1985  and qualifies as a real estate  investment  trust
under  provisions of the Internal Revenue Code. The General Partner
is  the  sole general partner of the Partnership and owns 86.9%  of
the  Partnership  at  September 30,  2000.  The  remaining  limited
partnership interest ("Limited Partner Units") (together  with  the
units  of  General  Gartner interests, the  ("Common  Units"))  are
mainly  owned  by  the  previous partners of Duke  Associates.  The
Limited  Partner Units are exchangeable for shares  of  the  General
Partner's common stock on a one-for-one basis subject generally  to
a   one-year  holding  period.  The  General  Partner  periodically
acquires  a  portion  of the minority interest in  the  Partnership
through the issuance of shares of common stock for a like number  of
Common Units. The acquisition of the minority interest is accounted
for  under the purchase method with assets acquired recorded at the
fair market value of the General Partner's common stock on the date
of acquisition.

The  service operations are conducted through Duke Realty  Services
Limited  Partnership and Duke Construction Limited Partnership,  in
which  the  Partnership has an 89% profits interest (after  certain
preferred  returns  on  partners' capital accounts)  and  effective
control  of their operations. The consolidated financial statements
include  the accounts of the Partnership and its majority-owned  or
controlled  subsidiaries.  The equity interests in these  majority-
owned  or controlled subsidiaries not owned by the Partnership  are
reflected  as  minority  interests in  the  consolidated  financial
statements.

2. LINES OF CREDIT

The  Partnership  has the following lines of credit  available  (in
thousands):

                                                                 Outstanding
                          Borrowing   Maturity     Interest      at September
     Description          Capacity     Date          Rate        30, 2000
------------------------  ---------   --------     ---------     ------------
Unsecured Line of Credit  $450,000    April 2001   LIBOR + .70%   $436,000
Unsecured Line of Credit  $300,000     June 2001   LIBOR + .90%   $ 30,000
Secured Line of Credit    $150,000  January 2003   LIBOR + 1.05%  $ 32,026

                                 - 6 -

<PAGE>
The lines of credit are used to fund development and acquisition of
additional rental properties and to provide working capital.

The $450 million line of credit allows the Partnership an option to
obtain  borrowings from the financial institutions that participate
in the line of credit at rates lower than the stated interest rate,
subject to certain restrictions. Amounts outstanding on the line of
credit at September 30, 2000, are at LIBOR + .51% to .70%.

3. RELATED PARTY TRANSACTIONS

The   Partnership   provides  management,   maintenance,   leasing,
construction,  and other tenant related services to  properties  in
which   certain   executive  officers  have  continuing   ownership
interests. The Partnership was paid fees totaling $1.7 million  and
$2.0  million for such services for the nine months ended September
30,  2000 and 1999, respectively. Management believes the terms for
such services are equivalent to those available in the market.  The
Partnership  has  an  option to purchase  the  executive  officers'
interest  in  each of these properties which expires October  2003.
The  option price of each property was established at the date  the
option was granted.

At  September  30,  2000,  other assets included  outstanding  loan
advances  totaling $2.4 million due from a related party,  under  a
$5.7  million  demand loan agreement. The loan  bears  interest  at
LIBOR  plus 2.10% and is secured by real estate assets held by  the
related  entity, which the Partnership has arrangements to  acquire
in future periods. Interest earned under the agreement and included
in the accompanying condensed consolidated statements of operations
totaled $173,705 for the nine months ended September 30, 2000.

4.  NET INCOME PER COMMON UNIT

Basic net income per common unit is computed by dividing net income
available for common unitholders by the weighted average number  of
common  units  outstanding for the period. Diluted net  income  per
unit  is  computed  by  dividing net income  available  for  common
unitholders by the sum of the weighted average number of common units
units and dilutive potential common units outstanding for the period.

The  following table reconciles the components of basic and diluted
net  income  per  common unit for the three and nine  months  ended
September 30 (in thousands):

                             Three Months Ended      Nine Months Ended
                               September 30,           September 30,
                             -------------------     ------------------
                             2000           1999     2000          1999
                             ----           ----     ----          ----

Net income available
 for common unitholders      $ 51,949   $ 48,005     $160,644   111,636
                              =======    =======      =======   =======
Weighted average number
 of common units
 outstanding                  146,138    137,721      145,663   111,086
Dilutive units for
 long-term compensation
 plans                          1,778      1,202        1,555     1,020
                              -------    -------      -------   -------
Weighted average number of
 common units and dilutive
 potential common units       147,916    138,923      147,218   112,106
                              =======    =======      =======   =======

The  Preferred  D  Series  Convertible  equity  and  the  Series  G
preferred limited partner units were anti-dilutive at September 30,
2000;  therefore,  no  conversion to common units  is  included  in
weighted dilutive potential common units outstanding.

                                 - 7 -
<PAGE>
5.   SEGMENT REPORTING

The   Partnership  is  engaged  in  four  operating  segments;  the
ownership  and rental of office, industrial and retail real  estate
investments and the providing of various real estate services  such
as  property  management,  maintenance,  leasing  and  construction
management  to  third-party property owners ("Service Operations").
The  Partnership's reportable segments offer different products  or
services and are managed separately because each requires different
operating  strategies  and  management  expertise.  There  are   no
material intersegment sales or transfers.

Non-segment  revenue to reconcile to total revenue consists  mainly
of  equity  in  earnings  of unconsolidated companies.  Non-segment
assets  to  reconcile to total assets consist of  corporate  assets
including  cash,  deferred  financing  costs  and  investments   in
unconsolidated companies.

The  Partnership  assesses and measures segment  operating  results
based on an industry performance measure referred to as Funds  From
Operations  ("FFO").  The  National  Association  of  Real   Estate
Investment  Trusts  defines FFO as net income  or  loss,  excluding
gains  or  losses from debt restructuring and sales of  depreciated
operating  property,  plus  operating  property  depreciation   and
amortization   and   adjustments   for   minority   interest    and
unconsolidated companies on the same basis. FFO is not a measure of
operating  results  or  cash  flows from  operating  activities  as
measured  by  generally  accepted  accounting  principles,  is  not
necessarily  indicative of cash available to fund  cash  needs  and
should  not be considered an alternative to cash flows as a measure
of  liquidity.  Interest  expense and other  non-property  specific
revenues  and expenses are not allocated to individual segments  in
determining the Partnership's performance measure.

The  revenues and FFO for each of the reportable segments  for  the
three  and nine months ended September 30, 2000 and 1999,  and  the
assets for each of the reportable segments as of September 30, 2000
and December 31, 1999, are summarized as follows (in thousands):

                          Three Months Ended     Nine Months Ended
                             September 30,         September 30,
                          -------------------    ------------------
                          2000          1999     2000         1999
                          ----          ----     ----         ----
Revenues
 Rental Operations:
   Office                $ 87,811   $ 75,628    $251,785   $198,025
   Industrial              87,513     74,877     256,032    143,267
   Retail                   7,434      7,248      22,325     19,326
  Service Operations       21,903     15,402      61,009     36,562
                         --------    -------     -------    -------
   Total Segment FFO      204,661    173,155     591,151    397,180
  Non-Segment Revenue       3,002      2,520       8,760      8,790
                          -------    -------     -------    -------
   Consolidated Revenue  $207,663   $175,675    $599,911   $405,970
                          =======    =======     =======    =======

                                 - 8 -

<PAGE>
                         Three Months Ended     Nine Months Ended
                            September 30,         September 30,
                         -------------------    ------------------
                         2000          1999     2000         1999
                         ----          ----     ----         ----

Funds From Operations
 Rental Operations:
   Office               $ 59,091   $ 51,981    $171,817   $135,764
   Industrial             68,536     59,296     200,182    111,578
   Retail                  5,801      5,874      17,833     15,659
  Services Operations      8,493      3,871      24,822     12,489
                         -------    -------     -------    -------
   Total Segment FFO     141,921    121,022     414,654    275,490

  Non-Segment FFO:
   Interest expense      (36,376)   (25,960)   (105,310)   (59,080)
   Interest income         1,630        699       5,533      1,844
   General and
    administrative
    expenses              (5,825)    (4,626)    (15,499)   (11,737)
   Gain on land sales      2,612        690       6,525      1,577
   Other revenues and
    expenses, net           (250)    (1,798)     (5,855)    (2,792)
   Other minority
    interest in earnings
    of subsidiaries         (697)      (617)     (1,669)    (1,497)
   Joint venture FFO       5,298      4,553      15,751     12,632
   Dividends on preferred
    units                (14,345)   (14,356)    (43,050)   (32,452)
                         -------    -------     -------    -------
     Consolidated FFO     93,968     79,607     271,080    183,985

 Depreciation and
  amortization           (41,884)   (32,738)   (121,429)   (74,127)
 Share of joint
  venture adjustments     (1,982)    (1,270)     (5,032)    (4,026)
 Earnings from depreciated
  property sales           1,847      2,406      16,025      5,804
                         -------    -------     -------    -------

   Net Income
    Available for
    Common Unitholders  $ 51,949   $ 48,005    $160,644   $111,636
                         =======    =======     =======    =======

                         September 30,   December 31,
                            2000             1999
                            ----             ----
Assets
 Rental Operations:
   Office                $2,405,913      $2,252,795
   Industrial             2,689,542       2,707,028
   Retail                   186,628         205,993
 Service Operations          93,460          62,335
                          ---------       ---------
   Total Segment Assets   5,375,543       5,228,151
  Non-Segment Assets        251,783         259,133
                          ---------       ---------
   Consolidated Assets   $5,627,326      $5,487,284
                          =========       =========

6.   REAL ESTATE ASSETS HELD FOR SALE

In  order to redeploy capital, the Partnership has an active  sales
program   through  which  it  is  continually  pursuing   favorable
opportunities to dispose of real estate assets that do not meet
long-term  investment objectives of the Partnership.  At  September
30,  2000,  the Partnership had 15 industrial, 17 office and  three
retail properties comprising approximately 3.9 million square  feet
held  for  sale. Of these properties, six build-to-suit industrial,
four  build-to-suit office and two build-to-suit retail  properties
were  under development at September 30, 2000. Net operating income
(defined as total property revenues, less property expenses,  which
include  real  estate  taxes,  repairs  and  maintenance,  property
management,  utilities,  insurance  and  other  expenses)  of   the
properties  held for sale for the nine months ended  September  30,
2000,  was  approximately  $9.8 million.  Net  book  value  of  the
properties held for sale at September 30, 2000, was $130.3 million.
There can be no assurances that such properties will be sold.

7.  PARTNERS' EQUITY

The  following  series of preferred equity are  outstanding  as  of
September 30, 2000 (in thousands, except percentages):

                                 - 9 -

<PAGE>

                    Units        Dividend   Redemption  Liquidation
Description         Outstanding    Rate       Date      Preference   Convertible
------------------  -----------  --------   ----------  -----------  -----------
Preferred A Series     300        9.100%     08/31/01    $  75,000      No
Preferred B Series     300        7.990%     09/30/07      150,000      No
Preferred D Series     536        7.375%     12/31/03      134,117     Yes
Preferred E Series     400        8.250%     01/20/04      100,000      No
Preferred F Series     600        8.000%     10/10/02      150,000      No

All  series  of  preferred equity require cumulative distributions,
have  no  stated maturity date, and the redemption  price  of  each
series  may  only  be  paid  from the  proceeds  of  other  capital
contributions  from the General Partner, which  may  include  other
classes or series of preferred equity.

The  Preferred Series D equity is convertible at a conversion  rate
of 9.3677 common units for each preferred unit outstanding.

The  dividend  rate on the Preferred B Series equity  increases  to
9.99% after September 12, 2012.

8. MERGER WITH WEEKS CORPORATION

In  July 1999, the General Partner and Weeks Corporation ("Weeks"),
approved  a  merger transaction whereby Weeks, a self-administered,
self-managed  geographically focused Real Estate  Investment  Trust
("REIT") which operated primarily in the southeastern United States
and   its   consolidated  subsidiary,  Weeks  Realty  L.P.  ("Weeks
Operating  Partnership"), were merged with  and  into  the  General
Partner  and  its  consolidated  subsidiary,  Duke  Realty  Limited
Partnership  ("Duke  Operating Partnership").  The  total  purchase
price   of   Weeks  and  Weeks  Operating  Partnership   aggregated
approximately  $1.9 billion, which included the assumption  of  the
outstanding debt and liabilities of Weeks Operating Partnership  of
approximately $775 million.

The following summarized pro forma unaudited information represents
the  combined  historical  operating  results  of  Weeks  Operating
Partnership  and  Duke Operating Partnership with  the  appropriate
purchase  accounting adjustments, assuming the merger had  occurred
on  January 1, 1999. The pro forma financial information  presented
is  not  necessarily  indicative of what the  Partnership's  actual
operating  results would have been had Weeks Operating  Partnership
and  Duke Operating Partnership constituted a single entity  during
such periods (in thousands, except per unit amounts):

                                     Nine Months Ended
                                       September 30,
                                     ------------------
                                      2000        1999
                                      ----        ----
                                    (ACTUAL)  (Pro Forma)

  Rental income                     $528,617    $451,932
                                     =======     =======
  Net income available for
   common unitholders               $160,644    $136,623
                                     =======     =======
  Weighted average common
   units outstanding:
       Basic                         145,663     136,350
                                     =======     =======
       Diluted                       147,218     137,540
                                     =======     =======
  Net income per common unit:
        Basic                       $   1.10    $   1.00
                                     =======     =======
        Diluted                     $   1.09    $   0.99
                                     =======     =======

9. RECLASSIFICATIONS

Certain  1999  balances have been reclassified to conform  to  2000
presentation.


                                - 10 -
<PAGE>
10.  SUBSEQUENT EVENTS

DECLARATION OF DIVIDENDS BY GENERAL PARTNER

The  Board  of  Directors  of  the  General  Partner  declared  the
following distributions on October 25, 2000:

                 Quarterly
   Class        Amount/Unit    Record Date            Payment Date
------------    -----------    -----------------      -----------------
Common          $   0.43       November 14, 2000      November 30, 2000
Preferred:
 Series A       $0.56875       November 16, 2000      November 30, 2000
 Series B       $0.99875       December 15, 2000      December 29, 2000
 Series D       $0.46094       December 15, 2000      December 29, 2000
 Series E       $0.51563       December 15, 2000      December 29, 2000
 Series F       $0.50000        January 17, 2000       January 31, 2000

INVESTMENT IN JOINT VENTURE

On October 4, 2000, the Partnership sold or contributed $469 million of
industrial properties and $18 million of undeveloped land to a joint
venture in which the Partnership will have a 50% interest. This trans-
action expands an existing venture which, upon completion of this
transaction, will own 129 buildings totaling more than 21 million square
feet with a value of $789  million. The venture properties are secured
by $383 million of first mortgage debt. The Partnership will provide
real estate related services to the venture through its Service Operations.

                                - 11 -


<PAGE>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT

The Partners
DUKE-WEEKS REALTY LIMITED PARTNERSHIP:

We  have reviewed the condensed consolidated balance sheet of  Duke-
Weeks  Realty  Limited Partnership and subsidiaries as of  September
30,   2000,   the  related  condensed  consolidated  statements   of
operations for the three months and nine months ended September  30,
2000 and 1999, the related condensed consolidated statements of cash
flows for the nine months ended September 30, 2000 and 1999, and the
related condensed consolidated statement of partners' equity for the
nine  months  ended September 30, 2000. These condensed consolidated
financial  statements  are the responsibility of  the  Partnership's
management.

We  conducted our review in accordance with standards established by
the American Institute of Certified Public Accountants. A review  of
interim  financial  information  consists  principally  of  applying
analytical  procedures  to financial data and  making  inquiries  of
persons  responsible  for financial and accounting  matters.  It  is
substantially  less in scope than an audit conducted  in  accordance
with  generally accepted auditing standards, the objective of  which
is  the  expression of an opinion regarding the financial statements
taken as a whole. Accordingly, we do not express such an opinion.

Based  on our review, we are not aware of any material modifications
that   should  be  made  to  the  condensed  consolidated  financial
statements  referred  to above for them to  be  in  conformity  with
generally accepted accounting principles.

We  have  previously audited, in accordance with generally  accepted
auditing  standards,  the consolidated balance sheet  of  Duke-Weeks
Realty Limited Partnership and subsidiaries as of December 31, 1999,
and  the  related  consolidated statements of operations,  partners'
equity  and  cash  flows  for  the year then  ended  (not  presented
herein);  and in our report dated January 25, 2000, we expressed  an
unqualified  opinion on those consolidated financial statements.  In
our opinion, the information set forth in the accompanying condensed
consolidated  balance  sheet  as of  December  31,  1999  is  fairly
presented, in all material respects, in relation to the consolidated
balance sheet from which it has been derived.


KPMG LLP
Indianapolis, Indiana
October 25, 2000


                                - 12 -

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

OVERVIEW
--------
The  Partnership's operating results depend primarily  upon  income
from  the  rental operations of its industrial, office  and  retail
properties located in its primary markets. This income from  rental
operations is substantially influenced by the supply and demand for
the Partnership's rental space in its primary markets. In addition,
the Partnership's continued growth is dependent upon its ability to
maintain  occupancy  rates and increase rental  rates  of  its  in-
service  portfolio and to continue development and  acquisition  of
additional rental properties.

The  Partnership's primary markets have continued to  offer  strong
and  stable  local  economies  and  have  provided  attractive  new
development    opportunities   because   of    their    established
manufacturing  base, skilled work force and moderate  labor  costs.
The  Partnership  expects  to  continue  to  maintain  its  overall
occupancy  levels  and also expects to be able to  increase  rental
rates  as  leases  are  renewed or new leases  are  executed.  This
combination should improve the Partnership's results of  operations
from  its  in-service  properties. The Partnership's  strategy  for
continued  growth also includes developing and acquiring additional
rental properties in its primary markets.

The  Partnership  tracks same property performance  which  compares
those  properties that were in-service for all of a  calendar  two-
year  period.  The  net  operating income from  the  same  property
portfolio  increased 4.75% for the nine months ended September  30,
2000, compared to the nine months ended September 30, 1999.

The   following   table  sets  forth  information   regarding   the
Partnership's  in-service  portfolio of  rental  properties  as  of
September 30, 2000 and 1999 (in thousands, except percentages):

                       Total              Percent of
                     Square Feet       Total Square Feet     Percent Occupied
                   ----------------    -----------------     ----------------
Type               2000        1999    2000         1999     2000        1999
----               ----        ----    ----         ----     ----        ----
INDUSTRIAL
 Service Centers   13,359    11,313    13.9%       12.8%    92.3%      93.9%
 Bulk              59,431    56,527    62.0        64.0     94.2%      92.4%
OFFICE
 Suburban          19,663    16,751    20.5        19.0     92.0%      92.7%
 CBD                  861       861     1.0         1.0     97.1%      92.2%
RETAIL              2,535     2,836     2.6         3.2     97.0%      93.7%
                   ------    ------   -----       -----
  Total            95,849    88,288   100.0%      100.0%    93.6%      92.7%
                   ======    ======   =====       =====

The following table reflects the Partnership's in-service portfolio
lease  expiration  schedule as of September 30,  2000,  by  product
type,  indicating square footage and annualized net effective rents
under  expiring  leases  (in  thousands,  except  per  square  foot
amounts):


                                - 13 -

  <PAGE>
  <TABLE>
  <CAPTION>
          Total               Industrial           Office            Retail
          -----               ----------           ------            ------
Yr of    Square             Square              Square           Square
Exp      Feet     Revenue   Feet       Revenue  Feet     Revenue Feet    Revenue
-----    ------   -------   -------    -------  ------   ------- ------  -------
<S>      <C>      <C>       <C>        <C>      <C>      <C>     <C>     <C>
2000      2,463   $ 14,857   1,967     $ 8,668     425   $ 5,526     71  $   663
2001      9,252     57,766   7,147      31,960   2,034    24,913     71      893
2002      9,373     60,402   7,451      36,922   1,848    22,444     74    1,036
2003     10,212     67,927   8,073      40,017   2,021    26,486    118    1,424
2004      9,588     66,870   7,271      35,050   2,227    30,574     90    1,246
2005     12,673     91,363   9,425      45,687   2,921    42,393    327    3,283
2006      7,134     41,480   5,836      23,124   1,276    18,073     22      283
2007      5,704     35,281   4,764      22,006     868    12,563     72      712
2008      5,433     33,114   4,460      19,940     910    12,460     63      714
2009      6,416     39,930   5,218      22,530   1,092    15,951    106    1,449
2010
and
There-
after    11,436     92,994   6,686      29,830   3,306    49,751  1,444   13,413
         ------    -------  ------     -------  ------   -------  -----  ------
Total
Leased   89,684   $601,984  68,298    $315,734  18,928  $261,134  2,458  $25,116
         ======    =======  ======     =======  ======   =======  =====   ======
Total
Portfolio
Sq Ft    95,849             72,790              20,524            2,535
         ======             ======              ======            =====
Annualized
net effective
rent per
sq ft              $  6.71             $  4.62          $  13.80         $ 10.22
                    ======              ======           =======          ======
</TABLE>

The  Partnership  also expects to realize growth in  earnings  from
rental  operations  through  the  development  and  acquisition  of
additional  rental  properties  in  its  primary  markets  and  the
completion  of  the  7.9 million square feet  of  properties  under
development by the Partnership at September 30, 2000, over the next
three  quarters and thereafter. These properties under  development
should  provide  future earnings through Service Operations  income
upon  sale  or from rental operations growth as they are placed  in
service  as  follows  (in  thousands,  except  percent  leased  and
stabilized returns):

  Anticipated
   In-Service       Square       Percent     Project     Stabilized
      Date           Feet        Leased       Costs        Return
  ------------      -------      -------     --------    --------
  Held for Rental:

  4th Quarter 2000  2,516         45%       $180,844     11.4%
  1st Quarter 2001  2,287         39%        115,400     11.5%
  2nd Quarter 2001  1,043          0%         69,822     11.9%
  Thereafter          128          0%         13,148     12.0%
                    -----                    -------
                    5,974         34%       $379,214     11.6%
                    =====                    =======
  Build-to-Suit for Sale:

  4th Quarter 2000      -          0%       $      -
  1st Quarter 2001    291         54%         24,747
  2nd Quarter 2001    488         68%         34,642
  Thereafter        1,157        100%         97,996
                    -----                    -------
                    1,936         85%       $157,385
                    =====                    =======
  Total             7,910         46%       $536,599
                    =====                    =======

MERGER WITH WEEKS CORPORATION
-----------------------------
In  July 1999, the General Partner and Weeks Corporation ("Weeks"),
approved  a  merger transaction whereby Weeks, a self-administered,
self-managed  geographically focused Real Estate  Investment  Trust
("REIT") which operated primarily in the southeastern United States
and   its   consolidated  subsidiary,  Weeks  Realty  L.P.  ("Weeks
Operating  Partnership"), were merged with  and  into  the  General
Partner  and  its  consolidated  subsidiary,  Duke  Realty  Limited
Partnership  ("Duke  Operating Partnership").  The  total  purchase
price   of   Weeks  and  Weeks  Operating  Partnership   aggregated
approximately  $1.9 billion, which included the assumption  of  the
outstanding debt and liabilities of Weeks Operating Partnership  of
approximately $775 million.

                                - 14 -

<PAGE>
The following summarized pro forma unaudited information represents
the  combined  historical  operating  results  of  Weeks  Operating
Partnership  and  Duke Operating Partnership with  the  appropriate
purchase  accounting adjustments, assuming the merger had  occurred
on  January 1, 1999. The pro forma financial information  presented
is  not  necessarily  indicative of what the  Partnership's  actual
operating  results would have been had Weeks Operating  Partnership
and  Duke Operating Partnership constituted a single entity  during
such periods (in thousands, except per unit amounts):

                                        Nine Months Ended
                                          September 30,
                                       ------------------
                                        2000         1999
                                        ----         ----
                                      (Actual)  (Pro Forma)

  Rental income                        $528,617    $451,932
                                        =======     =======
  Net income available
   for common shareholders             $160,644    $136,623
                                        =======     =======
   Weighted average common
    shares outstanding:
     Basic                              145,663     136,350
                                        =======     =======
     Diluted                            147,218     137,540
                                        =======     =======
   Net income per common share:
     Basic                             $   1.10    $   1.00
                                        =======     =======
     Diluted                           $   1.09    $   0.99
                                        =======     =======
RESULTS OF OPERATIONS
---------------------
Following  is a summary of the Partnership's operating results  and
property  statistics for the three and nine months ended  September
30,  2000  and 1999 (in thousands, except number of properties  and
per unit amounts):

                                   Three months ended  Nine months ended
                                     September 30,     September 30,
                                   ------------------  -----------------
                                   2000        1999     2000      1999
                                   ----        ----     ----      ----

  Rental Operations revenue      $185,760   $160,273  $538,902 $369,408
  Service Operations revenue       21,903     15,402    61,009   36,562
  Earnings from Rental
   Operations                      58,345     60,072   168,318  136,080
  Earnings from Service
   Operations                       8,493      3,871    24,822   12,489
  Operating income                 61,013     59,317   177,641  136,832
  Net income available for
   common unitholders            $ 51,949   $ 48,005  $160,644 $111,636
  Weighted average common
   units outstanding              146,138    137,721   145,663  111,086
  Weighted average common
   and dilutive potential
    common units                  147,916    138,923   147,218  112,106
  Basic income per
   common unit                   $    .36   $    .35  $   1.10 $   1.00
  Diluted income per
   common unit                   $    .35   $    .35  $   1.09 $   1.00
  Number of in-service properties
   at end of period                   878        841       878      841
  In-service square footage
   at end of period                95,849     88,288    95,849   88,288
  Under development square
   footage at end of period         7,910     12,479     7,910   12,479

Rental Operations
-----------------
Rental  Operations revenue increased to $185.8 million from  $160.3
million for the three months ended September 30, 2000, compared  to
the  same  period in 1999.  This increase is primarily due  to  the
increase  in  the  number  of  in-service  properties  during   the
respective periods.  As of September 30, 2000, the Partnership  had
878  properties in service compared to 841 properties at  September
30,  1999.   The  following  is  a  summary  of  the  Partnership's
acquisition and development activity since January 1, 1999:

                                - 15 -
     <PAGE>
                                                   Square
                                     Buildings      Feet
                                     ---------      ------
       Properties owned as of:

     January 1, 1999                    453       52,028
      Weeks merger                      335       28,569
      Acquisitions                       30        2,867
      Developments placed in service     68       10,903
      Dispositions                      (21)      (1,890)
      Building remeasurements             -           25
                                        ---       ------

     December 31, 1999                  865       92,502
      Acquisitions                        2          169
      Developments placed in service     57        9,561
      Dispositions                      (46)      (6,390)
      Building remeasurements             -            7
                                        ---       ------
     September 30, 2000                 878       95,849
                                        ===       ======


Rental  property, real estate tax and depreciation and amortization
expenses  increased for the three months ended September 30,  2000,
compared  to  the same period in 1999, due to the increase  in  the
number of in-service properties during the respective periods.

The  $10.4  million  increase  in  interest  expense  is  primarily
attributable  to  higher outstanding debt balances associated  with
the  financing  of  the  Partnership's investment  activities.  The
increased balances include $150 million of unsecured debt issued in
the  fourth  quarter  of  1999,  and increased  borrowings  on  the
Partnership's  lines of credit. These higher borrowing  costs  were
partially  offset  by the capitalization of interest  on  increased
property development activities.

As  a  result  of the above-mentioned items, earnings  from  Rental
Operations decreased $1.8 million from $60.1 million for the  three
months  ended  September 30, 1999, to $58.3 million for  the  three
months ended September 30, 2000.

Service Operations
------------------
Service  Operations revenues increased by $6.5 million  from  $15.4
million  for  the three months ended September 30, 1999,  to  $21.9
million for the three months ended September 30, 2000, primarily as
a  result of increases in construction and development income  from
increased third-party construction.

Service  Operations operating expenses increased from $11.5 million
for the three months ended September 30, 1999, to $13.4 million for
the  three  months  ended  September 30,  2000,  primarily  due  to
increases  in payroll and maintenance expenses due to  the  overall
growth  of the Partnership and the increased portfolio of buildings
associated with this growth.

As  a  result, earnings from Service Operations increased from $3.9
million  for  the three months ended September 30,  1999,  to  $8.5
million for the three months ended September 30, 2000.

                                - 16 -
<PAGE>
Other Income and Expenses
-------------------------
Interest income increased from $699,000 for the three months  ended
September  30,  1999, to $1.6 million for the same period  in  2000
primarily  through  earnings on funds  deposited  in  tax  deferred
exchange escrows of $794,000.

The  Partnership  has  a disposition strategy to  pursue  favorable
opportunities to dispose of real estate assets that no longer  meet
long-term investment objectives of the Partnership, which  resulted
in  net  sales  proceeds of $130.8 million and a net gain  of  $4.5
million during the three months ended September 30, 2000.

In conjunction with this disposition strategy, included in net real
estate investments are 35 buildings with a net book value of $130.3
million  which were classified as held for sale by the  Partnership
at  September  30, 2000. The Partnership expects to complete  these
and  other  dispositions  and  use  the  proceeds  to  fund  future
investments in real estate assets.

Net Income Available for Common Unitholders
-------------------------------------------
Net  income  available for common unitholders for the three  months
ended  September 30, 2000, was $51.9 million compared to net income
available  for  common unitholders of $48.0 million for  the  three
months  ended  September 30, 1999. This increase results  primarily
from  the  operating  result fluctuations  in  rental  and  service
operations explained above.

COMPARISON OF NINE MONTHS ENDED SEPTEMBER 30, 2000 TO NINE MONTHS
ENDED SEPTEMBER 30, 1999
-------------------------------------------------------------------
Rental Operations
-----------------
Rental  Operations revenue increased to $538.9 million from  $369.4
million  for the nine months ended September 30, 2000, compared  to
the  same  period in 1999.  This increase is primarily due  to  the
increase  in  the  number  of  in-service  properties  during   the
respective  periods,  particularly,  the  revenues  from  the   335
buildings  obtained in the Weeks Merger, for which nine  months  of
operations are included in 2000 compared to three months  in  1999.
As  of  September 30, 2000, the Partnership had 878  properties  in
service compared to 841 properties at September 30, 1999.

Rental  property, real estate tax and depreciation and amortization
expenses  increased for the nine months ended September  30,  2000,
compared  to  the  same period in 1999 due to the increase  in  the
number of in-service properties during the respective periods.

The  $46.2  million  increase  in  interest  expense  is  primarily
attributable  to  higher outstanding debt balances associated  with
the  financing  of  the  Partnership's investment  activities.  The
increased balances include $450 million of unsecured debt issued in
1999,  the  assumption  of $185 million of secured  debt  and  $287
million  of unsecured debt in the merger with Weeks Corporation  in
July  1999, and increased borrowings on the Partnership's lines  of
credit. These higher borrowing costs were partially offset  by  the
capitalization  of  interest  on  increased  property   development
activities.

As  a  result  of the above-mentioned items, earnings  from  Rental
Operations increased $32.2 million from $136.1 million for the nine
months  ended  September 30, 1999, to $168.3 million for  the  nine
months ended September 30, 2000.
                                - 17 -


<PAGE>
Service Operations
------------------
Service  Operations revenues increased by $24.4 million from  $36.6
million  for  the nine months ended September 30,  1999,  to  $61.0
million for the nine months ended September 30, 2000, primarily  as
a  result of increases in construction and development income  from
increased third-party construction.

Service  Operations operating expenses increased from $24.1 million
for  the nine months ended September 30, 1999, to $36.2 million for
the  nine  months  ended  September  30,  2000,  primarily  due  to
increases  in payroll and maintenance expenses due to  the  overall
growth  of the Partnership and the increased portfolio of buildings
associated with this growth.

As  a result, earnings from Service Operations increased from $12.5
million  for  the nine months ended September 30,  1999,  to  $24.8
million for the nine months ended September 30, 2000.

Other Income and Expenses
-------------------------
Interest  income  increased from $1.8 million for the  nine  months
ended  September 30, 1999, to $5.5 million for the same  period  in
2000  primarily through earnings on funds deposited in tax deferred
exchange escrows of $3.3 million.

The  Partnership  has  a disposition strategy to  pursue  favorable
opportunities to dispose of real estate assets that no longer  meet
long-term investment objectives of the Partnership, which  resulted
in  net  sales proceeds of $345.1 million and a net gain  of  $22.6
million during the nine months ended September 30, 2000.

Net Income Available for Common Unitholders
---------------------------------------------
Net  income  available for common unitholders for the  nine  months
ended September 30, 2000 was $160.6 million compared $111.6 million
for the nine months ended September 30, 1999. This increase results
primarily  from  the operating result fluctuations  in  rental  and
service operations explained above.

LIQUIDITY AND CAPITAL RESOURCES

Net  cash provided by operating activities totaling $301.4  million
and $258.8 million for the nine months ended September 30, 2000 and
1999,  respectively, represents the primary source of liquidity  to
fund  distributions to unitholders and the other minority interests
and  to fund recurring costs associated with the renovation and re-
letting of the Partnership's properties.

Net  cash used by investing activities totaling $243.8 million  and
$571.5  million for the nine months ended September  30,  2000  and
1999,  respectively,  represents the investment  of  funds  by  the
Partnership  to  expand its portfolio of rental properties  through
the  development  and acquisition of additional rental  properties,
net of proceeds received from property sales.

                                - 18 -


<PAGE>
Net  cash  provided  (used) by (for) financing activities  totaling
($35.0)  million  and  $350.9 million for  the  nine  months  ended
September 30, 2000 and 1999, respectively, is comprised of debt and
equity  issuances, net of distributions to unitholders and minority
interests and repayments of outstanding indebtedness. In the  first
nine months of 2000, the Partnership received $22.7 million of  net
proceeds from the General Partner's issuance of common shares which
was  used  to  reduce amounts outstanding under  the  Partnership's
lines  of  credit  and to fund the development and  acquisition  of
additional rental properties.

In  the  first nine months of 1999, the Partnership received $203.4
million  of  net  proceeds from the General Partner's  issuance  of
common  shares,  received $96.5 million from the General  Partner's
issuance of preferred shares and issued $300.0 million of unsecured
debt.  The  Partnership  used the net proceeds  to  reduce  amounts
outstanding under the Partnership's lines of credit and to fund the
development and acquisition of additional rental properties.

The  Partnership  has the following lines of credit  available  (in
thousands):
                                                                     Outstanding
                            Borrowing   Maturity     Interest       at September
         Description        Capacity     Date          Rate           30, 2000
  ------------------------  ---------  ------------  -------------  ------------
  Unsecured Line of Credit   $450,000  April 2001    LIBOR + .70%    $436,000
  Unsecured Line of Credit   $300,000  June 2001     LIBOR + .90%    $ 30,000
  Secured Line of Credit     $150,000  January 2003  LIBOR + 1.05%   $ 32,026

The lines of credit are used to fund development and acquisition of
additional rental properties and to provide working capital.

The $450 million line of credit allows the Partnership an option to
obtain  borrowings from the financial institutions that participate
in the line of credit at rates lower than the stated interest rate,
subject to certain restrictions. Amounts outstanding on the line of
credit at September 30, 2000 are at LIBOR + .51% to .70%.

The  General Partner and the Partnership currently have on file one
Form  S-3  Registration Statement with the Securities and  Exchange
Commission  ("Shelf Registration") which has remaining availability
as  of  September 30, 2000 of $793.0 million to issue common stock,
preferred  stock or unsecured debt securities. The General  Partner
and the Partnership intend to issue additional equity or debt under
this  Shelf  Registration as market conditions change  and  capital
needs  arise to fund the development and acquisition of  additional
rental  properties.  The General Partner and the  Partnership  also
plan to file additional shelf registrations as necessary.

The total debt outstanding at September 30, 2000, consists of notes
totaling  $2.2  billion with a weighted average  interest  rate  of
7.31%  maturing at various dates through 2028. The Partnership  has
$1.8  billion of unsecured debt and $448.1 million of secured  debt
outstanding at September 30, 2000. Scheduled principal amortization
of  such  debt  totaled  $8.8 million for  the  nine  months  ended
September 30, 2000.

Following  is  a  summary of the scheduled future amortization  and
maturities of the Partnership's indebtedness at September 30,  2000
(in thousands):
                                - 19 -

  <PAGE>
                        Future Repayments
              ----------------------------------------     Weighted Average
              Scheduled                                    Interest Rate of
    Year      Amortization    Maturities       Total       Future Repayments
    ----      ------------    ----------       -----       -----------------
    2000       $  2,750       $        -    $    2,750           7.31%
    2001         11,605          645,381       656,986           7.31%
    2002         11,836           55,037        66,873           7.36%
    2003         11,433          313,239       324,672           7.71%
    2004          9,893          176,146       186,039           7.41%
    2005          8,654          213,662       222,316           7.25%
    2006          7,725          146,178       153,903           7.12%
    2007          5,802          116,579       122,381           7.13%
    2008          4,756          100,000       104,756           6.77%
    2009          5,099          150,000       155,099           7.73%
    Thereafter   29,990          175,000       204,990           6.88%
                -------        ---------     ---------
    Total      $109,543       $2,091,222    $2,200,765           7.31%
                =======        =========     =========

FUNDS FROM OPERATIONS

Management  believes that Funds From Operations ("FFO"),  which  is
defined  by  the  National Association of  Real  Estate  Investment
Trusts  as net income or loss, excluding gains or losses from  debt
restructuring  and  sales of depreciated property,  plus  operating
property depreciation and amortization and adjustments for minority
interest  and  unconsolidated companies on the same basis,  is  the
industry  standard  for  reporting the operations  of  real  estate
investment trusts.

The  following  table reflects the calculation of the Partnership's
FFO for the three and nine months ended September 30 as follows (in
thousands):

                                      Three months ended    Nine months ended
                                         September 30,        September 30,
                                      -------------------   -----------------
                                        2000       1999      2000      1999
                                        ----       ----      ----      ----
Net income available for
 common unitholders                    $51,949   $48,005   $160,644  $111,636
Add back:
  Depreciation and amortization         41,884    32,738    121,429    74,127
  Share of joint venture adjustments     1,982     1,270      5,032     4,026
  Earnings from depreciated property
   sales                                (1,847)   (2,406)   (16,025)   (5,804)
                                       -------   -------    -------   -------
Funds From Operations                  $93,968   $79,607   $271,080  $183,985
                                       =======   =======    =======   =======
Cash flow provided by (used by):
  Operating activities                $126,831  $176,189   $301,396  $258,759
  Investing activities                  14,649  (248,488)  (243,819) (571,464)
  Financing activities                (141,764)  (50,985)   (34,972)  350,891


The  increase in FFO for the three and nine months ended  September
30,  2000 compared to the three and nine months ended September 30,
1999,  results  primarily  from  the  increased  in-service  rental
property   portfolio   as  discussed  above   under   "Results   of
Operations."

While  management believes that FFO is the most relevant and widely
used  measure  of  the  Partnership's operating  performance,  such
amount  does not represent cash flow from operations as defined  by
generally  accepted accounting principles, should not be considered
as   an   alternative  to  net  income  as  an  indicator  of   the
Partnership's operating performance, and is not indicative of  cash
available to fund all cash flow needs.

                                - 20 -
<PAGE>
ACCOUNTING CHANGES

In  June  1998,  the  Financial Accounting Standards  Board  issued
Statement No. 133, "Accounting for Derivative Instruments  and  for
Hedging  Activities,"  effective for fiscal years  beginning  after
June  15,  2000.  The  statement will require  the  Partnership  to
recognize  all  derivatives on the balance  sheet  at  fair  value.
Derivatives  that  are not hedges must be adjusted  to  fair  value
through income. If the derivative is a hedge, then depending on the
nature  of  the  hedge, changes in the fair value  will  either  be
offset through earnings, against the change in fair value of hedged
assets,  liabilities  or firm commitments or  recognized  in  other
comprehensive income until the hedged item is recognized in income.
The  ineffective portion of a hedge's change in fair value will  be
immediately  recognized in income. The adoption of  this  statement
will  not  have  a  material impact on the Partnership's  financial
statements.

                      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
--------------------------
  When  used  in this Form 10-Q, the words "believes," "expects,"
  "estimates"  and similar expressions are intended  to  identify
  forward  looking-statements. Such  statements  are  subject  to
  certain  risks  and  uncertainties  which  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  illiquidity of real estate  investments.  Readers
  are  cautioned  not to place undue reliance on  these  forward-
  looking  statements, which speak only as of  the  date  hereof.
  The  Partnership  undertakes no obligation to publicly  release
  the   results   of   any  revisions  to  these  forward-looking
  statements   which   may   be  made  to   reflect   events   or
  circumstances  after  the  date  hereof  or  to   reflect   the
  occurrence  of unanticipated events. Readers are  also  advised
  to  refer  to the Partnership's Form 8-K Report as  filed  with
  the  U.S. Securities and Exchange Commission on March 29,  1996
  for additional information concerning these risks.


                                - 21 -

  <PAGE>
  Item 6.  Exhibits and Reports on Form 8-K
  -----------------------------------------
  Exhibits
  --------
  Exhibit 15.  Letter regarding unaudited interim financial information

  Exhibit 27.  Financial Data Schedule (EDGAR Filing Only)

  Reports on Form 8-K
  -------------------
  None

                                - 22 -


<PAGE>
                              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-WEEKS REALTY LIMITED PARTNERSHIP
By: Duke-Weeks Realty Limited Partnership,
    General Partner
                                             Registrant



Date:  November 12, 2000           /s/ Thomas L. Hefner
      -----------------            -----------------------------
                                   President and
                                     Chief Executive Officer




                                   /s/    Darell E. Zink, Jr.
                                   -----------------------------
                                   Executive Vice President and
                                    Chief Financial Officer



                                   /s/    Dennis  D. Oklak
                                   -----------------------------
                                   Executive Vice President and
                                     Chief Administrative Officer
                                - 23 -