UNITED STATES

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): March 6, 2012

DUKE REALTY LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Please see the information in Item 5.03 below, which is incorporated herein by this reference.

On March 6, 2012, Duke Realty Limited Partnership, an Indiana limited partnership (the “Operating Partnership”), executed the Second Amendment (the “Limited Partnership Agreement Amendment”) to the Fourth Amended and Restated Agreement of Limited Partnership, as amended by the First Amendment thereto (the “Limited Partnership Agreement”). The effective date of the Limited Partnership Agreement Amendment was March 6, 2012, and the purpose of the Limited Partnership Agreement Amendment was to remove from the Limited Partnership Agreement the exhibit designating and setting forth the rights of the Operating Partnership’s previously issued Series M Preferred Units, which series has since been redeemed in full and no units of which series remain outstanding. In accordance with Indiana law and the Operating Partnership’s organizational documents, all such redeemed series of preferred units shall again become authorized but unissued preferred units, available for issuance by the Operating Partnership. Also on March 6, 2012, Duke Realty Corporation, an Indiana corporation (the “General Partner”) and the sole general partner of the Operating Partnership, filed with the Secretary of State of Indiana the corresponding Second Articles of Amendment (the “Charter Amendment”) to the General Partner’s Fourth Amended and Restated Articles of Incorporation, as amended by the First Articles of Amendment thereto (the “Articles”). The purpose of the Charter Amendment was to remove from the Articles the exhibit designating and setting forth the rights of the General Partner’s previously issued 6.95% Series M Cumulative Redeemable Preferred Shares, which series has since been redeemed in full and no shares of which remain outstanding.

Pursuant to General Instruction F to the Securities and Exchange Commission’s Current Report on Form 8-K, the Limited Partnership Agreement Amendment and the Charter Amendment are attached hereto as Exhibit 3.1 and Exhibit 4.1, respectively, and are incorporated into this Item 5.03 by this reference.

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.

Dated: March 9, 2012

EXHIBIT INDEX