Exhibit 3.111

Microfilm Number  _________	Filed with the Department of State on MAR 09 1998
Entity Number   2804434	XXXXXXX
	Secretary of the Commonwealth

CERTIFICATE OF ORGANIZATION-DOMESTIC LIMITED LIABILITY COMPANY
DSCB:15-8913 (Rev 95)

In compliance with the requirements of 15 Pa.C.S. § 8913 (relating to certificate of organization), the undersigned, desiring to organize a limited liability company, hereby state(s) that:

1.	The name of the limited liability company is: Brandywine F.C., L.L.C.
2.	The (a) address of this limited liability company's initial registered office in this Commonwealth or (b) name of its commercial registered office provider and the county of venue is:
	(a)	16 Campus Blvd., Suite 150, Newtown Square Corporate Campus,					PA	19073	Delaware
		Number and Street				City	State	Zip	County
	(b)	c/o:
		Name of Commercial Registered Office Provider							County
	For a limited liability company represented by a commercial registered office provider, the county in (b) shall be deemed the county in which the limited liability company is located for venue and official publication purposes.
3.	The name and address, including street and number, if any, of each organizer are:
	NAME                                                                                                    ADDRESS
	Jacqueline Y. Eastridge c/o Pepper Hamilton LLP    3000 Two Logan Square, 18th and Arch Sts. Philadelphia, PA 19103-2799
4.
5.
6.	The specified effective date, if any is:				N/A
			month	day	year	hour, if any
7.
8.	For additional provisions of the certificate, if any, attach an 8 1/2 x 11 sheet.

IN TESTIMONY WHEREOF, the organizer(s) has (have) signed this Certificate of Organization this 9th day of March, 1998.

/s/ Jacqueline Y. Eastridge

(Signature)

Jacqueline Y. Eastridge

XXXXXXX

(Signature)

XXXXXXX

(Signature)

PENNSYLVANIA DEPARTMENT OF STATE CORPORATION BUREAU
Certificate of Change of Registered Office Limited Liability Company (15 Pa.C.S. § 8906)
Entity Number
2804434
Name	PEPPER HAMILTON LLP			Document will be returned to the name and address you enter to the left.
Address	200 ONE KEYSTONE PLAZA NORTH FRONT AND MARKET STREETS P.O. BOX 1181 HARRISBURG,   PA          17108-1181
	City	State	Zip Code

Fee: $52	Filed in the Department of State on Jun 04 2002
	XXXXXX
	ACTING Secretary of the Commonwealth

In compliance with the requirements of the 15 Pa.C.S. § 8906 (relating to change of registered office), the undersigned, limited liability company, desiring to effect a change of registered office, hereby states that:

1. The name of the company is:
Brandywine F.C., L.L.C.

2.	The (a) address of the company's current registered office in this Commonwealth or (b) name of its commercial registered office provider and the county of venue is the Department is hereby authorized to correct the following information to conform to the records of the Department:
	(a)	Number and street                                             City                     State               Zip                      County
		14 Campus Boulevard, Suite 100,       Newtown Square,            PA              19073              Delaware County
	(b)	Name of Commercial Registered Office Provider                                County
		co:

3. Complete part (a) or (b):

(a)	The address to which the registered office of the company in this Commonwealth is to be changed is:
	401 Plymouth Road, Suite 500,          Plymouth Meeting,           PA             19462             Montgomery County
	Number and street                                            City                       State             Zip                         County
(b)	The registered office of the company shall be provided by:
	co:
	Name of Commercial Registered Office Provider                                County

IN TESTIMONY WHEREOF, the undersigned company has caused this certificate to be signed by a duly authorized member or manager thereof this

31st day of May 2002



Brandywine F.C., L.L.C.

Name of Company


/s/ Brad A. Molotsky

Signature

Brad A. Molotsky, Secretary

Title