SECOND AMENDMENT TO THE AMENDED AND RESTATED PROPERTY INSURANCE SHARING AGREEMENT

Exhibit 10.44

SECOND AMENDMENT

TO THE

AMENDED AND RESTATED

PROPERTY INSURANCE SHARING AGREEMENT

THIS SECOND AMENDMENT TO THE AMENDED AND RESTATED PROPERTY INSURANCE SHARING AGREEMENT (this “ Second Amendment ”) is entered into as of February 28, 2008 by and among MAGUIRE PROPERTIES, L.P., a Maryland limited partnership (the “ Operating Partnership ”), MAGUIRE PROPERTIES SERVICES, INC., a Maryland corporation (the “ Services Company ” or the “ Manager ”) and each of the entities listed in Exhibit A (the “ Initial Subsidiaries ”) and Exhibit B (the “ Acquired Subsidiaries ”) hereto. Each of the Operating Partnership, the Initial Subsidiaries and the Acquired Subsidiaries may be referred to herein individually as a “ Partnership ,” and may be referred to collectively as the “ Partnerships .” Capitalized terms used herein and not otherwise defined herein shall have the meaning ascribed to such term in the Agreement (as defined below).

Recitals

WHEREAS, the entities listed in Exhibit C hereto (the “ Disposed Subsidiaries ”) and the Initial Subsidiaries (together with the Disposed Subsidiaries, the “ Original Subsidiaries ”) entered into that certain First Amendment to the Amended and Restated Property Insurance Sharing Agreement dated December 15, 2003 (the “ First Amendment ”), amending that certain Amended and Restated Property Insurance Sharing Agreement dated June 27, 2003 (as so amended, the “ Agreement ”), whereby the Original Subsidiaries agreed to obtain certain blanket policies of insurance with respect to all Projects owned by the Original Subsidiaries, and to empower the Services Company to procure such policies of insurance;

WHEREAS, in separate transactions the Operating Partnership indirectly acquired, through the Acquired Subsidiaries, fee simple, ground lease and/or joint venture interests in the properties located opposite such Acquired Subsidiary’s name in Exhibit B hereto;

WHEREAS, certain existing entities (the “ Existing Entities ”) with interests in the properties located opposite such entities’ name in Exhibit D hereto were added to the blanket policies of insurance by the Operating Partnership and have agreed to empower the Services Company to procure such policies of insurance;

WHEREAS, in separate transactions the Operating Partnership indirectly acquired, through certain subsidiaries (the “ Interim Subsidiaries ”), fee simple, ground lease and/or joint venture interests in the properties located opposite such Interim Subsidiary’s name in Exhibit E hereto, and subsequently dissolved the Interim Subsidiaries and (i) sold the properties held by such Interim Subsidiary or (ii) transferred the properties to another subsidiary of the Operating Partnership;

WHEREAS, in separate transactions the Disposed Subsidiaries were dissolved and the properties held by such Disposed Subsidiary were either (i) sold or (ii) transferred to another party to this Second Amendment.

WHEREAS, the parties hereto wish to amend the Agreement to add the Acquired Subsidiaries and Existing Entities as Partnerships and the Acquired Subsidiaries and Existing Entities wish to be added as Partnerships on the terms and conditions set forth in the Agreement;

WHEREAS, the parties hereto wish to amend the Agreement to remove the Disposed Subsidiaries as Partnerships on the terms and conditions set forth in the Agreement;

WHEREAS, the parties hereto wish to allow the Operating Partnership to add and/or remove certain subsidiaries as Partnerships without requiring further amendment to the Agreement;

WHEREAS, the parties hereto wish to amend and restate Schedule 1 , the specific description of the Projects, in the form attached hereto; and

WHEREAS, the parties hereto wish to combine the information previously presented on Schedules 2, 3 and 4 into a consolidated presentation on an amended and restated Schedule 2 .

NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Partnerships hereby agree to amend Agreement as follows:

1. Addition of Acquired Subsidiaries and Existing Entities; Acknowledgement of Interim Subsidiaries. The parties hereto hereby agree that the Acquired Subsidiaries and the Existing Entities are added to the Agreement as Partnerships. The parties hereto further agree that any reference in the Agreement to the Partnerships and the Projects shall include the Acquired Subsidiaries and the Existing Entities. Each Acquired Subsidiary and Existing Entity hereby appoints the Services Company as its agent and representative, and shall cause the Services Company to procure and continue in force on behalf of the Acquired Subsidiaries, the Existing Entities and the Partnerships such policies of insurance on the Projects and the projects of the Acquired Subsidiaries and the Existing Entities as the Services Company shall determine to be necessary or appropriate from time to time on the terms set forth in the Agreement. The parties hereto further acknowledge that each of the foregoing provisions applied to the Interim Subsidiaries for the duration of their existence.

2. Deletion of Disposed Subsidiaries. The parties hereto hereby agree that the Disposed Subsidiaries are removed from the Agreement as Partnerships. The parties hereto further agree that any reference in the Agreement to the Partnerships and the Projects shall not include the Disposed Subsidiaries. The Services Company shall have no further obligation to procure or continue in force on behalf of each Disposed Subsidiary any policy of insurance on the Disposed Subsidiaries or their associated Projects.

3. Consolidation of Schedules 2, 3 and 4; Common Benefit Insurance. The parties hereto hereby agree that (a) the information currently presented on Schedules 2, 3 and 4 shall be

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combined into a consolidated amended and restated Schedule 2 as attached hereto; (b) the notification obligations set forth under Section 4 of the Agreement shall be satisfied by such amended and restated Schedule 2 ; (c) that the Common Benefit Insurance outlined on such amended and restated Schedule 2 is appropriate for the first year, or portion thereof, following the effective date of this Second Amendment; and (d) such amended and restated Schedule 2 is hereby ratified and approved by the Partnerships and shall replace Schedules 2, 3 and 4 of the Agreement.

4. Addition or Removal of Partnerships. The parties hereto hereby agree that the Operating Partnership shall, in its sole and absolute discretion, have the ability to add or remove subsidiaries of the Operating Partnership as Partnerships under the Agreement, provided , however , that no such subsidiary shall be considered a Partnership under the Agreement unless and until such subsidiary executes and delivers to the Operating Partnership a written agreement substantially in the form attached hereto as Exhibit F pursuant to which such subsidiary shall agree to become a party to, and to be bound by and to comply with the provisions of, the Agreement in the same capacity as a Partnership.

5. Amendment to Exhibits. The parties hereto hereby agree that, as applicable, Exhibit B , Exhibit C and Exhibit D to this Second Amendment shall be deemed to be automatically amended from time to time, without requiring the consent of any party, to reflect the addition or removal of Partnerships by the Operating Partnership in compliance with this Agreement.

6. Amendment and Restatement of Schedule 1. The parties hereto hereby agree that Schedule 1 shall be amended and restated as attached hereto, and such amended and restated Schedule 1 is hereby ratified and approved by the Partnerships.

7. Terms of the Agreement. Except as set forth herein, the Agreement and the terms thereof shall remain in full force and effect.

[ Signature Pages Follow ]

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IN WITNESS WHEREOF, the Partnerships have executed this Second Amendment to the Amended and Restated Property Insurance Sharing Agreement as of the day and year first above written.

“OPERATING PARTNERSHIP”

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“SERVICES COMPANY”

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“INITIAL SUBSIDIARIES”

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“ACQUIRED SUBSIDIARIES”

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