VOTING AGREEMENT

Exhibit 10.2

VOTING AGREEMENT

     Voting Agreement (this “ Agreement ”), dated as of May ___, 2007, by and among NNN REALTY ADVISORS, INC., a Delaware corporation (the “ Company ”), and the stockholder listed on the signature pages hereto (the “Stockholder”) .

     WHEREAS, simultaneously with the execution and delivery of this Agreement, the Company, Grubb & Ellis Company, a Delaware corporation (“ Parent ”), and B/C Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ( “Merger Sub” ), are entering into an Agreement and Plan of Merger, dated as of the date hereof (the “ Merger Agreement ”), providing, among other things, for the merger of Merger Sub with and into the Company with the Company continuing as the surviving corporation and wholly-owned subsidiary of Parent (the “Merger” ); and

     WHEREAS, as of the date hereof, the Stockholder is the Beneficial Owner (as defined below) of, and has the sole right to vote, or direct the voting of, and dispose of that number of shares of common stock, par value $0.01 per share (the “ Parent Shares ”), of the Parent set forth beside the Stockholder’s name on Schedule A hereto; and

     WHEREAS, concurrently with the execution of the Merger Agreement, and as a condition to the Company entering into the Merger Agreement and incurring the obligations set forth therein, the Company has required that the Stockholder enter into this Agreement.

     NOW, THEREFORE, in consideration of the foregoing and the mutual representations, warranties, covenants and agreements contained herein, the parties hereto, intending to be legally bound, hereby agree as follows:

ARTICLE I

DEFINITIONS

     Capitalized terms used but not defined in this Agreement are used in this Agreement with the meanings given to such terms in the Merger Agreement. In addition, for purposes of this Agreement:

     “ Affiliate ” means, with respect to any specified Person, any Person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the Person specified. For purposes of this Agreement, with respect to the Stockholder, “ Affiliate ” shall not include the Parent and the Persons that directly, or indirectly through one or more intermediaries, are controlled by the Parent. For the avoidance of doubt, no officer or director of the Parent shall be deemed an Affiliate of another officer or director of the Parent by virtue of his or her status as a director or officer of the Parent.

     “ Alternative Transaction ” means (i) any transaction of the type described in clauses (i) through (iii) of the definition of Competing Proposal contained in the Merger Agreement other than the transactions contemplated by the Merger Agreement and (ii) any other action, agreement or transaction that might hinder, delay, impede or frustrate the consummation of the transactions contemplated by the Merger Agreement.

      “Beneficially Owned ” or “ Beneficial Ownership ” with respect to any securities means having beneficial ownership of such securities (as determined pursuant to Rule 13d-3 under the Exchange Act, disregarding the phrase “within 60 days” in paragraph (d)(l)(i) thereof), including pursuant to any agreement, arrangement or understanding; whether or not in writing. Without duplicative counting of the same securities, securities Beneficially Owned by a Person shall include securities Beneficially Owned by (i) all Affiliates of such Person, and (ii) all other Persons with whom such Person would constitute a “Group” within the meaning of Section 13(d) of the Exchange Act and the rules promulgated thereunder.

     “ Beneficial Owner ” with respect to any securities means a Person that has Beneficial Ownership of such securities.

     “ Equity Interest ” means with respect to any Person, any and all shares, interests, participations, rights in, or other equivalents (however designated and whether voting or non-voting) of, such Person’s capital stock or other equity interests (including, without limitation, partnership or membership interests in a partnership or limited liability company or any other interest or participation that confers on a Person the right to receive a share of the profits and losses, or distributions of assets, of the issuing Person) whether outstanding on the date hereof or issued after the date hereof.

     “ Person ” means an individual, corporation, limited liability company, partnership, association, trust or any other entity or organization, including any Governmental Entity (as defined in the Merger Agreement).

     “ Subject Shares ” means, with respect to the Stockholder, without duplication, (i) Parent Shares owned by the Stockholder on the date hereof as described on Schedule A hereto, (ii) any additional Parent Shares acquired by the Stockholder or over which it acquires Beneficial Ownership, whether pursuant to existing stock option agreements or otherwise, (iii) any Equity Interests of any Person that the Stockholder is or becomes entitled to receive by reason of being a holder of any of the Subject Shares, and (iv) any Equity Interests or other property into which any of such Subject Shares shall have been or shall be converted or changed, whether by amendment to the certificate of incorporation of the Parent, merger, consolidation, reorganization, reclassification, capital change or otherwise.

     “ Transfer ” means, with respect to a security, the sale, transfer, pledge, hypothecation, encumbrance, assignment or disposition of such security or the Beneficial Ownership thereof, the offer to make such a sale, transfer or other disposition, and each option, agreement, arrangement or understanding, whether or not in writing, to effect any of the foregoing. As a verb, “ Transfer ” shall have a correlative meaning.

ARTICLE II

COVENANTS OF THE STOCKHOLDER

     Section 2.1 Agreement to Vote . The Stockholder agrees as follows:

(a)

At any meeting of the stockholders of the Parent held prior to the Expiration Date (as defined in Section 5.13), however called, and at every adjournment or

			postponement thereof prior to the Expiration Date, or in connection with any written consent of, or any other action by, the stockholders of the Parent given or solicited prior to the Expiration Date, Stockholder shall vote or cause to be voted, or provide or cause to be provided, a consent with respect to, all of the Subject Shares entitled to vote or to consent thereon (a) in favor of approval of the Parent Certificate of Incorporation Amendment and issuance of shares in connection with the Merger and the transactions contemplated thereby, and any actions required in furtherance thereof and (b) against any Alternative Transaction.
	(b)		Stockholder shall not enter into any agreement or understanding with any Person prior to the Expiration Date directly or indirectly to vote, grant any proxy or give instructions with respect to the voting of, the Subject Shares, in a manner inconsistent herewith.

     Section 2.2 Revocation of Proxies: Cooperation . The Stockholder agrees as follows:

	(a)		Stockholder agrees to the duties of the Stockholder under this Agreement.
	(b)		Stockholder hereby represents and warrants that any proxies heretofore given in respect of the Subject Shares are not irrevocable and Stockholder hereby revokes any and all prior proxies with respect to such Subject Shares. Prior to the Expiration Date, Stockholder shall not directly or indirectly grant any proxies (other than a proxy or proxies to vote in accordance with this Agreement) or powers of attorney with respect to the matters set forth in Section 2.1, deposit any of the Subject Shares or enter into a voting agreement (other than this Agreement) with respect to any of the Subject Shares.
	(c)		At the Parent’s expense, Stockholder will (a) use all reasonable efforts to cooperate with the Parent in connection with the transactions contemplated by the Merger Agreement, (b) provide any information reasonably requested by the Parent for any regulatory application or filing made or approval sought for such transactions.
	(d)		Stockholder will take all action necessary to (i) vote Subject Shares in accordance with the terms of this Agreement, and (ii) prevent creditors in respect of any pledge of such shares from exercising their rights under such pledge.

     Section 2.3 No Solicitation . Stockholder agrees that:

(a)

Stockholder shall not, and shall cause its Affiliates and its and their directors, officers, employees, agents and attorneys (“Representatives”) not to, directly or indirectly, (i) solicit, initiate, encourage or take any other action to facilitate the submission of any Competing Proposal or other proposal related to an Alternative Transaction, (ii) participate or engage in discussions or negotiations with, or disclose or provide any non-public information relating to the Parent or its Subsidiaries to, any Person with respect to, or take any other action knowingly to facilitate, any inquiries or the making of any proposal that constitutes, that would reasonably be expected to lead to any

			Competing Proposal or any Alternative Transaction, (iii) approve, endorse or recommend any Competing Proposal or Alternative Transaction or (iv) enter into any agreement or agreement in principle, letter of intent or similar document contemplating or otherwise relating to any Competing Proposal; provided, however, that nothing set forth in this Agreement shall prohibit such Shareholder or Representative who is a Representative of Parent from taking all actions in connection with such Competing Proposal that Parent and its Representatives are permitted to take under Section 6.3 and 8.1 of the Merger Agreement.
	(b)		Stockholder shall not enter into any agreement with any Person that provides for, or could reasonably be expected to materially facilitate or is designed to facilitate, a Competing Proposal.

     Section 2.4 Stockholder Capacity Only . Notwithstanding anything to the contrary contained in this Agreement: (i) the provisions of this Agreement apply solely to the Stockholder when acting in his or its capacity as a Stockholder of the Parent and not when acting or purporting to act as a representative or an officer or director of the Parent (it being understood that the Parent has separate and independent obligations to the Company under Section 6.3 of the Merger Agreement); (ii) none of the provisions of this Agreement shall be construed to prohibit, limit or restrict the Stockholder or any of its Representatives (A) who is a member of the Board of Directors of the Parent from exercising his fiduciary duties to the Parent by voting or taking any other action whatsoever in his capacity as a director or (B) who is an officer or employee of the Parent from taking any action whatsoever in such capacity; and (iii) no action taken by the Parent in respect of any Competing Proposal shall serve as the basis of a claim that the Stockholder is in breach of its obligations hereunder notwithstanding the fact that the Stockholder or its Representatives have provided advice or assistance to the Parent in connection therewith.

     Section 2.5 No Transfer of Subject Shares: Publicity . Stockholder agrees that:

(a)

During the term of this Agreement, Stockholder shall not (i) subject any of the Subject Shares to, or suffer to exist on any of the Subject Shares, any Encumbrance (as defined in the Merger Agreement) or (ii) Transfer or agree to Transfer any of the Subject Shares (other than by operation of the Merger) or grant any proxy or power-of-attorney with respect to any of the Subject shares (except for a proxy or p