EXHIBIT 10.9


June 28, 2001


Mr. Brian D. Parker
6513 Lyons Street
Morton Grove, IL 60053

Re:  SEPARATION AGREEMENT

Dear Brian:

This  letter,  upon  your  signature,   will  constitute  the  entire  agreement
("Agreement")  between  you and Grubb & Ellis  Company  ("G&E"),  and all of its
respective   subsidiaries,   divisions,   affiliates,   and   related   entities
(collectively,  the "Company") regarding the termination of your employment with
the Company.

1.     You hereby  resign as an officer of G&E and as an officer and director of
       all  subsidiaries  of G&E effective June 8, 2001, and you agree to resign
       as an employee of the Company, effective June 30, 2001 (your "Termination
       Date"),  and the Company  hereby accepts such  resignations.  Between the
       date of this Agreement and your  Termination  Date, you will  essentially
       assist the Company in transitioning your duties and  responsibilities  to
       other persons at G&E.

2.     (a)    Because   you  and  the   Company   have  an  at-will   employment
              relationship,   you  acknowledge   that  your  employment  can  be
              terminated  at any time,  with or  without  notice  and  without a
              reason. The Company has adopted the Executive  Incentive Bonus and
              Severance  Plan  effective  June 1, 2000 (the "Bonus and Severance
              Plan").  Pursuant  to the  Bonus  and  Severance  Plan,  after the
              Effective  Date  (see  Section  14  below)  you will  receive  the
              following:

              (i)    On July 15, 2001,  a lump sum in cash equal to  Seventy-Two
                     Thousand  One  Hundred   Eighty-Eight   Dollars   ($72,188)
                     representing fifty-five percent (55%) of your calendar year
                     2001  target  bonus  pursuant  to the  Executive  Incentive
                     Compensation  Program for  Calendar  Year 2001 (the "Target
                     Bonus"), pro-rated to June 30, 2001; and

              (ii)   Cash   payments  of  Twenty-One   Thousand   Eight  Hundred
                     Seventy-Five  Dollars  ($21,875.00)  per month,  for twelve
                     months, payable semi-monthly,  or an aggregate total of Two
                     Hundred Sixty-Two Thousand Five Hundred Dollars ($262,500),
                     representing one year's base salary; and

              (iii)  Twenty-Five   Thousand   Twenty-Five   and  No/100  Dollars
                     ($25,025.00),  representing  the annual  equivalent of your
                     Company  benefits  for  healthcare,  dental,  vision,  life
                     insurance,  disability  coverages,  and perquisites for the
                     twelve month period after the Termination  Date,  which has
                     been grossed up to cover your income taxes,  payable over a
                     period of twelve (12) months, semi-monthly;

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                     all of the above to be  reduced  by  withholding  taxes and
                     customary payroll deductions.

       (b)    In addition,  pursuant to the Bonus and Severance Plan,  effective
              as of the date of Board  approval,  the Company  shall  cancel all
              options to purchase stock in the Company that you have (whether or
              not then  vested)  as of June 30,  2001.  The  number  of  options
              cancelled  total one hundred six thousand  two hundred  ninety-one
              (106,291).   The  Company   shall   purchase   such   options  for
              Twenty-Three  Thousand Four Hundred Sixty-Eight and 25/100 Dollars
              (23,468.25)  (the "Option  Payment").  The Option Payment shall be
              made to you on or about  July 15,  2001 and  after  the  Effective
              Date.

       (c)    In  addition,  you will be paid your  accrued but unused  vacation
              time pay, less withholding taxes and customary payroll deductions,
              through and on your Termination Date.

3.     Upon  execution  of this  Agreement,  you will no longer be an  Executive
       Officer of the  Company  and will  thereafter  no longer be covered by or
       eligible  to  receive  any  compensation  or  benefits  pursuant  to  the
       Executive  Change  of  Control  Plan,  adopted  by the  Company  Board of
       Directors on May 10, 1999, as amended (the "CIC Plan").  In consideration
       of an  extension  of your  Termination  Date to June  30,  2001  and your
       acceptance of this Agreement,  and provided you have fulfilled your other
       obligations  set forth in this  Agreement,  after the Effective  Date the
       Company shall provide you with the following benefits:

       a)     up to Ten Thousand Dollars ($10,000) of outplacement benefits from
              the company of your  choice,  upon receipt by the Company of bills
              for same by December 31, 2001; and

       b)     live voicemail until June 31, 2001; and

       c)     you may keep your portable  computer  after the Company shall have
              deleted therefrom, confidential Company software and information.

4.     Except as specifically  provided in this  Agreement,  you hereby abrogate
       and  repudiate  any and all claims you have under the Bonus and Severance
       Plan,  the CIC Plan,  the  acknowledgment  agreements  executed by you in
       respect  of said  plans,  any and all other  written  or oral  agreements
       between you and the Company  regarding the terms of your  employment  and
       any and all compensation to be paid to you by the Company.

5.     After your Termination Date, you will no longer be covered by or eligible
       for any benefits  under any Company  employee  benefit plans in which you
       currently  participate.  After your Termination Date, you will receive by
       separate  cover  information  regarding  your rights to health  insurance
       continuation  (COBRA)  and any 401(k) PLUS plan  benefits.  To the extent
       that you have such rights,  nothing in this  Agreement  will impair those
       rights.

6.     (a)    In exchange for the compensation to be provided to you herein,  to
              which  you are not  otherwise  entitled  except  pursuant  to this
              Agreement,  you  agree to and  hereby do waive  and  release,  and
              promise  never  to  assert,  any  claims  of any  kind  or  nature
              whatsoever,  in  law or  equity,  known  or  unknown,  direct  and
              indirect,  that you have against the Company,  and its  respective
              predecessors,   subsidiaries,   affiliates,   associates,  owners,
              divisions, representatives, related entities, officers, directors,
              shareholders, agents,


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              partners,  insurers,  employee  benefit plans (and their trustees,
              administrators  and  other  fiduciaries),   attorneys,  employees,
              heirs,  successors,  and  assigns  (collectively,   the  "Released
              Parties"),  arising  from  or  related  to  your  employment,  the
              transition  of  your  employment,  and  the  termination  of  your
              employment with the Company.

              The claims that you are waiving,  releasing  and  promising not to
              assert  include,  but are not limited  to,  claims  arising  under
              federal, state and local statutory and common law, such as the Age
              Discrimination  in Employment Act, as amended,  the Americans with
              Disabilities  Act of 1990,  the Family  Medical Leave Act of 1993,
              Title VII of the Civil Rights Act of 1964,  as amended,  the Equal
              Pay Act of 1963,  as  amended,  the Civil  Rights Act of 1866,  as
              amended,  the common law of contract and tort,  and any other laws
              and   regulations   relating   to   employment,    or   employment
              discrimination and/or the payment of wages or benefits.

       (b)    In  consideration  of  the  foregoing  and  the  execution  of the
              Agreement  by you,  the Company and the  Released  Parties  hereby
              waive and release  and  promise  never to assert any claims of any
              kind or nature  whatsoever,  in law or equity,  known or  unknown,
              direct or indirect  that the Company  (and/or any of the  Released
              Parties)   might  have   against  you  (and   including,   without
              limitation, your partners,  associates,  agents,  representatives,
              related  entities  and/or  affiliates,   contractors  and/or  your
              attorneys).

7.     (a)    You  understand  and agree that the claims  that you are  waiving,
              releasing and promising  never to assert  include  claims that you
              now know or have reason to know  exist,  as well as those that you
              do not presently have any reason to know,  believe or suspect that
              you  have,  including  unknown,   unforeseen,   unanticipated  and
              unsuspected   injuries,   damages,  loss  and  liability  and  the
              consequences thereof. By signing this Agreement you agree that you
              are expressly waiving any provision of any state, federal or local
              statute, and common-law doctrine,  providing, in substance, that a
              release shall not extend to claims, demands,  injuries or damages,
              loss or liability,  which are unknown or unsuspected to exist,  by
              the person making the release, when s/he is making the release.

       (b)    The Company (and the Released  Parties) agree and understand  that
              the claims that they are waiving, releasing and promising never to
              assert  include  claims  that they now know or have reason to know
              exist, as well as those that they do not presently have any reason
              to know, believe or suspect that they may have, including unknown,
              unforeseen,  unanticipated and unsuspected injuries, damages, loss
              and  liability  and  the  consequences  thereof.  By  signing  the
              Agreement  the  Company  (on  behalf  of itself  and the  Released
              Parties)  agrees that the Company (and the  Released  Parties) are
              expressly  waiving any  provision  of any state,  federal or local
              statute, and common law doctrine,  providing in substance,  that a
              release shall not extend to claims, demands,  injuries or damages,
              loss or liability,  which are unknown or  unsuspected  to exist by
              the party making the release, when it/they are making the release.

8.     You agree that you will not voluntarily,  and without compulsion of legal
       process,  assist or encourage  others to assert  claims or to commence or
       maintain  litigation against the Released Parties.  You also agree not to
       take any action or make any statement which  disparages or is intended to
       disparage the Released Parties or their reputations.

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9.     You agree to return to the Company, by your Termination Date, any and all
       information  and  materials,  whether in paper,  magnetic,  electronic or
       other  form,  that you have about the  Company's  practices,  procedures,
       trade  secrets,  finances,  client  lists,  or marketing of the Company's
       services.  You will promptly  execute any and all notices of  resignation
       from any Company position as requested by the General  Counsel.  You will
       take no  further  action  to bind  or  obligate  the  Company.  You  will
       immediately turn in your corporate American Express card.

10.    You  agree  that  you  will  not,  unless  required  by law or  otherwise
       permitted by express  written  permission from or request by the Company,
       disclose to anyone any information regarding the following:

       a.     Any non-public  information  regarding the Company,  including its
              practices,  procedures,  trade secrets, finances, client lists, or
              marketing of the Company's services.

       b.     The terms of this  Agreement,  except that you may  disclose  this
              information  to  members  of  your  immediate  family  and to your
              attorney,  accountant or other professional advisor(s) to whom you
              must make the disclosure in order for them to render  professional
              services to you. You will instruct them,  however, to maintain the
              confidentiality  of this  information  just as you  must,  and any
              breach of this obligation of confidentiality by such family member
              or professional  advisor(s) shall be deemed to be a breach by you.
              If required to disclose  the terms of this  Agreement  by law, you
              shall provide the Company with sufficient notice prior to any such
              disclosure,  including  the  basis for the  legal  requirement  to
              disclose,  to  allow  the  Company  to  seek  a  protective  order
              preventing the disclosure.

11.    You agree that,  commencing on the Effective  Date,  and thereafter for a
       period of six months after your Termination Date, you shall not, directly
       or  indirectly,  on behalf  of  yourself  or any  other  person or entity
       solicit  for   employment  any  then  current   executive,   employee  or
       independent  contractor  of the  Company,  or  request or induce any then
       current executive,  employee or independent  contractor of the Company to
       leave the employ of, or association  with,  the Company.  Notwithstanding
       the  above,  you  may,  however,  offer  to  hire,  and  hire,  Josephine
       Szczesuil.

12.    Except as  required  by law or  administrative  agency or stock  exchange
       rules, the Company will keep the terms of this Agreement confidential. It
       is expected  that the Company  will file this  Agreement as an exhibit to
       its SEC filings.

13.    In the event that you breach any of your obligations under this Agreement
       or as  otherwise  imposed by the law,  the  Company  will be  entitled to
       recover the  benefits  paid under the  Agreement  and to obtain all other
       relief provided by law and equity. This Agreement will be governed by the
       law of the State of Illinois without regard to principles of conflicts of
       laws thereof.

14.    To accept the  Agreement,  please date and sign this Agreement and return
       it, either by personal delivery or by mail, to GRUBB & ELLIS COMPANY, c/o
       Robert  J.  Walner,  General  Counsel,  2215  Sanders  Road,  Suite  400,
       Northbrook, IL 60062. An extra original for your records is enclosed.

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       A.     YOU SHOULD CONSULT WITH AN ATTORNEY BEFORE SIGNING THIS AGREEMENT.

       B.     YOU HAVE UP TO 21 DAYS FROM THE DATE YOU RECEIVE THIS AGREEMENT TO
              ACCEPT THE TERMS OF THIS AGREEMENT,  ALTHOUGH YOU MAY ACCEPT IT AT
              ANY TIME WITHIN THOSE 21 DAYS.

       C.     ONCE YOU ACCEPT THIS AGREEMENT, YOU WILL HAVE SEVEN (7) DAYS AFTER
              SIGNING  TO REVOKE  YOUR  ACCEPTANCE.  TO  REVOKE,  YOU MUST SEND,
              EITHER BY PERSONAL  DELIVERY OR BY MAIL, TO THE GENERAL COUNSEL AS
              INDICATED ABOVE, A WRITTEN STATEMENT OF REVOCATION.  IF YOU DO NOT
              REVOKE,  THE EIGHTH DAY AFTER THE DATE OF YOUR  ACCEPTANCE WILL BE
              THE "EFFECTIVE DATE" OF THIS AGREEMENT.

15.    Nothing in this Agreement  shall  constitute an admission of liability or
       wrongdoing by the Company or by you. This Agreement  shall not be binding
       on the Company  unless and until it is signed,  in  unaltered  form,  and
       returned to the Company as provided above.

16.    In the event  that any one or more of the  provisions  contained  in this
       Agreement  shall,  for any  reason,  be held to be  invalid,  illegal  or
       unenforceable  in any respect,  then to the maximum  extent  permitted by
       law, such invalidity, illegality or unenforceability shall not affect any
       other provision of this Agreement.

17.    This Agreement  represents the sole and entire agreement  between you and
       the  Company  regarding  the  transition  and  then  termination  of your
       services as Executive  Vice President and supersedes any and all previous
       verbal or written  promises,  representations,  agreements,  negotiations
       and/or  discussions,  if any, between you and the Company with respect to
       the subject matters covered herein.  This Agreement  cannot be terminated
       or changed except in writing by you and a duly authorized  representative
       of G&E.

18.    All  notices,  requests,  demands  and  other  communications  which  are
       required  or may be given  under this  Agreement  shall be in writing and
       shall be deemed  to have been duly  given  when  received  if  personally
       delivered;  when  transmitted if  transmitted by telecopy,  electronic or
       digital transmission method, with electronic confirmation; when received,
       if sent  for  next day  delivery  to a  domestic  address  by  recognized
       overnight delivery service (E.G., Federal Express);  and upon receipt, if
       sent by certified or registered mail, return receipt  requested.  In each
       case notice shall be sent to:

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       If to you, addressed to:

       Brian D. Parker
       6513 Lyons Street
       Morton Grove, IL 60053

       If to Grubb & Ellis Company, addressed to:

       Grubb & Ellis Company
       2215 Sanders Road, 4th Floor
       Northbrook, IL 60062
       Attention:  General Counsel
       Fax: (847) 753-9034

or to such other place and with such other copies as either party may  designate
as to itself by written notice to the others.

                                          GRUBB & ELLIS COMPANY

                                          BY:/s/ BARRY M. BAROVICK
                                             --------------------------------
                                             Barry M. Barovick
Dated:  June 28, 2001                        President & Chief Executive Officer


By signing this  Agreement,  I acknowledge  that I have had the  opportunity  to
review it carefully  with an attorney of my choice,  that I understand the terms
of the agreements contained therein, and that I voluntarily agree to them.

Dated:  June 30, 2001                     /s/ BRIAN D. PARKER
                                          -----------------------------------
                                          Brian D. Parker

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