Exhibit 10.66

# SECOND AMENDMENT TOAGREEMENT OF SALE AND
PURCHASE

THIS
SECOND AMENDMENT TO AGREEMENT OF SALE AND PURCHASE (this Second
Amendment) is entered into as of the 18th day of October,
2004, by and between MACK-CALI TEXAS PROPERTY L.P., a Texas limited partnership
(Seller), and CENTENNIAL ACQUISITION COMPANY, a Texas corporation, and
WARAMAUG ACQUISITION CORP., a Texas corporation (collectively,
Purchaser).

A.              Seller
and Purchaser entered into that certain Agreement of Sale and Purchase           dated as
of August 10, 2004, as amended by that certain Amendment to Agreement           of Sale
and Purchase between Seller and Purchaser dated as of October 12,           2004 (as
amended to date, the Purchase           Agreement). All
capitalized terms used but not defined           herein shall have the meaning given such
terms in the Purchase Agreement.

B.              Seller
and Purchaser now desire to amend the Purchase Agreement as set forth           below.

NOW,
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, Seller and Purchaser agree as follows:

1.    Evaluation
Period.   The expiration of the Evaluation Period           is hereby
extended to 5:00 p.m. Eastern Time on October 20, 2004.

2.    Reaffirmation.  
Except as modified by this Second Amendment,           the Purchase Agreement is hereby
ratified and confirmed and in full force and           effect. In the event of a conflict
between the terms of this Second Amendment           and the Purchase Agreement, the
terms of this Second Amendment shall control.

3.    Counterparts.  
This Second Amendment may be executed in any           number of counterparts, all of
which taken together will constitute one and the           same Second Amendment, and the
signature page of any counterpart may be removed           therefrom and attached to any
other counterpart. This Second Amendment shall be           legally binding upon receipt
by each party of the facsimile or the original           signature of Seller and of
Purchaser.

[SIGNATURES
FOLLOW ON NEXT SUCCEEDING PAGE]

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IN
WITNESS WHEREOF the parties have executed this Second Amendment as of the day and year
first above written.

| |  | PURCHASER:CENTENNIAL ACQUISITION COMPANYBy:  /s/ Steven H. Levin
Name:  Steven H. LevinTitle:  President
| |  | ----------------------------------------------------------------------------------------------------------------------

| |  | WARAMAUG ACQUISITION CORP.By:  /s/  Cindy Nelson
Name:  Cindy NelsonTitle:  Vice President
| |  | --------------------------------------------------------------------------------------------------------

| |  | SELLER:MACK-CALI TEXAS PROPERTY L.P.By:  Mack-Cali Sub XVII, Inc., its general partner
      By:  /s/  Roger W. Thomas            Name:  Roger W. Thomas
      Title:  Executive Vice President                   and General Counsel
| |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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