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                                                                    EXHIBIT 10.9

                  AMENDED AND RESTATED ACCOMMODATION AGREEMENT

        This Amended and Restated Accommodation Agreement (this "AGREEMENT") is
made as of August 9, 2004 by and between Behringer Harvard REIT I, Inc., a
Maryland corporation ("BH REIT"), and Behringer Harvard Holdings, LLC, a
Delaware limited liability company ("BHH").

                                    RECITALS

        A. BHH is in the business of, among other things, acquiring real estate
projects for tenant in common syndication (each a "PROJECT").

        B. BHH and BH REIT have previously entered into an arrangement whereby
BH REIT may agree to guarantee certain short-term loans from lenders ("LENDERS")
of up to $1,000,000 in principal amount each to fund acquisition and syndication
costs with respect to certain Projects in exchange for a fee and, if agreed by
the parties at the time of such guarantee, the right to acquire an interest in
such Projects.

        C. BH REIT and/or its operating limited partnership provides certain
accommodations to BHH in connection with its tenant in common offerings whereby
for a fee will agree to purchase unsold tenant in common interests in offerings
thereof by BHH (each a "TIC OFFERING") that utilize bridge financing and BHH and
BH REIT wish to amend the terms of their arrangement such that BH REIT may agree
to guarantee certain bridge loans associated with such tenant in common
interests and/or provide security therefor.

        D. BHH and BH REIT desire to enter into this Agreement to reflect their
understanding regarding the guarantees to be provided by BH REIT, and the
compensation payable to BH REIT for such guarantees.

        NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:

        1.      GUARANTY OF ACQUISITION AND SYNDICATION COST LOANS. In the event
that BHH wishes to obtain a guaranty (each an "ACQUISITION AND SYNDICATION COST
LOAN GUARANTY") from BH REIT of any loan (each an "ACQUISITION AND SYNDICATION
COST LOAN") to fund acquisition and syndication costs and deposits with respect
to any Project, and BH REIT agrees to provide such ACQUISITION AND SYNDICATION
COST Loan Guarantee, the parties will evidence such agreement pursuant to their
completion and execution of a Project Schedule in the form of Exhibit A attached
hereto (each a "PROJECT SCHEDULE").

                1.1     BASIC TERMS OF ACQUISITION AND SYNDICATION COST LOANS\
        GUARANTY. Each Acquisition and Syndication Cost Loan Guaranty shall be
        on commercially usual forms (a form generally utilized by a
        federal-chartered banking institution, state-chartered banking
        institution or a national third-party commercial lender will be deemed
        usual), will be for a period not to exceed six (6) months and shall be
        limited to no more than One Million Dollars ($1,000,000) in principal
        amount plus related accrued interest thereon. As a condition precedent
        to execution by management of BH REIT, each Acquisition and

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        Syndication Cost Loan Guaranty shall first be approved by a majority of
        the members of the Board of Directors of BH REIT not otherwise
        interested in the transaction, including a majority of the independent
        directors. Each Acquisition and Syndication Cost Loan Guaranty will be
        supported by a letter of credit obtained by BH REIT or a pledge of cash,
        in form and substance acceptable to BH REIT (provided that arrangements
        substantially similar to the arrangements currently in place with First
        American Bank, SSB (the "FAB ARRANGEMENTS") in respect of the existing
        $2,500,000 credit line entered into pursuant to this Section 1 shall be
        deemed acceptable to BH REIT) if required by the Lender (or other
        collateral acceptable to BH REIT).

                1.2     EXTENSION OF ACQUISITION AND SYNDICATION COST LOAN
        GUARANTY. Upon written request by BHH and subject to the prior consent
        of a majority of the independent directors of BH REIT, each Acquisition
        and Syndication Cost Loan Guaranty may be extended for one or more
        additional six (6) month periods in exchange for the additional
        consideration set forth in Section 3 below.

        2.      GUARANTY OF BRIDGE LOANS. In the event that BHH wishes to obtain
a guaranty (each a "BRIDGE GUARANTY") from BH REIT of any loan pursuant to which
BHH acquires its interest in respect of a Project, which interest is intended to
be sold in a TIC Offering (each a "BRIDGE LOAN"), and BH REIT agrees to provide
such Bridge Guarantee, the parties will evidence such agreement pursuant to
their completion and execution of a Project Schedule.

                2.1     BASIC TERMS OF BRIDGE LOANS GUARANTY. Each Bridge
        Guaranty shall be on commercially usual forms (a form generally utilized
        by a federal-chartered banking institution, state-chartered banking
        institution or a national third-party commercial lender will be deemed
        usual), will be for a period not to exceed six (6) months and shall be
        limited to no more than the obligations under the Bridge Loan. Each
        Bridge Guaranty will be supported by a letter of credit obtained by BH
        REIT or a pledge of cash and/or BH REIT's interest in the Project, if
        required by the Lender (or other collateral acceptable to BH REIT), in
        each case in form and substance acceptable to BH REIT (provided that
        arrangements substantially similar to the FAB Arrangements shall be
        deemed acceptable to BH REIT). As a condition precedent to execution by
        management of BH REIT, each Project the subject of a Bridge Guaranty
        shall first be approved by a majority of the members of the Board of
        Directors of BH REIT not otherwise interested in the transaction,
        including a majority of the independent directors, as a Project that may
        be one hundred percent (100%) acquired by BH REIT and each Bridge
        Guaranty shall first be approved by a majority of the members of the
        Board of Directors of BH REIT not otherwise interested in the
        transaction, including a majority of the independent directors.

                2.2     EXTENSION OF BRIDGE GUARANTY. Upon written request by
        BHH and subject to the prior consent of a majority of the independent
        directors of BH REIT, each Bridge Guaranty may be extended for one or
        more additional six (6) month periods in exchange for the additional
        consideration set forth in Section 3 below.

        3.      GUARANTY FEE. BHH shall pay to BH REIT a fee (the "GUARANTY
FEE") in an amount equal to one percent (1%) of the Acquisition and Syndication
Cost Loan or Bridge Loan (each a "LOAN") amount guaranteed by BH REIT, which
Guaranty Fee shall be paid on the date or dates

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such Loan or portion thereof is made. If an Acquisition and Syndication Cost
Guaranty or Bridge Guaranty (each a "GUARANTY") is extended for any additional
six (6) month period, an additional 1% Guaranty Fee shall be paid on the date of
each such extension.

        4.      RIGHT TO PURCHASE INTEREST IN PROJECTS. BHH hereby agrees that,
if required by BH REIT in the Project Schedule for any Guaranty, BH REIT (or its
affiliates) shall have the option, but not the obligation, to purchase up to a
5% interest in each Project with respect to which a Guaranty is made by BH REIT.
The purchase price for each 1% interest shall be equal to the purchase price
paid by BHH for a 1% interest in the Project plus a pro rata share of the
closing costs and expenses unless substantial justification for an excess amount
exists and such excess is reasonable in the sole discretion of the majority of
independent directors of BH REIT. In no event shall the pro rated purchase price
for any interest acquired by BH REIT in the Project exceed the Project's pro
rated appraised value if BH REIT's interest is acquired from an affiliate of BH
REIT's advisor. Upon the mutual agreement of the parties, the percentage
interest that may be purchased by BH REIT (or its affiliates) pursuant to this
Section 3 may exceed 5%.

        5.      SECURITY INTEREST; PURCHASE RIGHT, SUBROGATION; SETOFF; PLEDGE.

                5.1     BHH hereby grants to BH REIT a security interest in each
        purchase agreement entered into with respect to a Project for which a
        Guaranty is made by BH REIT. BHH further agrees that it will not grant a
        security interest in any such purchase agreement to any other party. If
        BHH fails to acquire a Project during the period specified in the
        purchase agreement for such Project and no extension is granted for such
        acquisition, such failure shall constitute an event of default with
        respect to such Project ("PROJECT DEFAULT"). Upon a Project Default, BHH
        shall (i) transfer all of its rights under the purchase agreement with
        respect to such Project to BH REIT, and (ii) shall cooperate with BH
        REIT to obtain an extension of such purchase agreement with the seller.
        In addition, BH REIT shall have the right to exercise any other remedies
        available at law or in equity or as provided for herein.

                5.2     BHH hereby grants to BH REIT a right to acquire any or
        all of the tenant in common interests is any Project the subject of a
        Bridge Guaranty on the basis set forth in Section 4 above at any time
        after the fifth (5th) day before the related Bridge Loan would become
        due by its terms or upon any default of the related Bridge Loan.

                5.3     Subject to any limitations in the applicable Guaranty,
        BH REIT shall have full rights of subrogation in respect of any amounts
        of the related Loan it pays to the Lender under such Guaranty.

                5.4     BHH agrees that, in addition to, and without limitation
        of, any right of setoff, security interest, lien or counterclaim BH REIT
        may otherwise have, BH REIT shall be entitled, at the sole option of BH
        REIT, to offset any amounts that BH REIT may at any time become
        obligated to pay BHH or any of its direct or indirect subsidiaries,
        including without limitation, organization and offering expense
        reimbursements, acquisition and advisory fees, acquisition expense
        reimbursements property management fees, leasing commissions, and asset
        management fees (but specifically excluding commissions and dealers
        manager's fees payable to Behringer Securities LP) against any

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        amount payable by BHH to BH REIT under this Agreement or pursuant to any
        rights of subrogation that are not paid when due.

        6.      PROJECT SCHEDULE. The terms of each Guaranty made under this
Agreement shall be set forth on a Project Schedule to this Agreement in the form
attached hereto as Exhibit A, which Exhibit shall be amended as Projects are
completed or added.

        7.      TERM OF AGREEMENT. This Agreement shall be effective until
terminated at any time by written notice from one party to the other of such
termination. Regardless of any such termination this Agreement shall remain
effective as to any Guaranty provided prior to such termination.

        8.      NOTICES. All notices, requests, demands and other communications
under this Agreement shall be in writing and shall be deemed to have been duly
given on the date of delivery, if delivered personally to the party to whom
notice is to be given, or on the first (1st) business day after deposit, if
deposited with Federal Express or another reputable overnight courier service,
or on the third (3rd) day after mailing by first class mail, registered or
certified, postage prepaid, if mailed to the party to whom notice is given.

        9.      SEVERABILITY OF PROVISIONS. The provisions of this Agreement
shall be deemed severable and the invalidity or unenforceability of any one or
more of the provisions hereof shall not affect the validity and enforceability
of the other provisions hereof.

        10.     APPLICABLE LAW. This Agreement shall be governed by and
construed in accordance with the laws of the State of Texas without regards to
principals of conflicts of laws.

        11.     BINDING AGREEMENT. This Agreement shall be binding on the
parties hereto, and their respective heirs, executors, personal representatives,
successors and assigns.

        12.     HEADINGS. All section headings in this Agreement are for
convenience of reference only and are not intended to qualify the meaning of any
section.

        13.     RELIANCE. No person other than the parties to this Agreement may
directly or indirectly rely upon or enforce the provisions of this Agreement,
whether as a third party beneficiary or otherwise.

        14.     ENTIRE AGREEMENT. This Agreement constitutes the entire written
agreement between the parties and supersedes all prior agreements, oral or
written, including without limitation the Accommodation Agreement dated January
28, 2004 between the parties hereto, with respect to the subject matter hereof.

        15.     COUNTERPARTS. This Agreement may be executed in counterparts,
each of which shall be deemed an original (including copies sent to a party by
telecopy or facsimile transmission) as against the party signing such
counterpart, but which together shall constitute one and the same instrument.

        16.     EXPENSES. BHH shall pay and/or reimburse upon demand all costs
of BH REIT in connection with this Agreement, the transactions contemplated
hereby (including any costs

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associated with any pledge of assets or the placement of any letter of credit)
and any enforcement of its rights under this Agreement, including without
limitation costs of investigation of any breach hereunder and attorneys' fees
and expenses. Any amount owed by BHH to BH REIT not paid when due hereunder
shall earn interest at the greater of the eighteen percent (18%) per annum or
the maximum amount permitted by applicable law.

        IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed, effective as of the date first written above.

                                      BEHRINGER HARVARD REIT I, INC., a Maryland
                                      corporation


                                      By:
                                         ---------------------------------------
                                         Robert M. Behringer, Chief Executive
                                         Officer


                                      BEHRINGER HARVARD HOLDINGS, LLC, a
                                      Delaware limited liability company


                                      By:
                                         ---------------------------------------
                                         Robert M. Behringer, Chief Executive
                                         Officer





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                                    EXHIBIT A

                                PROJECT SCHEDULE

        Behringer Harvard REIT I, Inc., a Maryland corporation ("BH REIT"), and
Behringer Harvard Holdings, LLC, a Delaware limited liability company ("BHH"),
hereby agree to this Project Schedule pursuant to the Amended and Restated
Accommodation Agreement dated as of August 9, 2004 (the "ACCOMMODATION
AGREEMENT") by and between BH REIT and BHH and with respect to
___________________________________________ (the "PROJECT"). Capitalized terms
used herein shall have the meanings given them in the Accommodation Agreement.

        1.    AMOUNT OF LOAN:                    $___________________.

        2.    Type of Loan                       ____________________.

        3.    LENDER:                            ____________________.

        4.    AMOUNT GUARANTEED:                 $___________________.

        5.    LOAN ORIGINATION DATE:             ____________________.

        6.    LOAN MATURITY DATE:                ____________________.

        7.    PURCHASE OPTION PERCENTAGE:        ___________________%.

        BHH hereby certifies that it has provided BH REIT with execution draft
of the proposed Guaranty that will be utilized in the above-referenced
transaction and that said Guaranty will not be modified or amended without the
prior written approval of a majority of the members of the Board of Directors of
BH REIT not otherwise interested in the transaction, including a majority of the
independent directors. BH REIT hereby certifies that the Guaranty has been
approved by a majority of the members of the Board of Directors of BH REIT not
otherwise interested in the transaction, including a majority of the independent
directors.

        IN WITNESS WHEREOF, the parties have caused this Project Schedule to be
duly executed, effective as of __________________, 20___.


                                      BEHRINGER HARVARD REIT I, INC., a Maryland
                                      corporation


                                      By:
                                         ---------------------------------------
                                         Robert M. Behringer, Chief Executive
                                         Officer


                                      BEHRINGER HARVARD HOLDINGS, LLC, a
                                      Delaware limited liability company


                                      By:
                                         ---------------------------------------
                                         Robert M. Behringer, Chief Executive
                                         Officer

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