FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

PEHLKE RICHARD W
2. Issuer Name and Ticker or Trading Symbol

GRUBB & ELLIS CO [ GBE ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP and CFO
(Last)          (First)          (Middle)

C/O GRUBB & ELLIS COMPANY, 1551 N. TUSTIN AVE., SUITE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

11/13/2009
(Street)

SANTA ANA, CA 92705
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01                  201500   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Preferred Stock, par value $0.01   (2)   (3) 11/13/2009     P      500         (4)   (4) Common Stock, par value $0.01     (3) $100.00   500   D    
Non-qualified Stock Option (right to buy)   (5) $11.75                      (6) 2/15/2017   Common Stock, par value $0.01   25000     25000   D    

Explanation of Responses:
( 1)  Includes 119,000 restricted shares of Grubb & Ellis Company's (the "Company") common stock awarded to Mr. Pehlke pursuant to the Company's 2006 Omnibus Equity Plan which will vest in equal thirty-three and one-third (33 1/3%) installments on each first business day after the first, second, and third anniversaries of the grant date (December 3, 2008) and are subject to acceleration under certain conditions. Also includes 75,000 restricted shares of the Company's common stock that were awarded to Mr. Pehlke pursuant to the Company's 2006 Omnibus Equity Plan which will vest in equal thirty-three and one-third percent (33 1/3%) installments on each first business day after the first, second, and third anniversaries of the grant date (January 24, 2008).
( 2)  The full title of the deriviative security is 12% Cumulative Participating Perpetual Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock").
( 3)  Each share of Preferred Stock is convertible into 31.322 shares of the Company's common stock, which represents a conversion price of approximately $3.19 per share. If the Company's certificate of incorporation is amended to increase the number of authorized shares of capital stock to 220,000,000 shares, 200,000,000 of such shares being common stock, and 20,000,000 of such shares being preferred stock, each share of Preferred Stock will be convertible into 60.606 shares of the Company's common stock, which represents a conversion price of approximately $1.65 per share.
( 4)  The Preferred Stock is convertible into common stock at any time and has no expiration date.
( 5)  25,000 options were granted to Mr. Pehlke pursuant to the terms and conditions of that certain Stock Option Agreement, dated as of February 15, 2007, by and between the Company and Richard W. Pehlke, and are subject to the terms and conditions of the Company's 2006 Omnibus Equity Plan.
( 6)  The options reported hereunder vest in equal thirty-three and one-third percent (33 1/3%) installments on the last business day before each of the first, second and third anniversaries of February 15, 2007.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PEHLKE RICHARD W
C/O GRUBB & ELLIS COMPANY
1551 N. TUSTIN AVE., SUITE 300
SANTA ANA, CA 92705


EVP and CFO

Signatures
/s/ Richard W. Pehlke 11/17/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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