AMENDMENT NO. 1 TO VOTING TRUSTEE AGREEMENT

Exhibit 10.2

AMENDMENT NO. 1 TO VOTING TRUSTEE AGREEMENT

THIS AMENDMENT NO. 1 TO VOTING TRUSTEE AGREEMENT, is made as of March 20, 2008, among LEXINGTON REALTY TRUST, a Maryland real estate investment trust (“Lexington”), THE LEXINGTON MASTER LIMITED PARTNERSHIP (formerly known as The Xxxxxxx Master Limited Partnership), a Delaware limited partnership (the “Operating Partnership” and together with Lexington, the “Company”), and NKT ADVISORS LLC (the “Advisor”).

WHEREAS, pursuant to that certain Voting Trustee Agreement, dated as of December 31, 2007, among Lexington, the Operating Partnership and the Advisor (the “Agreement”), the parties set forth certain rights and obligations in connection with the Special Preferred Stock, $.01 par value per share of Lexington (the “Special Voting Preferred Stock”);

WHEREAS, the parties desire to amend the Agreement as hereinafter provided;

NOW, THEREFORE, in consideration of the premises and of the mutual agreements herein set forth, the parties hereto agree as follows:

1.         Capitalized Terms.  Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed thereto in the Agreement.

2.         Amendments.  The Agreement is hereby amended by deleting Section 2 thereof in its entirety and inserting the following in lieu therof;

2.           Voting Procedure. Lexington agrees to (i) notify the holders of Special Voting Partnership Units regarding any matter as to which votes or consents are sought by Lexington from the holders of Special Voting Preferred Stock, (ii) provide such holders with copies of materials provided to common shareholders in connection with such vote or consent and (iii) provide such holders with the means with which to indicate their LP Direction Votes.

3.           Miscellaneous.             (a)  Except as modified hereby, the Agreement remains in full force and effect and the provisions thereof are hereby ratified and confirmed.

(b)           All references in the Agreement to “this Agreement”, “hereunder”, “hereto” or similar references, and all references in all other documents to the Agreement shall hereinafter be deemed references to the Agreement as amended hereby.

(c)           This Amendment may be executed in one or more counterparts, all of which together shall for all purposes constitute one amendment, binding on all parties hereto, notwithstanding that the parties have not signed the same counterparts.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written.

	LEXINGTON REALTY TRUST
	By:	/s/ X. Xxxxxx Eglin
		Name:  X. Xxxxxx Eglin
		Title:  Chief Executive Officer

	THE LEXINGTON MASTER LIMITED PARTNERSHIP
	By:	Lex GP-1 Trust, its General Partner
		By:	/s/ X. Xxxxxx Eglin
			Name:  X. Xxxxxx Eglin
			Title:  President

	NKT ADVISORS LLC
	By:	FUR Holdings LLC,  its Managing Member
		By:	WEM-FUR Investors LLC, its Managing Member
			By:	/s/ Xxxxxxx X. Xxxxxx
				Xxxxxxx X. Xxxxxx
				Managing Member