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                                                                Exhibit 10.8

                             GREAT LAKES REIT
          NON-QUALIFIED OPTION CERTIFICATE / INDEPENDENT TRUSTEE

     This is to certify that on this 31st day of December, ____, Great Lakes
REIT, a Maryland real estate investment trust (the "Company"), pursuant to
the Great Lakes REIT Equity and Performance Incentive Plan (as amended and
restated February 28, 2001) (the "Plan"), hereby grants to _____________ (the
"Trustee") an option to purchase Five Thousand (5,000) common shares of
beneficial interest, par value $.01 per share ("Common Shares"), in the
Company upon the terms and conditions set forth herein.  The Trustee and
other individuals to whom an option or any portion thereof has been granted
or transferred hereunder may be referred to herein as the "Optionholder" as
necessary.

     1. The purchase price, payable upon exercise of the option, shall be
$_____ per share, subject to adjustment as provided in paragraph 6 below.

     2. The exercise of the option shall be subject to the following
conditions:

          (a) The option shall become exercisable with respect to the total
number of shares subject to the option immediately after the date of the
grant.  All or any part of the shares with respect to which the right to
purchase has accrued may be purchased at the time of such accrual or at any
time or times thereafter during the option period.

          (b) The option may be exercised by giving written notice to the
Company, attention of the Secretary, specifying the number of shares to be
purchased, accompanied by the full purchase price for the shares to be
purchased either in cash or by check or by Common Shares or by a combination
of such methods of payment.  At the time of any exercise of the option, the
Company may, if it shall determine it necessary or desirable for any reason,
require the Optionholder (or his heirs, legatees or legal representative, as
the case may be) as a condition upon the exercise thereof, to deliver to the
Company a written representation of present intention to purchase the shares
for investment and not for distribution.  In the event such representation is
required to be delivered, an appropriate legend may be placed upon each
certificate delivered to the Optionholder upon his exercise of part or all of
the option and a stop transfer order may be placed with the Company's
transfer agent.  The option shall also be subject to the requirement that, if
at any time the Company determines, in its discretion, that the listing,
registration or qualification of the shares subject to the option upon any
securities exchange or under any state or Federal law, or the consent or
approval of any governmental regulatory body is necessary or desirable as a
condition of, or in connection with, the issue or purchase of shares
thereunder, the option may not be exercised in whole or in part unless such
listing, registration, qualification, consent or approval shall have been
effected or obtained free of any conditions not acceptable to the Company.

     3. The term of the option is ten (10) years, but is subject to earlier
expiration as provided in paragraph 5.  The option thus is not exercisable to
any extent after the expiration of ten (10) years from the date of this
option certificate, or after any earlier expiration date that may

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be applicable under the terms of paragraph 5, unless the Board extends the
term of the option for such additional period as the Board, in its
discretion, determines, provided that in no event shall the aggregate option
period, including the original term of the option and any extensions thereof,
exceed ten (10) years.

     4. The options shall not be transferable except: (i) to an Independent
Trustee's employer or an affiliate of such employer, (ii) to one or more
trusts established solely for the benefit of one or more members of the
Independent Trustee's family or to one or more partnerships in which the only
partners are members of the Independent Trustee's family or (iii) by will or
the laws of descent and distribution.  An Independent Trustee or his/her
assignee shall provide the Company written notice of any such transfer, and
any such transfer shall not effect the conditions of the exercise of the
Option except as otherwise noted herein or in the Plan.

     5. In the event the Trustee is removed by a vote of the shareholders
"for cause" under the Company's Amended and Restated Declaration of Trust and
Bylaws the term of any option granted hereunder shall toll, and all rights to
purchase shares pursuant thereto must be exercised within six months from the
termination date.

     6. The number of shares subject to the option shall be adjusted as
follows: (a) in the event that the Company's outstanding number of Common
Shares is changed by any share dividend, share split or combination of
shares, the number of shares subject to the option shall be proportionately
adjusted; (b) in the event of any merger, consolidation or reorganization of
the Company with any other trust, corporation or corporations, there shall be
substituted on an equitable basis as determined by the Board for each Common
Share then subject to the option, the number and kind of shares of stock or
other securities to which the holders of beneficial interest of the Company
will be entitled pursuant to the transaction; and (c) in the event of any
other relevant change in the capitalization of the Company, the Board shall
provide for an equitable adjustment in the number of shares of beneficial
interest then subject to the option.  In the event of such adjustment, the
purchase price per share shall be proportionately adjusted.

     7. Notwithstanding any other provisions in the Plan, during the period
of thirty (30) days after any "change in control," each Optionholder shall
have the right to require the Company to purchase from him any option granted
under the Plan and held by him at a purchase price equal to (a) the excess of
the "Fair Market Value" (as defined in the Plan) per share over the option
price (b) multiplied by the number of option shares specified by him for
purchase in a written notice to the Company, attention of the Secretary.  The
amount payable to each Optionholder by the Company shall be in cash or by
certified check and shall be reduced by any taxes required to be withheld.

     8. The granting of this option shall not modify in any way the terms and
conditions of the Trustee Agreement (if any).

     9. The Optionholder(s) shall not have any rights of shareholders with
respect to the shares of beneficial interest subject to the option until such
shares of beneficial interest are actually issued upon exercise of the option.

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     IN WITNESS WHEREOF, this instrument has been executed by the duly
authorized officer of the Company on the date above written.


Great Lakes REIT



By:_________________________, Secretary
   Richard L. Rasley