American Retirement Corporation (the Company) Summary of Director and Executive Officer Compensation

Exhibit 10.51

American Retirement Corporation (the “Company”)

Summary of Director and Executive Officer Compensation

I.              DIRECTOR COMPENSATION.   Directors who are employees of, or paid consultants to, the Company do not receive additional compensation for serving as directors of the Company. The following table sets forth current rates of cash compensation for the Company’s non-employee directors.

Annual Retainer

$16,000 (payable in quarterly installments)

Board Meeting Attendance Fee

$1,000

Lead Director, Audit Committee
Chair and Compensation
Committee Chair Annual Retainer

$4,000

$1,000

Committee Member Meeting Attendance
Fee (all other committees other
than Audit Committee)

$500

                In addition to cash compensation, non-employee directors receive options to purchase shares of common stock pursuant to the Company’s 1997 Stock Incentive Plan. On the date of each annual meeting of the shareholders of the Company, each non-employee director who will continue as a director following such meeting automatically receives an option to purchase 3,000 shares of common stock. Such options vest with respect to all 3,000 shares on the date of the next annual meeting of shareholders. All options automatically granted to a non-employee director enable the optionees to purchase shares of common stock at the fair market value of the common stock on the date of grant. The terms of the options are ten years from the date of grant. The exercise price may be paid in cash, shares of common stock previously owned by the director, or a combination thereof.

II.            EXECUTIVE OFFICER COMPENSATION.   The following table sets forth the current base salaries provided to the Company’s Chief Executive Officer and four most highly compensated executive officers.