CONFIRMATION OF GUARANTEES AND CONFIRMATION AND AMENDMENT OF OTHER INCIDENTAL DOCUMENTS

limited liability company (“FVE-GHV”) to sublease the properties being added to the Consolidated Lease pursuant to the Third Amendment to FVE-GHV;

WHEREAS, in connection with, and as a condition precedent to, the execution of the Third Amendment by the Landlords, the Landlords have required that the parties hereto confirm that the Guarantees and the other Incidental Documents remain in full force and effect and apply to the Consolidated Lease as amended by the Third Amendment; and

WHEREAS, in connection with the execution of the Third Amendment and the Sublease, the parties hereto wish to amend certain of the Incidental Documents, including (i) the Security Agreement, dated as of December 31, 2001, by and among certain of the Subtenants and certain of the Landlords, as amended and confirmed from time to time (the “Subtenant Security Agreement”); (ii) the Security Agreement, dated as of December 31, 2001, by and among the Tenant and certain of the Landlords, as amended and confirmed from time to time (the “Tenant Security Agreement”); and (iii) the Second Amended and Restated Pledge of Stock and Membership Interests Agreement, dated as of May 6, 2005, made by the Subtenant Pledgors for the benefit of the Landlords, as amended and confirmed from time to time (the “Subtenant Pledge Agreement”), all subject to and upon the terms and conditions herein set forth;

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1.     Joinder by FVE-GHV. FVE-GHV hereby joins in the Subtenant Security Agreement as if it had originally executed and delivered the Subtenant Security Agreement as a “Subtenant” thereunder. FVE-GHV hereby joins in the Subtenant Guaranty (as defined in Exhibit A hereof) as if it had originally executed and delivered the Subtenant Guaranty as a “Subtenant” thereunder.

2.     Amendment of Subtenant Security Agreement. The Subtenant Security Agreement is hereby amended by: (i) inserting the following at the end of Exhibit A attached thereto:

31.    Sublease Agreement, dated October 31, 2005, by and between Five Star Quality Care Trust, a Maryland business trust, and Five Star Quality Care-GHV, LLC, a Maryland limited liability company.