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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 (Mark One)
 þ
    
    ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2008
 or
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission
File No. 000-53203
 AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    20-5685431(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)8 Greenway Plaza, Suite 1000Houston, TX
    
    77046(address of principle executive offices)
    
    (Zip Code)
 (713) 850-1400  (Registrants telephone number, including area code)
 Securities to be registered under Section 12(b) of the Exchange Act:
 Name of each exchange on whichTitle of each class to be so registered
    
    Each class is to be registeredNone
    
    None
 Securities to be registered under Section 12(g) of the Act:
 Limited Partnership Interests  (Title of Class)
 o þ
 o þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer   þ
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ
  o þ




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TABLE OF CONTENTS
 ITEM
    
    
    
    PAGEPART I1
    
    BUSINESS
    
    
    22
    
    PROPERTIES
    
    
    143
    
    LEGAL PROCEEDINGS
    
    
    184
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    18PART II5
    
    MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANTS COMMON
EQUITY AND OTHER STOCKHOLDER MATTERS
    
    
    186
    
    FINANCIAL INFORMATION
    
    
    207
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    298
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
    
    
    308A(T)
    
    CONTROLS AND PROCEDURES
    
    
    308B
    
    OTHER INFORMATION
    
    
    30PART III9
    
    DIRECTORS AND EXECUTIVE OFFICERS
    
    
    3010
    
    EXECUTIVE COMPENSATION
    
    
    3111
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
    
    
    3212
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
    
    
    3313
    
    EXHIBITS
    
    
    3514
    
    PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    36PART IV15
    
    FINANCIAL STATEMENTS AND EXHIBITS
    
    
    36EX-31.1EX-31.2EX-32.1EX-32.2




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CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS
    1




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PART I
 
 ITEM 1. BUSINESS
 Background
       2




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##### Table of Contents



Percent
    
    
    Square
    
    
    Percentage
    
    
    AnnualizedProperty
    
    Location
    
    Owned
    
    
    Footage
    
    
    Leased
    
    
    Gross Base Rent (1)Casa Linda Plaza (2) (3)
    
    Dallas
    
    
    50
    %
    
    
    324,569
    
    
    
    84
    %
    
    $
    3,410,000Woodlake Square (4)
    
    Houston
    
    
    60
    
    
    
    205,522
    
    
    
    72
    
    
    
    1,947,000Woodlake Pointe (4)
    
    Houston
    
    
    60
    
    
    
    82,120
    
    
    
    50
    
    
    
    834,000Cambridge Holcombe (2) (5)
    
    Houston
    
    
    50
    
    
    
    
    
    
    
    
    
    
    
    Shadow Creek Ranch (2)
    
    Houston
    
    
    10
    
    
    
    593,163
    
    
    
    72
    
    
    
    4,793,000Village on the Green
    
    San Antonio
    
    
    100
    
    
    
    36,367
    
    
    
    100
    
    
    
    713,000Total
    
    
    
    
    
    
    
    
    1,241,741
    
    
    
    
    
    
    $
    11,697,000
 
 (1)
    
    Annualized gross base rent represents base rents in place on leases with rent having
commenced as of December 31, 2008 and does not reflect straight-line rent or other adjustments
under generally accepted accounting principles.(2)
    
    Property is owned through a joint venture that is not consolidated in our financial statements.(3)
    
    Property is under redevelopment.(4)
    
    Property is planned for redevelopment.(5)
    
    Property is vacant land and is planned for development.  Investment Objectives
  
    
    to preserve and protect our Limited Partners capital contributions;
    
    to provide cash distributions to our Partners through the operation of our properties;
and
    
    to add value to our properties in which we have invested during our operating period
and to realize appreciation upon the ultimate sale of such properties.
 Investment Strategy
  Equity Allocation
  3




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Investments in Properties with Operating Histories
   Development and Redevelopment Properties
    4




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Location of Properties
   Investment Decisions
   
    
    obtaining an independent appraisal of the property;
    
    obtaining an independent engineering report of the propertys mechanical, electrical
and structural integrity (sale/leaseback properties only);
    
    conducting an investigation of title;
    
    evaluating both the current and potential alternative uses of the property; and
 5




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
    
    obtaining an independent Phase I environmental site assessment.
  Real Estate Fundamentals
   Tenant Quality and Monitoring
    Net Leases
  6




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Ownership Structure
     Joint Ventures
  7




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
    
    our right either to approve significant decisions of the joint venture or to
control operations of the joint venture, subject to the right of the joint venture
partner to approve sales or refinancing;
    
    the total compensation paid by us and the joint venture to our General Partner and
its affiliates in connection with a joint venture will not exceed the compensation
which would be permissible under the Partnership Agreement if we owned 100% of the
joint venture;
    
    no duplication of joint venture costs and expenses and our costs and expenses
relating to the joint venture business, including organization and syndication
expenses, acquisition and development costs; and
    
    any purchase, sale or financing transactions between the joint venture partner and
our General Partner or its affiliates must be on terms, which are commercially
reasonable and comparable to those relating to transactions between unrelated parties.
   Disposition Policies
 Operating Period Dispositions
  8




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Reinvestment of Net Sales Proceeds
  Liquidation Period Dispositions
   AmREITs Purchase Rights
   9




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Marketing
  Leverage
    Other Investments
   10




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Conflicts of Interest
  Limited Financial Resources
  Interests in Other Real Estate Programs
    11




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Competition for Management Services
  Leasing Agents
  Properties
  Sale of Properties
  No Arms-Length Agreements
  AmREITs Interests in Other Programs
  12




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Transactions with Affiliates
   Affiliated Property Manager and Construction Manager
   Lack of Separate Representation
  13




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Tax Matters Partner
  Employees
   Insurance
  Competition
  Concentration of Credit Risk
   
 ITEM 2. PROPERTIES
 Overview
  14




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Percentage ofTotalAnnualized
    
    
    AnnualizedSquare
    
    
    Percentage
    
    
    Gross Base
    
    
    Gross BaseProperty
    
    Location
    
    Footage
    
    
    Leased
    
    
    Rent(1)
    
    
    RentCasa Linda Plaza (2) (3)
    
    Dallas
    
    
    324,569
    
    
    
    84
    %
    
    $
    3,410,000
    
    
    
    29
    %Woodlake Square (4)
    
    Houston
    
    
    205,522
    
    
    
    72
    
    
    
    1,947,000
    
    
    
    17Woodlake Pointe (4)
    
    Houston
    
    
    82,120
    
    
    
    50
    
    
    
    834,000
    
    
    
    7Cambridge Holcombe (2) (5)
    
    Houston
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Shadow Creek Ranch (2)
    
    Houston
    
    
    593,163
    
    
    
    72
    
    
    
    4,793,000
    
    
    
    41Village on the Green
    
    San Antonio
    
    
    36,367
    
    
    
    100
    
    
    
    713,000
    
    
    
    6Total
    
    
    
    
    1,241,741
    
    
    
    
    
    
    $
    11,697,000
    
    
    
    100
    %
 
 (1)
    
    Annualized gross base rent represents base rents in place on leases with rent having
commenced as of December 31, 2008 and does not reflect straight-line rent or other adjustments
under generally accepted accounting principles.(2)
    
    Property is owned through a joint venture that is not consolidated in our financial statements.(3)
    
    Property is under redevelopment.(4)
    
    Property is planned for redevelopment.(5)
    
    Property is vacant land and is planned for development. Description of Our Real Estate Investments
 Casa Linda Plaza
    Woodlake Square
  15




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Woodlake Pointe
      Cambridge Holcombe
  Shadow Creek Ranch
  16




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Village on the Green
   Portfolio Information
  Percentage ofTotal
    
    Annualized
    
    TotalNumber of
    
    Gross Base
    
    AnnualizedIndustry
    
    Tenants
    
    Rent
    
    Gross Base RentSpecialty Retail
    
    
    32
    
    
    $
    3,903,494
    
    
    
    33.4
    %Dining
    
    
    32
    
    
    
    2,408,991
    
    
    
    20.6
    %Grocery
    
    
    5
    
    
    
    1,686,426
    
    
    
    14.4
    %Health & Beauty
    
    
    23
    
    
    
    978,819
    
    
    
    8.4
    %Banking
    
    
    9
    
    
    
    916,960
    
    
    
    7.8
    %
  Percentage ofRentable
    
    Total Rentable
    
    Year ofSquare
    
    Square Feet for
    
    LeaseProperty
    
    Industry
    
    Feet
    
    Property
    
    ExpirationCasa Linda PlazaAlbertsons
    
    Grocery
    
    
    59,561
    
    
    
    18
    %
    
    
    2016Woodlake SquareRandalls Food & Drug
    
    Grocery
    
    
    56,430
    
    
    
    27
    
    
    
    2013Woodlake PointeBorders
    
    Book Retail
    
    
    41,060
    
    
    
    50
    
    
    
    2010Shadow Creek RanchHEB Grocery
    
    Grocery
    
    
    150,615
    
    
    
    24
    
    
    
    2027Academy Sports & Outdoors
    
    Sporting Goods
    
    
    85,584
    
    
    
    14
    
    
    
    2022Hobby Lobby
    
    Retail
    
    
    59,166
    
    
    
    10
    
    
    
    2022Village on the GreenPaesanos Restaurant
    
    Dining
    
    
    8,300
    
    
    
    23
    
    
    
    2009Alamo Heights Pediatrics
    
    Healthcare
    
    
    3,900
    
    
    
    11
    
    
    
    2015
 17




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Percentage ofYear of
    
    Total Number
    
    
    Rentable
    
    
    Annualized
    
    
    Total AnnualizedLease Expiration
    
    of Leases
    
    
    Square Feet
    
    
    Gross Base Rent
    
    
    Gross Base Rent2009
    
    
    24
    
    
    
    59,518
    
    
    $
    1,001,317
    
    
    
    29
    %2010
    
    
    10
    
    
    
    62,451
    
    
    
    1,221,356
    
    
    
    352011
    
    
    6
    
    
    
    10,274
    
    
    
    188,502
    
    
    
    52012
    
    
    4
    
    
    
    12,959
    
    
    
    308,870
    
    
    
    92013
    
    
    3
    
    
    
    60,569
    
    
    
    372,665
    
    
    
    112014
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2015
    
    
    1
    
    
    
    3,901
    
    
    
    70,218
    
    
    
    22016
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2017
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2018
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Thereafter
    
    
    1
    
    
    
    15,120
    
    
    
    332,000
    
    
    
    949
    
    
    
    224,792
    
    
    $
    3,494,928
    
    
    
    100
    %
  
 ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 PART II
 
 ITEM 5.
    
    MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANTS COMMON EQUITY AND OTHER STOCKHOLDER
MATTERS
 Market Information and Holders
   18




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Distributions
  Total Amount of
    
    
    DistributionPeriod Declared
    
    Distributions Paid
    
    
    Per UnitJanuary 2007
    
    $
    1,878
    
    
    $
    156.25February 2007
    
    
    14,069
    
    
    
    156.25March 2007
    
    
    27,946
    
    
    
    156.25April 2007
    
    
    46,375
    
    
    
    156.25May 2007
    
    
    79,854
    
    
    
    156.25June 2007
    
    
    108,679
    
    
    
    156.25July 2007
    
    
    136,461
    
    
    
    156.25August 2007
    
    
    153,375
    
    
    
    156.25September 2007
    
    
    170,430
    
    
    
    156.25October 2007
    
    
    192,316
    
    
    
    156.25November 2007
    
    
    210,919
    
    
    
    156.25December 2007
    
    
    247,119
    
    
    
    156.25January 2008
    
    
    269,261
    
    
    
    156.25February 2008
    
    
    289,104
    
    
    
    156.25March 2008
    
    
    300,823
    
    
    
    156.25April 2008
    
    
    306,037
    
    
    
    156.25May 2008
    
    
    311,091
    
    
    
    156.25June 2008
    
    
    311,091
    
    
    
    156.25July 2008
    
    
    311,091
    
    
    
    156.25August 2008
    
    
    311,091
    
    
    
    156.25September 2008
    
    
    311,091
    
    
    
    156.25October 2008
    
    
    311,091
    
    
    
    156.25November 2008
    
    
    311,091
    
    
    
    156.25December 2008
    
    
    311,091
    
    
    
    156.25Total
    
    $
    5,043,374
  
    
    our operating and interest expenses;
    
    the ability of tenants to meet their obligations under the leases associated with our
properties;
    
    our ability to keep the properties in which we have investments occupied;
    
    our ability to maintain or increase rental rates when renewing or replacing current
leases;
    
    capital expenditures and reserves for such expenditures;
 19




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
    
    the issuance of additional shares; and
    
    financings and refinancings.
  Securities Authorized for Issuance Under Equity Compensation Plans
  
 ITEM 6. FINANCIAL INFORMATION
 Managements Discussion and Analysis or Plan of Operation
  Overview
      20




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Summary of Critical Accounting Policies
  Revenue Recognition
   Valuation of Real Estate Assets
  21




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Investment in Real Estate Assets
   Investment in Non-consolidated Entities
  Valuation of Receivables
  Real Estate Acquisitions
 Business Combinations
   22




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Derivative Financial Instruments
 Accounting for
Derivative Instruments and Hedging Activities Amendment of Statement 133 on Derivative Instruments and Hedging Activities
  Recently Issued Accounting Pronouncements
 Fair
Value Measurements
 23




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The Fair Value Option for Financial Assets and
Financial Liabilities .
 Business Combinations .
 Noncontrolling Interests in Consolidated
Financial Statementsan amendment of ARB No. 51
 Disclosures about Derivative Instruments and
Hedging Activities  an amendment of FASB Statement No. 133 .
 Factors Which May Influence Results of Operations
 Rental Income
  24




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##### Table of Contents



Scheduled Lease Expirations
  Results of Operations
   Comparison of the year ended December 31, 2008 to the year ended December 31, 2007
 Revenue.
 General & Administrative.
 General & Administrative  Related Party.
 Asset Management Fees  Related Party.
 Property Expense.
 25




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Property Management Fees  Related Party.
 Legal and Professional Fees.
 Depreciation and Amortization Expense.
 Loss on Derivative.
 Interest and Other Income.
 Interest Expense.
 Interest Expense  Related Party.
 Equity in Losses From Non-Consolidated Entities.
 26




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Minority Interest in Loss of Consolidated Subsidiaries
 Margin Tax Expense.
 Comparison of the year ended December 31, 2007 to the period from October 10, 2006 (inception)
through December 31, 2006
 General & Administrative.
 General & Administrative  Related Party.
 Asset Management Fees  Related Party.
 Legal and Professional Fees.
 Interest and Other Income.
 Interest Expense  Related Party.
 Equity in Losses From Non-Consolidated Entities.
 27




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Liquidity and Capital Resources
    2008
    
    2007
    
    2006Operating activities
    
    $
    (2,638
    )
    
    $
    360
    
    
    $
    714Investing activities
    
    $
    (16,528
    )
    
    $
    (14,547
    )
    
    $
    (5,244
    )Financing activities
    
    $
    293
    
    
    $
    32,740
    
    
    $
    5,326
     28




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Contractual Obligations
  2009
    
    
    2010
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    Thereafter
    
    
    TotalSecured debt
    
    
    51
    
    
    
    23,881
    
    
    
    86
    
    
    
    90
    
    
    
    96
    
    
    
    5,796
    
    
    
    30,000Interest
    
    
    1,647
    
    
    
    1,220
    
    
    
    337
    
    
    
    333
    
    
    
    327
    
    
    
    1,049
    
    
    
    4,913Construction commitments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total obligations
    
    $
    1,698
    
    
    $
    25,101
    
    
    $
    423
    
    
    $
    423
    
    
    $
    423
    
    
    $
    6,845
    
    
    $
    34,913
   Indemnification of General Partner
  Conflicts of Interest
  Off Balance Sheet Arrangements
  
 ITEM 7. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
  29




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ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 8A(T). CONTROLS AND PROCEDURES
  Evaluation of Disclosure Controls and Procedures.
   Changes in Internal Controls
  
 ITEM 8B. OTHER INFORMATION
  
 PART III
 
 ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS
   Name
    
    Age
    
    PositionH. Kerr Taylor
    
    
    58
    
    
    Chairman, President and Chief Executive OfficerChad C. Braun
    
    
    36
    
    
    Vice President, Chief Financial Officer,
Treasurer and SecretaryBrett P. Treadwell
    
    
    39
    
    
    Vice President  Finance
 30




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H. Kerr Taylor
 Chad C. Braun
 Brett P. Treadwell
 Section 16(a) Beneficial Ownership Reporting Compliance
  Code of Ethics
  
 ITEM 10. EXECUTIVE COMPENSATION
   31




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ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 Securities Authorized for Issuance Under Equity Compensation Plans
  Security Ownership of Certain Beneficial Owners and Management
    32




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ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 Compensation Arrangements
  For the fiscal yearendedType and Recipient
    
    Determination of Amount
    
    December 31, 2008Organization and Offering StageDealer Manager Fees  AmREIT
Securities Company
    
    Up to 3.25% of the price of
Units placed to AmREIT
Securities Company, of which
up to 0.75% may be reallowed
to registered broker-dealers
that are members of the
Financial Industry Regulatory
Authority, Inc. and selected
by the Offerings dealer
manager to participate in the
Offering.
    
    $
    557,971Organization and Offering
Expenses  General Partner
    
    Reimbursement of our
organization and offering
expenses, including legal and
accounting fees, printing
costs, filing fees and
distribution costs. However,
this amount is limited to 1.0%
of the gross offering proceeds
from the Offering.
    
    $
    41,058Operating StageAsset Management Fee  General
Partner
    
    A fee equal to 1.0% of net
invested capital under
management for accounting
related services, investor
relations, facilitating the
deployment of capital, and
other services provided by our
General Partner to us.
    
    $
    427,554Acquisition Fees  General Partner
    
    A fee not to exceed, for any
single acquisition, 3% of the
contract purchase price up to
$20 million, and 2% of the
contract purchase price in
excess of $20 million.
    
    $
    264,000Development and Redevelopment
Fees  General Partner
    
    Development and redevelopment
fees on properties we acquire
an interest in and for which
we intend to develop,
redevelop or substantially
renovate. These fees will be
based on the total project
costs, including the cost of
acquiring the property, and
will be paid as project costs
are incurred. These fees shall
not exceed, for any single
property, 6% of the project
cost up to $10 million, 5% of
the project cost between $10
million and $20 million, and
4% of the project cost in
excess of $20 million. We will
not pay both acquisition fees
and development or
redevelopment fees on the same
property.
    
    No amounts have
been paidProperty Management and Leasing
Fees  Affiliates of the General
Partner
    
    Property management fees not
to exceed 4% of the gross
revenues (including, without
limitation, base rent,
percentage rent and expense
reimbursement) received from
multi-tenant or multi-pad
properties, for providing
management, operating,
maintenance and other services
required to maintain a
property. Leasing fees not to
exceed 4% of base rent on a
lease renewal and not to
exceed 6% of base rent on an
initial lease; provided,
however, on leases of over
10,000 square feet, leasing
commissions may be paid on the
basis of square footage, not
to exceed $6.00 per square
foot.
    
    $
    197,112Reimbursement of Operating
Expenses  General Partner
    
    We reimburse the actual
expenses incurred by our
General Partner for performing
acquisition, development,
management and administrative
functions for us, including
construction and construction
management fees for
development and redevelopment
projects.
    
    $
    131,675Distributions During Operating
Stage  General Partner
    
    Our General Partner is
entitled to distributions
during our operating period.
See Item 11. Description of
Registrants Securities To Be
Registered  Distributions and
Allocations Distributions to
Partners.
    
    $
    36,909Real Estate Brokerage Commissions
- General Partner (1)
    
    A fee not to exceed 6% of the
sales price on co-brokered
transactions and not to exceed
4% of the sales price on
individually brokered
transactions. Additionally,
our General Partner and its
affiliates will not be paid
real estate brokerage
commissions on the sale of a
property if the property being
sold has not generated an
annual return of at least 8.5%
per annum on the equity
contributed to such property.
    
    No amounts have
been paidLiquidating StageDistributions of Net Cash Flow -
General Partner
    
    Our General Partner is
entitled to distributions
after our operating period.
See Item 11. Description of
Registrants Securities to be
Registered  Distributions and
Allocations  Distributions to
Partners.
    
    No amounts have
been paid
 
 (1)
    
    The real estate brokerage commissions payable during the liquidation period will also be
payable for Actively Managed properties sold during the operation period. 33




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##### Table of Contents



Joint Ventures with Affiliates
      Directors
  34




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##### Table of Contents



AmREIT Realty Investment Corporation
  AmREIT Construction Company
  AmREIT Securities Company
  
 ITEM 13. EXHIBITS
 
 INDEX TO EXHIBITS
  35




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##### Table of Contents



Exhibit No.
    
    Description3.1
    
    Certificate of Limited Partnership of AmREIT Monthly Income &
Growth Fund IV, L.P., dated October 10, 2006 (incorporated
herein by reference from Exhibit 3.1 to the Partnerships
Registration Statement on Form 10 dated April 29, 2008).3.2
    
    Agreement of Limited Partnership of AmREIT Monthly & Income
Growth Fund IV, L.P., dated October 10, 2006 (incorporated
herein by reference from Exhibit 3.2 to the Partnerships
Registration Statement on Form 10 dated April 29, 2008).3.2.1
    
    Amendment No. 1 to Agreement of Limited Partnership of AmREIT
Monthly Income & Growth Fund IV, L.P., dated December 7, 2006
(incorporated herein by reference from Exhibit 3.3 to the
Partnerships Registration Statement on Form 10 dated April
29, 2008).10.1
    
    Promissory Note, dated December 8, 2006, between AmREIT Casa
Linda, LP and Morgan Stanley Mortgage Capital, Inc.
(incorporated herein by reference from Exhibit 10.1 to the
Partnerships Registration Statement on Form 10 dated April
29, 2008)31.1
    
    Certification signed by the Chief Executive Officer of the
Partnerships General Partner pursuant to Exchange Act Rule
13a-14(a) dated December 31, 2008  filed herewith.31.2
    
    Certification signed by the Chief Financial Officer of the
Partnerships General Partner pursuant to Exchange Act Rule
13a-14(a) dated December 31, 2008  filed herewith.32.1
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
signed by the Chief Executive Officer of the Partnerships
General Partner  furnished herewith.32.2
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
signed by the Chief Financial Officer of the Partnerships
General Partner  furnished herewith.
 
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
  Audit Fees
  Audit-Related Fees, Tax Fees and All Other Fees
  Audit Committees Pre-Approval Policies and Procedures
 .
 PART IV
 
 ITEM 15. FINANCIAL STATEMENTS AND EXHIBTIS
     36




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##### Table of Contents



SIGNATURES
  AmREIT Monthly Income & Growth Fund IV, L.P.By:
    AmREIT Monthly Income & Growth IVCorporation, its General Partner  By:
    /s/ H. Kerr TaylorH. Kerr TaylorPresident, Chief Executive Officer and DirectorBy:
    /s/ Chad C. BraunChad C. BraunExecutive Vice President, Chief Financial Officer,
Treasurer and Secretary 37




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##### Table of Contents



PART IV
 AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 INDEX TO FINANCIAL STATEMENTS
 PageFINANCIAL STATEMENTS:Report of Independent Registered Public Accounting Firm
    
    F-2Consolidated Balance Sheets as of December 31, 2008 and December 31, 2007
    
    F-3Consolidated Statements of Operations for the years ended December 31,
2008 and 2007, and for the period from October 10, 2006 (inception)
through December 31, 2006
    
    F-4Consolidated Statements of Partners Capital for the years ended December
31, 2008 and 2007, and for the period from October 10, 2006 (inception)
through December 31, 2006
    
    F-5Consolidated Statements of Cash Flows for the years ended December 31,
2008 and 2007, and for the period from October 10, 2006 (inception)
through December 31, 2006
    
    F-6Notes to Consolidated Financial Statements
    
    F-7FINANCIAL STATEMENT SCHEDULES:Schedule III  Consolidated Real Estate Owned and Accumulated Depreciation
for the year ended December 31, 2008
    
    S-1Report of Independent Registered Public Accounting Firm
    
    S-2Schedule IV  Financial Statements and Notes for AmREIT Casa Linda, LP
    
    S-3
  F-1




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Report of Independent Registered Public Accounting Firm
      
 F-2




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 
 CONSOLIDATED BALANCE SHEETS
 December 31, 2008 and December 31, 2007
 (in thousands)
 December 31,
    
    
    December 31,2008
    
    
    2007ASSETSReal estate investments at cost:Land
    
    $
    30,927
    
    
    $
    Buildings
    
    
    30,851
    
    
    
    Tenant improvements
    
    
    1,286
    
    
    
    63,064
    
    
    
    Less accumulated depreciation and amortization
    
    
    (1,914
    )
    
    
    61,150
    
    
    
    Investment in non-consolidated entities
    
    
    11,680
    
    
    
    17,100Acquired lease intangibles, net
    
    
    2,967
    
    
    
    Net real estate investments
    
    
    75,797
    
    
    
    17,100Cash and cash equivalents
    
    
    1,011
    
    
    
    19,349Escrow deposits
    
    
    1,659
    
    
    
    1,540Tenant receivables, net
    
    
    223
    
    
    
    Accounts receivable
    
    
    
    
    
    
    113Accounts receivable  related party
    
    
    739
    
    
    
    Deferred costs, net
    
    
    188
    
    
    
    Other assets
    
    
    52
    
    
    
    10TOTAL ASSETS
    
    $
    79,669
    
    
    $
    38,112LIABILITIES AND PARTNERS CAPITALLiabilities:Notes payable
    
    $
    30,000
    
    
    $
    Accounts payable
    
    
    369
    
    
    
    104Accounts payable  related party
    
    
    302
    
    
    
    1,208Derivative liability
    
    
    1,257
    
    
    
    Asset retirement obligations
    
    
    535
    
    
    
    Acquired below-market lease intangibles, net
    
    
    2,004
    
    
    
    Security deposits
    
    
    122
    
    
    
    TOTAL LIABILITIES
    
    
    34,589
    
    
    
    1,312Minority interest in consolidated subsidiaries
    
    
    11,291
    
    
    
    Partners capital:General partner
    
    
    
    
    
    
    Limited partners, 1,991 and 1,796
units outstanding at
December 31, 2008 and 2007, respectively
    
    
    34,631
    
    
    
    36,800Accumulated other comprehensive income (loss)
    
    
    (842
    )
    
    
    TOTAL PARTNERS CAPITAL
    
    
    33,789
    
    
    
    36,800TOTAL LIABILITIES AND PARTNERS CAPITAL
    
    $
    79,669
    
    
    $
    38,112
  F-3




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 For the years ended December 31, 2008 and 2007, and for
 the period from October 10, 2006 (inception) through December 31, 2006
 (in thousands)
 2008
    
    
    2007
    
    
    2006Revenues:Rental income from operating leases
    
    $
    5,178
    
    
    $
    
    
    
    $
    Total revenues
    
    
    5,178
    
    
    
    
    
    
    
    Expenses:General and administrative
    
    
    109
    
    
    
    94
    
    
    
    General and administrative  related party
    
    
    132
    
    
    
    62
    
    
    
    Asset management fees  related party
    
    
    428
    
    
    
    204
    
    
    
    Property expense
    
    
    1,700
    
    
    
    
    
    
    
    Property management fees  related party
    
    
    186
    
    
    
    
    
    
    
    Legal and professional
    
    
    457
    
    
    
    119
    
    
    
    17Depreciation and amortization
    
    
    3,351
    
    
    
    
    
    
    
    Total expenses
    
    
    6,363
    
    
    
    479
    
    
    
    17Operating loss
    
    
    (1,185
    )
    
    
    (479
    )
    
    
    (17
    )Other income (expense):Loss on derivative
    
    
    (415
    )
    
    
    
    
    
    
    Interest and other income
    
    
    263
    
    
    
    523
    
    
    
    Interest expense
    
    
    (1,656
    )
    
    
    
    
    
    
    Interest expense  related party
    
    
    (24
    )
    
    
    (101
    )
    
    
    (26
    )Equity in losses from non-consolidated entities
    
    
    (795
    )
    
    
    (1,123
    )
    
    
    (28
    )Minority interest in loss of consolidated
subsidiaries
    
    
    1,072
    
    
    
    
    
    
    
    Margin tax expense
    
    
    (38
    )
    
    
    (4
    )
    
    
    Total other income (expense)
    
    
    (1,593
    )
    
    
    (705
    )
    
    
    (54
    )Net loss
    
    $
    (2,778
    )
    
    $
    (1,184
    )
    
    $
    (71
    )
  F-4




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF PARTNERS CAPITAL
 For the years ended December 31, 2008 and 2007, and for
 the period from October 10, 2006 (inception) through December 31, 2006
 (in thousands)
 Accumulated othercomprehensiveGeneral partner
    
    
    Limited partners
    
    
    income (loss)
    
    
    TotalBalance at October 10, 2006 (inception)
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Contributions, net of offering costs
    
    
    1
    
    
    
    389
    
    
    
    
    
    
    
    390Net loss (1)
    
    
    
    
    
    
    (71
    )
    
    
    
    
    
    
    (71
    )Distributions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance at December 31, 2006
    
    $
    1
    
    
    $
    318
    
    
    $
    
    
    
    $
    319Contributions, net of offering costs
    
    
    
    
    
    
    39,069
    
    
    
    
    
    
    
    39,069Net loss (1)
    
    
    13
    
    
    
    (1,197
    )
    
    
    
    
    
    
    (1,184
    )Distributions
    
    
    (14
    )
    
    
    (1,390
    )
    
    
    
    
    
    
    (1,404
    )Balance at December 31, 2007
    
    $
    
    
    
    $
    36,800
    
    
    $
    
    
    
    $
    36,800Contributions, net of offering costs
    
    
    
    
    
    
    4,299
    
    
    
    
    
    
    
    4,299Net loss (1)
    
    
    37
    
    
    
    (2,815
    )
    
    
    
    
    
    
    (2,778
    )Distributions
    
    
    (37
    )
    
    
    (3,653
    )
    
    
    
    
    
    
    (3,690
    )Loss on derivative
    
    
    
    
    
    
    
    
    
    
    (842
    )
    
    
    (842
    )Balance at December 31, 2008
    
    $
    
    
    
    $
    34,631
    
    
    $
    (842
    )
    
    $
    33,789
 
 (1)
    
    The allocation of net loss includes a curative allocation to increase the GP capital account by
$65, $25 and $0 for the 2008, 2007 and 2006 periods, respectively. The cumulative curative
allocation since inception of the Partnership is $90. The partnership agreement provides that no
partner shall be required to fund a deficit balance in their capital account.  F-5




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the years ended December 31, 2008 and 2007, and for
 the period from October 10, 2006 (inception) through December 31, 2006
 (in thousands)
 2008
    
    
    2007
    
    
    2006Cash flows from operating activities:Net loss
    
    $
    (2,778
    )
    
    $
    (1,184
    )
    
    $
    (71
    )Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:Loss from non-consolidated entities
    
    
    795
    
    
    
    1,123
    
    
    
    28Depreciation and amortization
    
    
    3,351
    
    
    
    
    
    
    
    Amortization of above and below market leases, net
    
    
    (438
    )
    
    
    
    
    
    
    Amortization of loan acquisition costs
    
    
    92
    
    
    
    
    
    
    
    Loss on derivative
    
    
    415
    
    
    
    
    
    
    
    Minority interest in loss of consolidated
subsidiaries
    
    
    (1,072
    )
    
    
    
    
    
    
    Decrease in tenant receivables
    
    
    30
    
    
    
    
    
    
    
    Increase in accounts receivable
    
    
    
    
    
    
    (113
    )
    
    
    Increase in accounts receivable  related party
    
    
    (410
    )
    
    
    
    
    
    
    Increase in deferred costs
    
    
    (13
    )
    
    
    
    
    
    
    Decrease (increase) in other assets
    
    
    8
    
    
    
    (10
    )
    
    
    Increase (decrease) in accounts payable
    
    
    (805
    )
    
    
    100
    
    
    
    93Increase (decrease) in accounts payable  related
party
    
    
    (1,686
    )
    
    
    444
    
    
    
    664Decrease in asset retirement obligations
    
    
    (165
    )
    
    
    
    
    
    
    Increase in security deposits
    
    
    38
    
    
    
    
    
    
    
    Net cash provided by (used in) operating activities
    
    
    (2,638
    )
    
    
    360
    
    
    
    714Cash flows from investing activities:Improvements to real estate
    
    
    (316
    )
    
    
    
    
    
    
    Acquisition of investment properties
    
    
    (10,452
    )
    
    
    
    
    
    
    Investment in non-consolidated entities
    
    
    (5,385
    )
    
    
    (13,007
    )
    
    
    (5,244
    )Earnest money deposit made, net of reimbursements
    
    
    (375
    )
    
    
    (1,540
    )
    
    
    Net cash used in investing activities
    
    
    (16,528
    )
    
    
    (14,547
    )
    
    
    (5,244
    )Cash flows from financing activities:Proceeds from notes payable  related party
    
    
    
    
    
    
    
    
    
    
    4,926Payments on notes payable  related party
    
    
    
    
    
    
    (4,926
    )
    
    
    Contributions
    
    
    4,899
    
    
    
    44,011
    
    
    
    801Issuance costs
    
    
    (600
    )
    
    
    (4,942
    )
    
    
    (401
    )Loan acquisition costs
    
    
    (36
    )
    
    
    
    
    
    
    Distributions
    
    
    (3,690
    )
    
    
    (1,403
    )
    
    
    Distributions to minority interests
    
    
    (280
    )
    
    
    
    
    
    
    Net cash provided by financing activities
    
    
    293
    
    
    
    32,740
    
    
    
    5,326Net increase (decrease) in cash and cash equivalents
    
    
    (18,873
    )
    
    
    18,553
    
    
    
    796Cash and cash equivalents, beginning of period
    
    
    19,349
    
    
    
    796
    
    
    
    Cash and cash equivalents, beginning of period for previously
non-consolidated entities
    
    
    535
    
    
    
    
    
    
    
    Cash and cash equivalents, beginning of period, adjusted for
entities consolidated during the 2008 period
    
    
    19,884
    
    
    
    796
    
    
    
    Cash and cash equivalents, end of period
    
    $
    1,011
    
    
    $
    19,349
    
    
    $
    796Supplemental schedule of cash flow information:Cash paid during the period for:Interest
    
    $
    1,594
    
    
    $
    101
    
    
    $
    26Taxes
    
    $
    10
    
    
    $
    
    
    
    $
    
 Supplemental schedule of noncash investing and financing activities:
   Supplemental notes:
   F-6




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2008, 2007 and 2006
 1. DESCRIPTION OF BUSINESS AND NATURE OF OPERATIONS
    2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 BASIS OF PRESENTATION
 Consolidation of Variable Interest Entities, an
Interpretation of ARB No. 51, as revised Determining Whether a General Partner, or the General Partners as a Group,
Controls a Limited Partnership or Similar Entity when the Limited Partners Have Certain Rights
  F-7




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##### Table of Contents



REVENUE RECOGNITION
  REAL ESTATE INVESTMENTS
 Development Properties -
 Acquired Properties and Acquired Lease Intangibles Business Combinations
 Depreciation -
 Properties Held for Sale -
 F-8




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##### Table of Contents



Impairment -
 INVESTMENTS IN NON-CONSOLIDATED ENTITIES
    ENVIRONMENTAL EXPOSURES
  RECEIVABLES AND ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS
 Tenant Receivables -
 F-9




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##### Table of Contents



Accounts Receivable Related Party
 DERIVATIVE FINANCIAL INSTRUMENTS
 Accounting for
Derivative Instruments and Hedging Activities Amendment of Statement 133 on Derivative Instruments and Hedging Activities
  DEFERRED COSTS
  INCOME TAXES
 Federal -
 State - Accounting
for Income Taxes
 F-10




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##### Table of Contents



USE OF ESTIMATES
  FAIR VALUE OF FINANCIAL INSTRUMENTS
   
    
    Level 1 Inputs  Quoted market prices (unadjusted) for identical assets and
liabilities in an active market that the Company has the ability to access at the
measurement date.
    
    Level 2 Inputs  Inputs, other than the quoted prices in active markets, that are
observable either directly or indirectly.
    
    Level 3 Inputs  Inputs based on prices or valuation techniques that are both
unobservable and significant to the overall fair value measurements.
   F-11




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##### Table of Contents



Level 1
    
    Level 2
    
    Level 3Notes Payable
    
    $
    
    
    
    $
    
    
    
    $
    29,512Derivative Liability
    
    $
    
    
    
    $
    1,257
    
    
    $
    
 NEW ACCOUNTING STANDARDS
 Fair Value Measurements
 The Fair Value Option for Financial Assets and
Financial Liabilities .
 Business Combinations .
 Noncontrolling Interests in Consolidated
Financial Statementsan amendment of ARB No. 51
 Disclosures about Derivative Instruments and
Hedging Activities  an amendment of FASB Statement No. 133 .
 F-12




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##### Table of Contents



OFFERING COSTS
  CASH AND CASH EQUIVALENTS
  INTEREST
  SEGMENT REPORTING
 Disclosures about Segments of an Enterprise and Related
Information
 RECLASSIFICATIONS
  3. OPERATING LEASES
  2009
    
    $
    2,8882010
    
    
    1,5722011
    
    
    1,2292012
    
    
    9382013
    
    
    552Thereafter
    
    
    16,025$
    23,204
  F-13




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##### Table of Contents



4. INVESTMENTS IN NON-CONSOLIDATED ENTITIES
  
    
    In February 2008, we acquired a 10% interest in Shadow Creek Holding Company LLC
which owns a multi-tenant retail property located in Pearland, Texas with a combined
gross leasable area of 593,163 square feet. The remaining 90% is owned by an
unaffiliated third party and REITPlus, Inc., an affiliated AmREIT entity.
    
    In December 2007, we acquired a 50% interest in Cambridge Holcombe, LP which
consists of raw land that will be developed into a multi-tenant retail property located
in Houston, Texas. The remaining 50% is owned by an unaffiliated third party.
    
    In December 2006, we acquired a 50% interest in AmREIT Casa Linda, LP which owns a
multi-tenant retail property located in Dallas, Texas with a combined gross leasable
area of 325,000 square feet. The remaining 50% is owned by AmREIT Monthly Income &
Growth Fund III, Ltd., an affiliated AmREIT entity.
  As of December 31,Combined Balance Sheets (in thousands)
    
    2008
    
    
    2007AssetsProperty, net
    
    $
    162,642
    
    
    $
    51,975Cash
    
    
    550
    
    
    
    250Other assets
    
    
    22,506
    
    
    
    9,816Total Assets
    
    $
    185,698
    
    
    $
    62,041Liabilities and partners capital:Notes payable
    
    
    111,162
    
    
    
    45,758Other liabilities
    
    
    13,199
    
    
    
    3,528Partners capital
    
    
    61,337
    
    
    
    12,755Total Liabilities and Partners Capital
    
    $
    185,698
    
    
    $
    62,041MIG IV share of net assets
    
    $
    11,680
    
    
    $
    6,602
 Years ended December 31,Combined Statements of Operations (in thousands)
    
    2008
    
    
    2007
    
    
    2006RevenueTotal Revenue
    
    $
    10,126
    
    
    $
    5,046
    
    
    $
    396ExpenseInterest
    
    
    5,191
    
    
    
    2,172
    
    
    
    142Depreciation and amortization
    
    
    4,033
    
    
    
    2,516
    
    
    
    221Other
    
    
    3,904
    
    
    
    2,018
    
    
    
    89Total expense
    
    
    13,128
    
    
    
    6,706
    
    
    
    452Net loss
    
    $
    (3,002
    )
    
    $
    (1,660
    )
    
    $
    (56
    )MIG IV share of net loss
    
    $
    (795
    )
    
    $
    (830
    )
    
    $
    (28
    )
 F-14




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##### Table of Contents



5. ACQUIRED LEASE INTANGIBLES
   December 31,
    
    
    December 31,2008
    
    
    2007Acquired lease intangible assets:In-place leases
    
    $
    5,004
    
    
    $
    In-place leases  accumulated amortization
    
    
    (2,160
    )
    
    
    Above-market leases
    
    
    193
    
    
    
    Above-market leases  accumulated
amortization
    
    
    (70
    )
    
    
    Acquired leases intangibles, net
    
    $
    2,967
    
    
    $
    Acquired lease intangible liabilities:Below-market leases
    
    $
    2,640
    
    
    $
    Below-market leases  accumulated
amortization
    
    
    (636
    )
    
    
    Acquired below-market lease intangibles, net
    
    $
    2,004
    
    
    $
    
   Rental IncomeYear Ending
    
    Amortization Expense
    
    
    (above and belowDecember 31,
    
    (in-place lease value)
    
    
    market leases)2009
    
    $
    1,375
    
    
    $
    4062010
    
    
    484
    
    
    
    3492011
    
    
    313
    
    
    
    3232012
    
    
    262
    
    
    
    3132013
    
    
    135
    
    
    
    186$
    2,569
    
    
    $
    1,577
 F-15




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##### Table of Contents



6. NOTES PAYABLE
    Scheduled
    
    
    Term-Loan
    
    
    TotalScheduled Payments by Year
    
    Principal Payments
    
    
    Maturities
    
    
    Payments2009
    
    $
    51
    
    
    $
    
    
    
    $
    512010
    
    
    81
    
    
    
    23,800
    
    
    
    23,8812011
    
    
    86
    
    
    
    
    
    
    
    862012
    
    
    90
    
    
    
    
    
    
    
    902013
    
    
    96
    
    
    
    
    
    
    
    96Thereafter
    
    
    353
    
    
    
    5,443
    
    
    
    5,796Total
    
    $
    757
    
    
    $
    29,243
    
    
    $
    30,000
  7. DERIVATIVE FINANCIAL INSTRUMENTS
    F-16




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##### Table of Contents



8. CONCENTRATIONS
   Tenant
    
    2008
    
    
    2007
    
    
    2006Borders
    
    $
    851
    
    
    $
    
    
    
    $
    Walgreens
    
    
    332
    
    
    
    
    
    
    
    Randalls
    
    
    242
    
    
    
    
    
    
    
    Jos A. Bank
    
    
    207
    
    
    
    
    
    
    
    Paesanos
    
    
    142
    
    
    
    
    
    
    
    $
    1,774
    
    
    $
    
    
    
    $
    
 9. PARTNERS CAPITAL AND MINORITY INTEREST
  Limited Optional Redemption
 Distributions
 
    
    First  100% to the Limited Partners (in proportion to their unreturned actual
invested capital) until such time as the Limited Partners have received cumulative
distributions from all sources equal to 100% of their actual invested capital
(calculated using the actual purchase price per unit);
    
    Second  100% to the General Partner until it has received cumulative distributions
from all sources equal to 100% of its actual invested capital of $1,000;
    
    Third  1% to the General Partner and 99% to the limited partners on a per unit
basis until such time as the limited partners have received cumulative distributions
from all sources equal to 8.5% per annum, cumulative, uncompounded return on their
unreturned deemed capital contributions (which will be equal to (i) the product of
$25,000 per unit (regardless of the purchase price paid for a unit) multiplied by the
number of units owned by a partner, reduced by (ii) the aggregate amount of any
distributions received that constitute a return of capital contributions);
    
    Fourth  100% to the General Partner until it has received cumulative distributions
from all sources (other than with respect to the Units it purchased) in an amount equal
to 40% of the net cash flow paid to date to the Limited Partners in excess of their
actual invested capital; and
    
    Thereafter  60% to the limited partners on a per unit basis and 40% to the General
Partner.
 Minority Interest 
 F-17




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##### Table of Contents



10. RELATED PARTY TRANSACTIONS
  Type of Service
    
    Service Description & Compensation
    
    2008
    
    
    2007
    
    
    2006Dealer Manager Fees
    
    Dealer manager fees (3.25%)
received for placement of the
limited partnership units.
    
    $
    557,971
    
    
    $
    4,744,162
    
    
    $
    Organizational and
Offering Cost
Reimbursements
    
    Reimbursement of the
Partnerships organizational and
offering costs, including legal
and accounting fees, printing
costs, filing fees and
distribution costs.
    
    
    41,058
    
    
    
    198,784
    
    
    
    410,888Total
    
    
    
    $
    599,029
    
    
    $
    4,942,946
    
    
    $
    410,888
  Type of Service
    
    Service Description & Compensation
    
    2008
    
    
    2007
    
    
    2006Asset Management
    
    A fee equal to 1.0% of net
invested capital under management
for accounting related services,
investor relations, facilitating
the deployment of capital, and
other services provided by our
General Partner to us.
    
    $
    427,554
    
    
    $
    203,621
    
    
    $
    458Acquisition
    
    A fee not to exceed, for any
single acquisition, 3% of the
contract purchase price up to $20
million, and 2% of the contract
purchase price in excess of $20
million.
    
    
    264,000
    
    
    
    
    
    
    Development and
Redevelopment
    
    Development and redevelopment
fees on properties we acquire an
interest in and for which we
intend to develop, redevelop or
substantially renovate. These
fees will be based on the total
project costs, including the cost
of acquiring the property, and
will be paid as project costs are
incurred. These fees shall not
exceed, for any single property,
6% of the project cost up to $10
million, 5% of the project cost
between $10 million and $20
million, and 4% of the project
cost in excess of $20 million. We
will not pay both acquisition
fees and development or
redevelopment fees on the same
property.
    
    
    
    
    
    
    
    
    
    Property Management
and Leasing
    
    Property management fees not to
exceed 4% of the gross revenues
(including, without limitation,
base rent, percentage rent and
expense reimbursement) received
from multi-tenant or multi-pad
properties, for providing
management, operating,
maintenance and other services
required to maintain a property.
Leasing fees not to exceed 4% of
base rent on a lease renewal and
not to exceed 6% of base rent on
an initial lease; provided,
however, on leases of over 10,000
square feet, leasing commissions
may be paid on the basis of
square footage, not to exceed
$6.00 per square foot.
    
    
    197,112
    
    
    
    
    
    
    Brokerage
    
    A fee not to exceed 6% of the
sales price on co-brokered
transactions and not to exceed 4%
of the sales price on
individually brokered
transactions. Additionally, our
General Partner and its
affiliates will not be paid real
estate brokerage commissions on
the sale of a property if the
property being sold has not
generated an annual return of at
least 8.5% per annum on the
equity contributed to such
property.
    
    
    
    
    
    
    
    
    
    Reimbursement of
Operating Expenses
    
    We reimburse the actual expenses
incurred by our General Partner
for performing acquisition,
development, management and
administrative functions for us,
including construction and
construction management fees for
development and redevelopment
projects.
    
    
    131,675
    
    
    
    62,350
    
    
    Total
    
    
    
    $
    1,020,341
    
    
    $
    265,971
    
    
    $
    458
  F-18




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##### Table of Contents



11. REAL ESTATE ACQUISITIONS AND DISPOSITIONS
   Summary of Assets Acquired and
    
    As ofLiabilities Assumed
    
    March 25, 2008(In thousands)(unaudited)AssetsLand
    
    $
    3,051Buildings
    
    
    5,402Intangible lease costs
    
    
    700Escrow deposits
    
    
    390Other assets
    
    
    42Total Assets
    
    
    9,585LiabilitiesNotes payable
    
    
    6,200Accounts payable
    
    
    32Below market leases
    
    
    156Security deposits
    
    
    48Total Liabilities
    
    
    6,436Net assets acquired
    
    $
    3,149
     F-19




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##### Table of Contents



As ofCombined Balance Sheet
    
    June 6, 2008(In thousands)(unaudited)AssetsNet real estate assets
    
    $
    56,566Other assets
    
    
    1,773Total Assets
    
    $
    58,339Liabilities and Partners CapitalNotes payable
    
    $
    23,800Other liabilities
    
    
    4,647Partners capital
    
    
    29,892Total Liabilities and Partners Capital
    
    $
    58,339
  2007(In thousands)(unaudited)Total revenues
    
    $
    1,165Depreciation & amortization
    
    
    876Operating loss
    
    
    (651
    )Minority Interest in loss of consolidated subsidiaries
    
    
    293Net loss
    
    
    (1,330
    )
  12. COMMITMENTS AND CONTINGENCIES
 Litigation
 Environmental matters
  F-20




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##### Table of Contents



AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
SCHEDULE III  Consolidated Real Estate Owned and Accumulated Depreciation
For the year ended December 31, 2008
 Initial Cost
    
    
    Cost Capitalized
    
    
    Total CostBuilding and
    
    
    
    
    
    

    Subsequent to
    
     
    Building and
    
    
    
    
    
    
    
    
    
     
    Accumulated
    
     
    DateProperty Description

     
    Improvements
    
     
    Land
    
     
    Acquisition
    
     
    Improvements
    
     
    Land
    
     
    Total
    
     
    Depreciation
    
     
    Acquired
    
     
    EncumbrancesWoodlake Square
    
    
    18,919,808
    
    
    
    18,948,617
    
    
    
    71,788
    
    
    
    18,991,596
    
    
    
    18,948,617
    
    
    
    37,940,213
    
    
    
    (1,312,828
    )
    
    
    8/31/2007
    
    
    
    23,800,000Woodlake Pointe
    
    
    7,617,318
    
    
    
    8,845,089
    
    
    
    13,949
    
    
    
    7,631,267
    
    
    
    8,845,089
    
    
    
    16,476,356
    
    
    
    (411,232
    )
    
    
    11/21/2007
    
    
    
    Village on the Green
    
    
    5,468,698
    
    
    
    3,133,574
    
    
    
    45,630
    
    
    
    5,514,328
    
    
    
    3,133,574
    
    
    
    8,647,902
    
    
    
    (190,286
    )
    
    
    3/25/2008
    
    
    
    6,200,000Total
    
    $
    32,005,824
    
    
    $
    30,927,280
    
    
    $
    131,367
    
    
    $
    32,137,191
    
    
    $
    30,927,280
    
    
    $
    63,064,471
    
    
    $
    (1,914,346
    )
    
    
    
    
    
    $
    30,000,000
  AccumulatedCost
    
    
    DepreciationBalance at December 31, 2006
    
    $
    
    
    
    $
    Acquisitions / additions (Note A)
    
    
    50,070,116
    
    
    
    Disposals
    
    
    
    
    
    
    Depreciation expense (Note A)
    
    
    
    
    
    
    378,621Balance at December 31, 2007
    
    $
    50,070,116
    
    
    $
    378,621Acquisitions / additions (Note A)
    
    
    13,002,961
    
    
    
    Disposals
    
    
    (8,606
    )
    
    
    (8,606
    )Depreciation expense (Note A)
    
    
    
    
    
    
    1,544,331Balance at December 31, 2008
    
    $
    63,064,471
    
    
    $
    1,914,346
  S-1




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
      
 S-2




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##### Table of Contents



SCHEDULE IV  FINANCIAL STATEMENTS AND NOTES FOR AmREIT CASA LINDA, L.P.
 AmREIT CASA LINDA, L.P.
BALANCE SHEETS
December 31, 2008 and December 31, 2007
(in thousands)
 December 31,
    
    
    December 31,2008
    
    
    2007ASSETSReal estate investments at cost:Land
    
    $
    11,420
    
    
    $
    11,420Buildings
    
    
    34,546
    
    
    
    29,834Tenant improvements
    
    
    752
    
    
    
    53046,718
    
    
    
    41,784Less accumulated depreciation and amortization
    
    
    (2,849
    )
    
    
    (1,510
    )43,869
    
    
    
    40,274Intangible lease cost, net
    
    
    2,286
    
    
    
    3,152Net real estate investments
    
    
    46,155
    
    
    
    43,426Cash and cash equivalents
    
    
    338
    
    
    
    250Tenant receivables
    
    
    384
    
    
    
    519Deferred costs, net
    
    
    467
    
    
    
    401Other assets
    
    
    2,212
    
    
    
    5,655TOTAL ASSETS
    
    $
    49,556
    
    
    $
    50,251LIABILITIES AND PARTNERS CAPITALLiabilities:Notes payable
    
    $
    37,950
    
    
    $
    37,950Accounts payable and accrued liabilities
    
    
    1,378
    
    
    
    1,558Accounts payable  related party
    
    
    177
    
    
    
    117Asset retirement obligations
    
    
    800
    
    
    
    800Below market leases, net
    
    
    418
    
    
    
    945Security deposits
    
    
    127
    
    
    
    108TOTAL LIABILITIES
    
    
    40,850
    
    
    
    41,478Partners capital:General partner
    
    
    
    
    
    
    Limited partners
    
    
    8,706
    
    
    
    8,773TOTAL PARTNERS CAPITAL
    
    
    8,706
    
    
    
    8,773TOTAL LIABILITIES AND PARTNERS CAPITAL
    
    $
    49,556
    
    
    $
    50,251
  S-3




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##### Table of Contents



AmREIT CASA LINDA, L.P.
STATEMENTS OF OPERATIONS
For the years ended December 31, 2008 and 2007, and for
the period from December 8, 2006 (inception) through December 31, 2006
(in thousands)
 2008
    
    
    2007
    
    
    2006Revenues:Rental income from operating leases
    
    $
    4,737
    
    
    $
    5,004
    
    
    $
    391Total revenues
    
    
    4,737
    
    
    
    5,004
    
    
    
    391Expenses:General and administrative
    
    
    25
    
    
    
    54
    
    
    
    Property expense
    
    
    1,350
    
    
    
    1,670
    
    
    
    80Property management fees  related party
    
    
    174
    
    
    
    163
    
    
    
    8Legal and professional
    
    
    82
    
    
    
    113
    
    
    
    1Depreciation and amortization
    
    
    2,146
    
    
    
    2,497
    
    
    
    221Total expenses
    
    
    3,777
    
    
    
    4,497
    
    
    
    310Operating income
    
    
    960
    
    
    
    507
    
    
    
    81Other income (expense):Interest and other income
    
    
    41
    
    
    
    42
    
    
    
    5Interest expense
    
    
    (2,176
    )
    
    
    (2,172
    )
    
    
    (142
    )Margin tax expense
    
    
    (28
    )
    
    
    (36
    )
    
    
    Total other income (expense)
    
    
    (2,163
    )
    
    
    (2,166
    )
    
    
    (137
    )Net loss
    
    $
    (1,203
    )
    
    $
    (1,659
    )
    
    $
    (56
    )
  S-4




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##### Table of Contents



AmREIT CASA LINDA, L.P.
STATEMENTS OF PARTNERS CAPITAL
For the years ended December 31, 2008 and 2007, and for
the period from December 8, 2006 (inception) through December 31, 2006
(in thousands)
 General partner
    
    
    Limited partners
    
    
    TotalBalance at December 8, 2006 (inception)
    
    $
    
    
    
    $
    
    
    
    $
    Contributions
    
    
    
    
    
    
    10,488
    
    
    
    10,488Net loss (1)
    
    
    (1
    )
    
    
    (55
    )
    
    
    (56
    )Curative allocation
    
    
    1
    
    
    
    (1
    )
    
    
    Balance at December 31, 2006
    
    $
    
    
    
    $
    10,432
    
    
    $
    10,432Net loss (1)
    
    
    (17
    )
    
    
    (1,642
    )
    
    
    (1,659
    )Curative allocation
    
    
    17
    
    
    
    (17
    )
    
    
    Balance at December 31, 2007
    
    $
    
    
    
    $
    8,773
    
    
    $
    8,773Contributions
    
    
    
    
    
    
    1,136
    
    
    
    1,136Net loss (1)
    
    
    (12
    )
    
    
    (1,191
    )
    
    
    (1,203
    )Curative allocation
    
    
    12
    
    
    
    (12
    )
    
    
    Balance at December 31, 2008
    
    $
    
    
    
    $
    8,706
    
    
    $
    8,706
 
 (1)
    
    The allocation of net loss includes a curative allocation to increase the GP capital account by $12, $17 and $1 for
the 2008, 2007 and 2006 periods, respectively. The cumulative curative allocation since inception of the
Partnership is $30. The partnership agreement provides that no partner shall be required to fund a deficit balance
in their capital account.  S-5




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##### Table of Contents



AmREIT CASA LINDA, L.P.
STATEMENTS OF CASH FLOWS
For the years ended December 31, 2008 and 2007, and for
the period from December 8, 2006 (inception) through December 31, 2006
(in thousands)
 2008
    
    
    2007
    
    
    2006Cash flows from operating activities:Net loss
    
    $
    (1,203
    )
    
    $
    (1,659
    )
    
    $
    (56
    )Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:Bad debt expense
    
    
    25
    
    
    
    
    
    
    
    Depreciation and amortization
    
    
    2,146
    
    
    
    2,497
    
    
    
    175Amortization of above and below market leases, net
    
    
    (362
    )
    
    
    (480
    )
    
    
    (44
    )Amortization of loan acquisition costs
    
    
    61
    
    
    
    64
    
    
    
    3Decrease (increase) in tenant receivables
    
    
    111
    
    
    
    (405
    )
    
    
    (113
    )Increase in deferred costs
    
    
    (168
    )
    
    
    (44
    )
    
    
    Decrease (increase) in other assets
    
    
    3,442
    
    
    
    (772
    )
    
    
    (4,308
    )(Decrease) increase in accounts payable and accrued liabilities
    
    
    (180
    )
    
    
    1,483
    
    
    
    75Increase (decrease) in accounts payable  related party
    
    
    60
    
    
    
    (145
    )
    
    
    262Increase (decrease) in security deposits
    
    
    19
    
    
    
    (12
    )
    
    
    120Net cash provided by (used in) operating activities
    
    
    3,951
    
    
    
    527
    
    
    
    (3,886
    )Cash flows from investing activities:Improvements to real estate
    
    
    (4,999
    )
    
    
    (277
    )
    
    
    Acquisition of investment properties
    
    
    
    
    
    
    
    
    
    
    (6,172
    )Net cash used in investing activities
    
    
    (4,999
    )
    
    
    (277
    )
    
    
    (6,172
    )Cash flows from financing activities:Contributions
    
    
    1,136
    
    
    
    
    
    
    
    10,488Loan acquisition costs
    
    
    
    
    
    
    
    
    
    
    (430
    )Net cash provided by financing activities
    
    
    1,136
    
    
    
    
    
    
    
    10,058Net increase in cash and cash equivalents
    
    
    88
    
    
    
    250
    
    
    
    Cash and cash equivalents, beginning of period
    
    
    250
    
    
    
    
    
    
    
    Cash and cash equivalents, end of period
    
    $
    338
    
    
    $
    250
    
    
    $
    Supplemental schedule of cash flow information:Cash paid during the period for:Interest
    
    $
    2,114
    
    
    $
    1,929
    
    
    $
    139Taxes
    
    $
    32
    
    
    $
    
    
    
    $
    Supplemental schedule of non-cash transactions:
   S-6




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##### Table of Contents



AmREIT CASA LINDA, L.P.
 NOTES TO FINANCIAL STATEMENTS
December 31, 2008, 2007 and 2006
 1. DESCRIPTION OF BUSINESS
   2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 BASIS OF PRESENTATION
  REVENUE RECOGNITION
  REAL ESTATE INVESTMENTS
 Acquired Properties and Acquired Lease Intangibles Business Combinations
 S-7




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##### Table of Contents



Depreciation -
 Impairment -
 ENVIRONMENTAL EXPOSURES
  RECEIVABLES AND ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS
 Tenant Receivables -
 DEFERRED COSTS
  S-8




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##### Table of Contents



INCOME TAXES
 Federal -
 State -
 USE OF ESTIMATES
  FAIR VALUE OF FINANCIAL INSTRUMENTS
   
    
    Level 1 Inputs  Quoted market prices (unadjusted) for identical assets and
liabilities in an active market that the Company has the ability to access at the
measurement date.
    
    Level 2 Inputs  Inputs, other than the quoted prices in active markets, that are
observable either directly or indirectly.
    
    Level 3 Inputs  Inputs based on prices or valuation techniques that are both
unobservable and significant to the overall fair value measurements.
  S-9




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##### Table of Contents



Level 1
    
    Level 2
    
    Level 3Notes Payable
    
    $
    
    
    
    $
    
    
    
    $
    38,817
 NEWACCOUNTING STANDARDS
 Fair Value Measurements
 The Fair Value Option for Financial Assets and
Financial Liabilities .
 Business Combinations .
 Noncontrolling Interests in Consolidated
Financial Statementsan amendment of ARB No. 51
 Disclosures about Derivative Instruments and
Hedging Activities  an amendment of FASB Statement No. 133 .
 CASH AND CASH EQUIVALENTS
  INTEREST
  S-10




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##### Table of Contents



3. OPERATING LEASES
  2009
    
    $
    2,8542010
    
    
    2,2612011
    
    
    1,6052012
    
    
    1,1982013
    
    
    935Thereafter
    
    
    4,204$
    13,057
  4. ACQUIRED LEASE INTANGIBLES
   December 31,
    
    
    December 31,2008
    
    
    2007Acquired lease intangible assets:In-place leases
    
    $
    2,440
    
    
    $
    2,757In-place leases  accumulated amortization
    
    
    (1,525
    )
    
    
    (1,140
    )Above-market leases
    
    
    1,718
    
    
    
    1,718Above-market leases  accumulated
amortization
    
    
    (347
    )
    
    
    (183
    )Acquired leases intangibles, net
    
    $
    2,286
    
    
    $
    3,152Acquired lease intangible liabilities:Below-market leases
    
    $
    1,409
    
    
    $
    1,647Below-market leases  accumulated
amortization
    
    
    (991
    )
    
    
    (702
    )Acquired below-market lease intangibles, net
    
    $
    418
    
    
    $
    945
  Rental IncomeYear Ending
    
    Amortization Expense
    
    
    (above and belowDecember 31,
    
    (in-place lease value)
    
    
    market leases)2009
    
    $
    348
    
    
    $
    1072010
    
    
    177
    
    
    
    (59
    )2011
    
    
    73
    
    
    
    (110
    )2012
    
    
    45
    
    
    
    (134
    )2013
    
    
    41
    
    
    
    (137
    )$
    684
    
    
    $
    (333
    )
 S-11




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##### Table of Contents



5. NOTES PAYABLE
   Scheduled
    
    
    Term-Loan
    
    
    TotalScheduled Payments by Year
    
    Principal Payments
    
    
    Maturities
    
    
    Payments2009
    
    $
    
    
    
    $
    
    
    
    $
    2010
    
    
    
    
    
    
    
    
    
    
    2011
    
    
    
    
    
    
    
    
    
    
    2012
    
    
    
    
    
    
    
    
    
    
    2013
    
    
    
    
    
    
    
    
    
    
    Thereafter
    
    
    
    
    
    
    37,950
    
    
    
    37,950Total
    
    $
    
    
    
    $
    37,950
    
    
    $
    37,950
 6. CONCENTRATIONS
  Tenant
    
    2008
    
    
    2007
    
    
    2006Albertsons
    
    $
    287
    
    
    $
    287
    
    
    $
    1924 Hour Fitness
    
    
    229
    
    
    
    229
    
    
    
    23El Fenix Restaurant
    
    
    181
    
    
    
    181
    
    
    
    12Highland Park Cafe
    
    
    179
    
    
    
    131
    
    
    
    PETCO
    
    
    178
    
    
    
    178
    
    
    
    11$
    1,054
    
    
    $
    1,006
    
    
    $
    65
 7. RELATED PARTY TRANSACTIONS
  8. COMMITMENTS AND CONTINGENCIES
 Litigation
 Environmental matters
  S-12