EX-10.9






VIA FAX


December 20, 2007



Stefan Oh


Vice President, Health Care Properties


G & E Healthcare REIT Chesterfield Rehab Hospital,
LLC Triple Net Properties, LLC



1551 N. Tustin Ave., Suite 200


Santa Ana, CA 92705


PHONE: 714-667-8252 x295


FAX: 714-667-6860



Re: USD 22,000,000.00 Interest Rate Swap#12971



Dear Mr. Oh,


The purpose of this letter is to confirm the terms and conditions of the Swap Transaction entered
into between National City Bank and G & E Healthcare REIT Chesterfield Rehab Hospital, LLC on the
Trade Date specified below (the “Swap Transaction”). This letter agreement constitutes a
“Confirmation” as referred to in the ISDA Master Agreement specified below.



The definitions and provisions contained in the 1991 ISDA Definitions, the 1998 Supplement thereto
(the “Definitions”) and the 1992 ISDA Master Agreement (as published by the International Swaps
and Derivatives Association, Inc.) (the “Master Agreement”) are incorporated into this
Confirmation. In the event of any inconsistency between this Confirmation and the Definitions or
the Master Agreement, this Confirmation will govern.




	1.	 	If you and we are parties to a Master Agreement and Schedule to the Master Agreement that
set forth the general terms and conditions applicable to Swap Transactions between us (an
“ISDA Master Agreement”), this Confirmation supplements, forms a part of and is subject to,
such ISDA Master Agreement.






	2.	 	If you and we are not yet parties to an ISDA Master Agreement, this Confirmation evidences a
complete and binding agreement between you and us as to the terms of the Swap Transaction to
which this Confirmation relates. In addition, you and we agree to use all reasonable efforts
promptly to negotiate, execute and deliver an agreement in the form of the ISDA Master
Agreement (the “ISDA Form”), with such modifications as you and we will in good faith agree.
Upon the execution by you and us of such an ISDA Master Agreement, this Confirmation will
supplement, form a part of and be subject to that ISDA Master Agreement. All provisions
contained in or incorporated by reference in the ISDA Master Agreement upon its execution
will govern this Confirmation except as expressly modified below.






Until we execute and deliver that agreement, this Confirmation, together with all other
documents referring to the ISDA Form (each a “Confirmation”) confirming Swap Transactions
entered into between us (notwithstanding anything to the contrary in a



Confirmation) shall supplement, form a part of and, be subject to, an agreement in the form of the
ISDA Form as if we had executed an agreement in




such form (but without any Schedule except for (i) the election of the laws of the State of New
York as the governing law and (ii) your obligations arising under the Swap Transactions be
treated pari passu with all other senior indebtedness, liabilities and obligations) on the Trade
Date of the first such Swap Transaction between us. In the event of any inconsistency between
the provisions of that agreement and this Confirmation, this Confirmation will prevail for
purposes of this Swap Transaction.




This Confirmation will be governed by and construed in accordance with the laws of the State of
New York, without reference to choice of law doctrine, provided that this provision will be
superseded by any choice of law provision in the ISDA Master Agreement.




	3.	 	This Confirmation constitutes a Swap Transaction under the ISDA Master Agreement and the
terms of the Swap Transaction to which this Confirmation relates are as follows:





	 	 	 
	Notional Amount:

Amortization Schedule:

Trade Date:

Effective Date:

	 	USD 22,000,000.00

Not Applicable

December 20, 2007

December 24, 2007







	 	 	 	Termination Date: December 30, 2010. Date subject to adjustment in accordance with
the Modified Following Business Day Convention.	 





Fixed Amounts:




	 	 	 	Fixed Rate Payer: G & E Healthcare REIT Chesterfield Rehab Hospital, LLC	 





	 	 	 	 	 
	Fixed Rate:
	 	 	3.940	%
	Fixed Rate Day Count Fraction:
	 	Actual/360
	Fixed Rate Payer Payment Dates:
	 	Monthly, on the 15 day of each month,
	 
	 	commencing on January 15, 2008, through and
	 
	 	including Termination Date. Dates subject to
	 
	 	adjustment in accordance with the Modified
	 
	 	Following Business Day Convention.
	Floating Amounts:
	 	 	 	 
	 
	 	 	 	 
	Floating Rate Payer:
	 	National City Bank
	Floating Rate Option:
	 	USD-LIBOR-BBA which means LIBOR, as determined
	 
	 	two (2) London Banking Days preceding the Reset Dates,
	 
	 	as published on page 3750 on TELERATE, as of 11:00
	 
	 	a.m., London time.
	Designated Maturity:
	 	1 Month
	Floating Rate Day
Count Fraction:
	 	Actual/360
	Floating Rate for
Initial Calculation Period:
	 	To be determined
	Averaging:
	 	Daily Back Weighted







	 	 	 	Floating Rate Option Reset Dates: Each day of the Calculation Period starting on December	 





24, 2007. Dates subject to adjustment in accordance
with


the Modified Following Business Day Convention.



	 	 	 
	Floating Rate Payer

Payment Dates:

	 	

Monthly, on the 15 day of each month, commencing on







January 15, 2008, through and including Termination
Date.


Dates subject to adjustment in accordance with the


Modified Following Business Day Convention.




	 	 	 	Reset Cutoff: One New York City Business Day prior to each Payment	 





	 	 	 
	Compounding:

Calculation Agent:

Business Days:

	 	Date.

Not applicable

National City Bank

New York City, London







	 	 	 	Payment Instructions: National City Bank will make/receive payments to/from	 





G & E Healthcare REIT Chesterfield Rehab Hospital,


LLC by credit/debit to the account of G & E Healthcare


REIT Chesterfield Rehab Hospital, LLC at




Bank To Be Provided by Counterparty B 




ABA# To Be Provided by Counterparty B




DDA# To Be Provided by Counterparty B



If Payment Instructions are not available as of
the Date of this Confirmation, such Payment
Instructions must be provided to National City Bank
as soon as practicable, and at the latest, 5 business
days prior to the first payment date of the
transaction to which this Confirmation pertains.
Payment Instructions must be communicated on the
Derivative Product Transaction Automatic Funds
Transfer Authorization form and delivered to National
City Bank by:




Email to: Derivatives@nationalcity.com




or




US mail on Company letterhead to:




National City Bank


Attn: Derivatives Operations, Loc 01-2217


1900 East Ninth Street


Cleveland, Ohio 44114




or




FAX on company letterhead to:


216-420-9514


Attn: Derivatives Operations




	4.	 	For purposes of this Confirmation, any execution counterparts delivered by facsimile
transmission shall be effective as delivery of an original counterpart thereto and shall be
deemed an original signature thereto.





	 	 	 	 	 	 	 
	Please confirm your acceptance of the above terms by executing this letter agreement.

	FOR: NATIONAL CITY BANK	 	 	 	FOR: G & E HEALTHCARE REIT CHESTERFIELD REHAB
	BY:

	 	/s/ David G. Paulson
	 	HOSPITAL, LLC

BY:
	 	

/s/ Shannon K S Johnson







	 	 	David G. Paulson Shannon K S Johnson

Senior Vice President





If you have any questions pertaining to the confirmation, please phone Pat
Zann at 216-222-9226.