**Exhibit 10.22**

**TWELFTH AMENDMENT TO SECOND AMENDEDAND RESTATED LEASE AGREEMENT**

**THIS TWELFTH AMENDMENT TO SECOND AMENDED ANDRESTATED LEASE AGREEMENT** is made and entered into as of January 1, 2007 by and among (i) eachof the parties identified on the signature page hereof as a landlord, aslandlord (collectively, “Landlord”), and (ii) **FIVE STARQUALITY CARE TRUST**, a Maryland business trust, as tenant (“Tenant”).

**WITNESSETH:**

**WHEREAS**, pursuant to the terms of that certain Second Amendedand Restated Lease Agreement, dated as of November 19, 2004, as amended by thatcertain First Amendment of Lease, dated as of May 17, 2005, that certain SecondAmendment to Second Amended and Restated Lease Agreement, dated as of June 3,2005, that certain Third Amendment to Second Amended and Restated LeaseAgreement, dated as of October 31, 2005, that certain other Third Amendment toSecond Amended and Restated Lease Agreement, dated as of December 30, 2005,that certain Letter Agreement, dated as of March 13, 2006, that certain FifthAmendment to Second Amended and Restated Lease Agreement, dated as of September1, 2006, that certain Sixth Amendment to Second Amended and Restated LeaseAgreement, dated as of October 1, 2006, that certain Seventh Amendment toSecond Amended and Restated Lease Agreement, dated as of October 1, 2006, thatcertain Eighth Amendment to Second Amended and Restated Lease, dated as ofNovember 1, 2006, that certain Ninth Amendment to Second Amended and RestatedLease, dated as of November 1, 2006, that certain Tenth Amendment to SecondAmended and Restated Lease Agreement, dated as of November 6, 2006 (effectiveas of November 5, 2006), and that certain Eleventh Amendment to Second Amendedand Restated Lease Agreement, dated as of December 22, 2006 (as so amended, the“Consolidated Lease”), Landlord leases to Tenant, and Tenant leases fromLandlord, the Leased Property (this and other capitalized terms used but nototherwise defined herein having the meanings given such terms in theConsolidated Lease), all as more particularly described in the ConsolidatedLease; and

**WHEREAS**, on or about the date hereof,SNH/LTA Properties Trust has acquired certain real property and relatedimprovements known as Walking Horse Meadows and located at 207 Uffelman Drive,Clarksville, Tennessee, as more particularly described on Exhibit A-97attached hereto (the “Walking Horse Property”); and

 

----

 

**WHEREAS,** SNH/LTA Properties Trust, theother entities comprising Landlord and Tenant wish to amend the ConsolidatedLease to include the Walking Horse Property;

**NOW, THEREFORE**, in consideration of the mutual covenants hereincontained and other good and valuable consideration, the mutual receipt andlegal sufficiency of which are hereby acknowledged, Landlord and Tenant herebyagree as follows:

1.             Definition ofMinimum Rent.  The definition for theterm “Minimum Rent” set forth in Section 1.69 of the Consolidated Lease ishereby deleted in its entirety and replaced with the following:

**“MinimumRent”**  shall mean the sum of Thirty-Nine MillionEight Hundred Twelve Thousand Thirty-Six Dollars ($39,812,036) per annum.

2.             Definition ofHermitage/Marsh View/Somerset Properties. The definition for the term “Hermitage/Marsh View/Somerset Properties”set forth in Section 1.103 of the Consolidated Lease is hereby deleted in itsentirety and replaced with the following new definition of “Hermitage/MarshView/Somerset/Walking Horse Properties”:

**“Hermitage/MarshView/Somerset/Walking Horse Properties”**  shall mean theProperties located on the Land described in Exhibits A-93 through A-97attached hereto.

3.             Leased Property.  Section 2.1 of the Consolidated Lease ishereby amended by deleting subsection (a) in its entirety and replacing it withthe following:

(a)           thosecertain tracts, pieces and parcels of land as more particularly described in ExhibitsA-1 through A-97 attached hereto and made a part hereof (the “Land”).

4.             Replacement ofDefined Term “Hermitage/Marsh View/Somerset Properties”.  The Consolidated Lease is hereby amended bydeleting each reference therein to the defined terms “Hermitage/MarshView/Somerset Property” or “Hermitage/Marsh View/Somerset Properties” andreplacing them with references to “Hermitage/Marsh View/Somerset/Walking HorseProperty” or “Hermitage/Marsh View/Somerset/Walking Horse Properties” (asapplicable).

 

2

----

 

5.             Exhibit A.  Exhibit A to the Consolidated Lease is herebyamended by adding Exhibit A-97 attached hereto following Exhibit A-96 tothe Consolidated Lease.

6.             Ratification.  As amended hereby, the Consolidated Lease ishereby ratified and confirmed.

**[SIGNATUREPAGE FOLLOWS]**

** **

3

----

 

**IN WITNESS WHEREOF**, Landlord and Tenant have caused this TwelfthAmendment to Second Amended and Restated Lease Agreement to be duly executed,as a sealed instrument, as of the date first set forth above.
| ** ** | **LANDLORD:**                                                                                                                                                                                                                               |                                             |
|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------|
| ** ** | ** **                                                                                                                                                                                                                                  |                                             |
| ** ** | **ELLICOTT CITY LAND I LLC, ELLICOTT CITY LAND II  LLC, HRES2 PROPERTIES TRUST, SNH CHS PROPERTIES TRUST, SPTIHS PROPERTIES  TRUST, SPT-MICHIGAN TRUST, SPTMNR  PROPERTIES TRUST, SNH/LTA PROPERTIES TRUST, and SNH/LTA PROPERTIES GA LLC** |
| ** ** | ** **                                                                                                                                                                                                                                  |                                             |
|            | By:                                                                                                                                                                                                                                         | /s/ David J. Hegarty                             |   |
|       |                                                                                                                                                                                                                                        | David J. Hegarty                                 |
|       |                                                                                                                                                                                                                                        | President, Chief Operating Officer and Secretary |
|       |                                                                                                                                                                                                                                        | of each of the foregoing entities                |
|       |                                                                                                                                                                                                                                        |                                             |
| ** ** | **TENANT:**                                                                                                                                                                                                                                 |
| ** ** | ** **                                                                                                                                                                                                                                  |                                             |
| ** ** | **FIVE STAR QUALITY CARE TRUST**                                                                                                                                                                                                            |
| ** ** | ** **                                                                                                                                                                                                                                  |                                             |
|            | By:                                                                                                                                                                                                                                         | /s/ Bruce J. Mackey Jr                           |   |
|       |                                                                                                                                                                                                                                        | Bruce J. Mackey Jr.                              |
|       |                                                                                                                                                                                                                                        | Treasurer, Chief Financial Officer               |
|       |                                                                                                                                                                                                                                        | and Assistant Secretary                          |
|            |                                                                                                                                                                                                                                             |                                                  |  |  |

 

4

----

 

The followingexhibit has been omitted and will be supplementally furnished to the Securitiesand Exchange Commission upon request:

EXHIBIT A-97  WALKING HORSE PROPERTY

 

----