Exhibit 10.18  SECOND
AMENDMENT TO
AMENDED AND RESTATED MASTER LEASE AGREEMENT
(LEASE NO. 1)  THIS
SECOND AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT (LEASE NO. 1)(this Amendment) is made and
entered into as of November 17, 2009 by and among each of the parties
identified on the signature pages hereof as a landlord (collectively, Landlord)
and FIVE STAR QUALITY CARE TRUST, a Maryland business trust (Tenant).  WI T N E S S E T H:  WHEREAS, pursuant to the terms of that certain
Amended and Restated Master Lease Agreement (Lease No. 1), dated as of August 4,
2009, as amended by that certain Partial Termination of and First Amendment to
Amended and Restated Master Lease Agreement (Lease No. 1), dated as of October 1,
2009 (as so amended, Amended Lease No. 1), Landlord leases to
Tenant, and Tenant leases from Landlord, the Leased Property (this and other
capitalized terms used but not otherwise defined herein having the meanings
given such terms in Amended Lease No. 1), all as more particularly
described in Amended Lease No. 1; and  WHEREAS, on or about the date hereof, SNH CHS
Properties Trust has acquired the following real properties and related
improvements: (i) the senior living community known as The Haven in
Highland Creek,located at 5920 McChesney Drive, Charlotte, North
Carolina 28269, andthe senior living community known as The
Laurels in Highland Creek, located at 6101 Clark Creek Parkway,
Charlotte, North Carolina 28269, as more particularly described on Exhibit A-54
attached hereto; and (ii)the senior living community known as The Haven in the
Village at Carolina Place,located at 13150 Dorman Road, Pineville,
North Carolina 28134,
andthe senior
living community known as The Laurels in the Village at Carolina Place,located at
13180 Dorman Road, Pineville, North Carolina 28134, as more particularly described on Exhibit A-55
attached hereto(collectively, the New SNH CHS Properties); and  WHEREAS, on or about the date hereof, SNH/LTA
Properties Trust has acquired the following real properties and related
improvements: (i) the senior living community known as The Haven in the
Summit, located at 3 Summit Terrace, Columbia, South Carolina 29229, as more
particularly described on Exhibit A-56 attached hereto; (ii)the senior living community known as The
Haven in the Village at Chanticleer, located at 355 Berkmans Lane, Greenville,
South Carolina 29605, as more particularly


described on Exhibit A-57
attached hereto; (iii)the senior living community known as The Haven in the
Texas Hill Country, located at 747 Alpine Drive, Kerrville, Texas, 78028, as
more particularly described on Exhibit A-58 attached hereto; and (iv) the
senior living community known as The Haven in Stone Oak, located at 511 Knights
Cross Drive, San Antonio, Texas 78258,andthe senior living community known as The
Laurels in Stone Oak, located at 575 Knights Cross Drive, San Antonio, Texas
78258, as more particularly described on Exhibit A-59 attached
hereto(collectively,
the New SNH/LTA Properties and together with the New SNH CHS
Properties, the New Properties); and  WHEREAS,SNH CHS Properties Trust, SNH/LTA
Properties Trust, the other entities comprising Landlord and Tenant wish to
amend Amended Lease No. 1 to include the New Properties;  NOW,
THEREFORE, in
consideration of the mutual covenants herein contained and other good and
valuable consideration, the mutual receipt and legal sufficiency of which are
hereby acknowledged, Landlord and Tenant hereby agree that, effective as of the
date hereof, Amended Lease No. 1 is hereby amended as follows:  1.             Definition of Minimum Rent.  The defined term Minimum Rent set forth in Section 1.68
of Amended Lease No. 1 is hereby deleted in its entirety and replaced with
the following:  Minimum
Rentshall mean the sum of Fifty-Two Million Two
Hundred Eighty-Six Thousand Seven Hundred Two and 41/100s Dollars
($52,286,702.41) per annum.  2.             Leased Property.  Section 2.1 of Amended Lease No. 1
is hereby amended by deleting subsection (a) therefrom in its entirety and
replacing it with the following:  (a)           those certain tracts, pieces and
parcels of land as more particularly described on Exhibits A-1 through A-59
attached hereto and made a part hereof (the Land).  3.             Schedule 1.  Schedule 1 to Amended Lease No. 1 is
hereby deleted in its entirety and replaced with Schedule 1 attached
hereto.  4.             Exhibit A.  Exhibit A to Amended Lease No. 1 is
hereby amended by adding Exhibits A-54 through A-59  2


attached hereto immediately following Exhibit A-53
to Amended Lease No. 1.  5.             Ratification.  As amended hereby, Amended Lease No. 1
is hereby ratified and confirmed.  [Remainder
of page intentionally left blank; signature
pages follow]  3


IN WITNESS WHEREOF, the parties have executed
this Amendment as a sealed instrument as of the date above first written.  LANDLORD:SNH SOMERFORD PROPERTIES TRUSTBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurerSPTMNR PROPERTIES TRUSTBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurerSNH/LTA PROPERTIES TRUSTBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurerSPTIHS PROPERTIES TRUSTBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurerSNH CHS PROPERTIES TRUSTBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurer  4


SNH/LTA PROPERTIES GA LLCBy:
  /s/ Richard A. DoyleRichard A. DoyleTreasurerTENANT:FIVE STAR QUALITY CARE TRUSTBy:
  /s/ Francis R. Murphy
  IIIFrancis R. Murphy IIITreasurer  5


EXHIBIT
A-54  The Haven
in Highland Creek 5920 McChesney Drive 
Charlotte, NC 28269  The Laurels
in Highland Creek
6101 Clark Creek Parkway Charlotte, NC 28269


EXHIBIT
A-55  The Haven
in the Village at Carolina Place 13150 Dorman Road Pineville, NC 28134  The Laurels
in the Village at Carolina Place 13180 Dorman Road Pineville, NC 28134


EXHIBIT
A-56  The Haven
in the Summit 3 Summit Terrace Columbia, SC 29229


EXHIBIT
A-57  The Haven in the Village at Chanticleer 355 Berkmans Lane Greenville, SC 29605


EXHIBIT
A-58  The Haven in the Texas Hill Country
747 Alpine Drive,
Kerrville, TX 78028


EXHIBIT
A-59  The Haven
in Stone Oak 511 Knights
Cross Drive San Antonio, TX 78258  The Laurels
in Stone Oak 575 Knights Cross Drive San Antonio, TX 78258  Certain attachments to the Exhibits to this agreement have been
omitted. The Company agrees to furnish supplementally copies of any of the
omitted attachments to the Exhibits to the Securities and Exchange Commission
upon request.


SCHEDULE 1  PROPERTY-SPECIFIC INFORMATION  Exhibit
  
  Property Address
  
  Base Gross
  Revenues(Calendar
  Year)
  
  Base Gross
  Revenues(Dollar Amount)
  
  Commencement
  Date
  
  Interest
  RateA-1
  
  La
  Mesa Healthcare Center2470 South Arizona AvenueYuma, AZ 85364
  
  2005
  
  $
  6,333,157
  
  12/31/2001
  
  10
  %A-2
  
  SunQuest
  Village of Yuma265 East 24thStreetYuma, AZ 85364
  
  2005
  
  $
  543,595
  
  12/31/2001
  
  10
  %A-3
  
  Somerford
  Place - Encinitas1350 South El Camino RealEncinitas, CA 92024
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-4
  
  Somerford
  Place - Fresno6075 North Marks AvenueFresno, CA 93711
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-5
  
  Lancaster
  Healthcare Center1642 West Avenue JLancaster, CA 93534
  
  2005
  
  $
  6,698,648
  
  12/31/2001
  
  10
  %A-6
  
  Somerford
  Place - Redlands1319 Brookside AvenueRedlands, CA 92373
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-7
  
  Somerford
  Place - Roseville110 Sterling CourtRoseville, CA 95661
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-8
  
  Leisure
  Pointe1371 Parkside DriveSan Bernardino, CA 92404
  
  2007
  
  $
  1,936,220
  
  09/01/2006
  
  8.25
  %A-9
  
  Van Nuys Health Care Center6835 Hazeltine StreetVan Nuys, CA 91405
  
  2005
  
  $
  3,626,353
  
  12/31/2001
  
  10
  %A-10
  
  Mantey
  Heights 
  Rehabilitation & Care Center2825 Patterson RoadGrand Junction, CO 81506
  
  2005
  
  $
  5,564,949
  
  12/31/2001
  
  10
  %A-11
  
  Cherrelyn
  Healthcare Center5555 South Elati StreetLittleton, CO 80120
  
  2005
  
  $
  12,574,200
  
  12/31/2001
  
  10
  %


Exhibit
  
  Property Address
  
  Base Gross
  Revenues(Calendar
  Year)
  
  Base Gross
  Revenues(Dollar Amount)
  
  Commencement
  Date
  
  Interest
  RateA-12
  
  Somerford House and Somerford Place - Newark I & II501 South Harmony Roadand4175 Ogletown RoadNewark, DE 19713
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-13
  
  Tuscany
  Villa Of Naples (aka Buena Vida)8901 Tamiami Trail EastNaples, FL 34113
  
  2008
  
  $
  2,157,675
  
  09/01/2006
  
  8.25
  %A-14
  
  College
  Park Healthcare Center1765 Temple AvenueCollege Park, GA 30337
  
  2005
  
  $
  4,130,893
  
  12/31/2001
  
  10
  %A-15
  
  Morningside
  of Columbus7100 South Stadium DriveColumbus, GA 31909
  
  2006
  
  $
  1,381,462
  
  11/19/2004
  
  9
  %A-16
  
  Morningside of Dalton2470 Dug Gap RoadDalton, GA 30720
  
  2006
  
  $
  1,196,357
  
  11/19/2004
  
  9
  %A-17
  
  Morningside
  of Evans353 North Belair RoadEvans, GA 30809
  
  2006
  
  $
  1,433,421
  
  11/19/2004
  
  9
  %A-18
  
  Vacant
  Land Adjacent to Morningside of Macon6191 Peake RoadMacon, GA 31220
  
  2006
  
  N/A
  
  11/19/2004
  
  9
  %A-19
  
  Intentionally
  Deleted.A-20
  
  Union
  Park Health Services2401 East 8thStreetDes Moines, IA 50316
  
  2005
  
  $
  4,404,678
  
  12/31/2001
  
  10
  %A-21
  
  Park Place114 East Green StreetGlenwood, IA 51534
  
  2005
  
  $
  8,109,512
  
  12/31/2001
  
  10
  %A-22
  
  Prairie
  Ridge Care & Rehabilitation608 Prairie StreetMediapolis, IA 52637
  
  2005
  
  $
  3,234,505
  
  12/31/2001
  
  10
  %A-23
  
  Ashwood
  Place102 LeonardwoodFrankfort, KY 40601
  
  2007
  
  $
  1,769,726
  
  09/01/2006
  
  8.25
  %A-24
  
  Somerford
  Place - Annapolis2717 Riva RoadAnnapolis, MD 21401
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-25
  
  Somerford
  Place - Columbia8220 Snowden River ParkwayColumbia, MD 21045
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-26
  
  Somerford
  Place - Frederick2100 Whittier DriveFrederick, MD 21702
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %


Exhibit
  
  Property Address
  
  Base Gross
  Revenues(Calendar
  Year)
  
  Base Gross
  Revenues(Dollar Amount)
  
  Commencement
  Date
  
  Interest
  RateA-27
  
  Somerford
  Place - Hagerstown10114 & 10116 Sharpsburg PikeHagerstown, MD 21740
  
  2009
  
  N/A
  
  03/31/2008
  
  8
  %A-28
  
  The
  Wellstead of Rogers20500 and 20600South Diamond Lake RoadRogers, MN 55374
  
  2009
  
  N/A
  
  03/01/2008
  
  8
  %A-29
  
  Arbor
  View Healthcare & Rehabilitation (aka Beverly Manor)
  1317 North 36th StSt. Joseph, MO 64506
  
  2005
  
  $
  4,339,882
  
  12/31/2001
  
  10
  %A-30
  
  Hermitage
  Gardens of Oxford1488 Belk BoulevardOxford, MS 38655
  
  2007
  
  $
  1,816,315
  
  10/01/2006
  
  8.25
  %A-31
  
  Hermitage
  Gardens of Southaven108 Clarington DriveSouthaven, MS 38671
  
  2007
  
  $
  1,527,068
  
  10/01/2006
  
  8.25
  %A-32
  
  Ashland
  Care Center1700 Furnace StreetAshland, NE 68003
  
  2005
  
  $
  4,513,891
  
  12/31/2001
  
  10
  %A-33
  
  Blue Hill Care Center414 North Wilson StreetBlue Hill, NE 68930
  
  2005
  
  $
  2,284,065
  
  12/31/2001
  
  10
  %A-34
  
  Central City Care Center2720 South 17thAvenueCentral City, NE 68462
  
  2005
  
  $
  2,005,732
  
  12/31/2001
  
  10
  %A-35
  
  Rose
  Brook Care Center106 5thStreetEdgar, NE 68935
  
  2005
  
  $
  1,862,074
  
  12/31/2001
  
  10
  %A-36
  
  Gretna
  Community Living Center700 South Highway 6Gretna, NE 68028
  
  2005
  
  $
  3,380,356
  
  12/31/2001
  
  10
  %A-37
  
  Sutherland
  Care Center333 Maple StreetSutherland, NE 69165
  
  2005
  
  $
  2,537,340
  
  12/31/2001
  
  10
  %A-38
  
  Waverly Care Center11041 North 137thStreetWaverly, NE 68462
  
  2005
  
  $
  3,066,135
  
  12/31/2001
  
  10
  %A-39
  
  Rolling Hills Manor600 Newport DriveBaldwin, PA 15234
  
  2006
  
  $
  1,791,274
  
  10/31/2005
  
  9
  %A-40
  
  Ridgepointe5301 Brownsville RoadPittsburgh, PA 15236
  
  2006
  
  $
  1,944,499
  
  10/31/2005
  
  9
  %A-41
  
  Mount
  Vernon of South Park1400 Riggs RoadSouth Park, PA 15129
  
  2006
  
  $
  2,718,057
  
  10/31/2005
  
  9
  %A-42
  
  Morningside
  of Gallatin1085 Hartsville PikeGallatin, TN 37066
  
  2006
  
  $
  1,343,801
  
  11/19/2004
  
  9
  %


Exhibit
  
  Property Address
  
  Base Gross
  Revenues(Calendar
  Year)
  
  Base Gross
  Revenues(Dollar Amount)
  
  Commencement
  Date
  
  Interest
  RateA-43
  
  Walking
  Horse Meadows207 Uffelman DriveClarksville, TN 37043
  
  2007
  
  $
  1,471,410
  
  01/01/2007
  
  8.25
  %A-44
  
  Morningside
  of Belmont1710 Magnolia BoulevardNashville, TN 37212
  
  2006
  
  $
  3,131,648
  
  06/03/2005
  
  9
  %A-45
  
  Dominion Village at Chesapeake2856 Forehand DriveChesapeake, VA 23323
  
  2005
  
  $
  1,416,951
  
  05/30/2003
  
  10
  %A-46
  
  Dominion Village at Williamsburg4132 Longhill RoadWilliamsburg, VA 23188
  
  2005
  
  $
  1,692,753
  
  05/30/2003
  
  10
  %A-47
  
  Heartfields
  at Richmond500 North Allen AvenueRichmond, VA 23220
  
  2005
  
  $
  1,917,765
  
  10/25/2002
  
  10
  %A-48
  
  Brookfield
  Rehabilitation and Specialty Care (aka Woodland Healthcare Center)18741 West Bluemound RoadBrookfield, WI 53045
  
  2005
  
  $
  13,028,846
  
  12/31/2001
  
  10
  %A-49
  
  Meadowmere
  - 
  Southport Assisted Living8350 and 8351 Sheridan RoadKenosha, WI 53143
  
  2009
  
  N/A
  
  01/04/2008
  
  8
  %A-50
  
  Meadowmere
  - 
  Madison Assisted Living5601 Burke RoadMadison, WI 53718
  
  2009
  
  N/A
  
  01/04/2008
  
  8
  %A-51
  
  Sunny
  Hill Health Care Center4325 Nakoma RoadMadison, WI 53711
  
  2005
  
  $
  3,237,633
  
  12/31/2001
  
  10
  %A-52
  
  Mitchell
  Manor Senior Living5301 West Lincoln AvenueWest Allis, WI 53219
  
  2009
  
  N/A
  
  01/04/2008
  
  8
  %A-53
  
  Laramie
  Care Center503 South 18thStreetLaramie, WY 82070
  
  2005
  
  $
  4,473,949
  
  12/31/2001
  
  10
  %A-54
  
  Haven
  in Highland Creek5920 McChesney Drive 
  Charlotte, NC 28269
  Laurels
  in Highland Creek 
  6101 Clark Creek ParkwayCharlotte, NC 28269
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %


Exhibit
  
  Property Address
  
  Base Gross
  Revenues(Calendar
  Year)
  
  Base Gross
  Revenues(Dollar Amount)
  
  Commencement
  Date
  
  Interest
  RateA-55
  
  Haven
  in the Village at Carolina Place13150 Dorman Road 
  Pineville, NC 28134
  Laurels
  in the Village at Carolina Place13180 Dorman Road 
  Pineville, NC 28134
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %A-56
  
  Haven
  in the Summit3 Summit Terrace 
  Columbia, SC 29229
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %A-57
  
  Haven
  in the Village at Chanticleer 
  355 Berkmans Lane 
  Greenville, SC 29605
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %A-58
  
  Haven
  in the Texas Hill Country 
  747 Alpine Drive 
  Kerrville, TX 78028
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %A-59
  
  Haven
  in Stone Oak 
  511 Knights Cross DriveSan Antonio, TX 78258
  Laurels
  in Stone Oak575 Knights Cross Drive 
  San Antonio, TX 78258
  
  2010
  
  N/A
  
  11/17/2009
  
  8.75
  %