Exhibit 10.6


EIGHTH AMENDMENT TO SECOND AMENDED AND RESTATED
LEASE AGREEMENT


THIS EIGHTH AMENDMENT TO SECOND AMENDED AND
RESTATED LEASE AGREEMENT (this “Amendment”) is made and entered into as of November 1,
2006 by and among each of the parties identified on the signature page hereof
as a landlord, as landlord (collectively, “Landlord”), and FIVE STAR QUALITY CARE TRUST, a Maryland business trust, as
tenant (“Tenant”).


W  I  T  N  E
S  S  E  T  H:


WHEREAS, pursuant to the terms of that certain Second Amended
and Restated Lease Agreement, dated as of November 19, 2004, as amended by that
certain First Amendment of Lease, dated as of May 17, 2005, that certain Second
Amendment to Second Amended and Restated Lease Agreement, dated as of June 3,
2005, that certain Third Amendment to Second Amended and Restated Lease
Agreement, dated as of October 31, 2005, that certain Third Amendment to Second
Amended and Restated Lease Agreement, dated as of December 30, 2005, that
certain Letter Agreement, dated as of March 13, 2006, that certain Fifth
Amendment to Second Amended and Restated Lease Agreement, dated as of September
1, 2006, that certain Sixth Amendment to Second Amended and Restated Lease
Agreement, dated as of October 1, 2006, and that certain Seventh Amendment to Second
Amended and Restated Lease Agreement, dated as of October 1, 2006 (as so
amended, the “Consolidated Lease”), 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 the Consolidated Lease), all as more particularly described in the
Consolidated Lease; and


WHEREAS, on or about the date hereof,
SNH/LTA Properties GA LLC has acquired certain real property and related improvements
known as Marsh View Senior Living and located at 7410 Skidaway Road, Savannah
Georgia, as more particularly described on Exhibit A-95 attached hereto
(the “Marsh View Property”); and


WHEREAS, SNH/LTA Properties GA LLC, the
other entities comprising Landlord and Tenant wish to amend the Consolidated
Lease to include the Marsh View Property;


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 as follows:









 



 


1.             Definition of Minimum Rent.  The definition of the term “Minimum Rent” set
forth in Section 1.69 of the Consolidated Lease is hereby deleted in its
entirety and replaced with the following:


“Minimum
Rent”  shall mean the sum of Thirty-Nine Million
Four Hundred Eleven Thousand Six Hundred Sixty-Seven and 00/100 Dollars
($39,411,667.00) per annum.


2.             Definition of Savannah Square Lease.  The definition for the term “Savannah Square
Lease” set forth in Section 1.101 of the Consolidated Lease is hereby deleted
in its entirety and replaced with the following:


“Savannah
Square Lease”  shall mean that certain Lease Agreement,
dated as of October 1, 2006, between Savannah Square, Inc., as landlord, and
Five Star Quality Care-Savannah, LLC, as tenant.


3.             Definition of
Hermitage/Marsh View Properties.  The
definition for the term “Hermitage Properties” set forth in Section 1.103 of
the Consolidated Lease is hereby deleted in its entirety and replaced with the
following new definition of “Hermitage/Marsh View Properties”:


“Hermitage/Marsh
View Properties”  shall mean the Properties located on the Land
described in Exhibits A-93 through A-95 attached hereto.


4.             Leased Property.  Section 2.1 of the Consolidated Lease is
hereby amended by deleting subsection (a) in its entirety and replacing it with
the following:


(a)           those
certain tracts, pieces and parcels of land as more particularly described in Exhibits
A-1 through A-95 attached hereto and made a part hereof (the “Land”).


5.             Replacement of
Defined Term “Hermitage Properties”. 
The Consolidated Lease is hereby amended by deleting each reference
therein to the defined terms “Hermitage Property” or “Hermitage Properties” and
replacing them with references to “Hermitage/Marsh View Property” or “Hermitage/Marsh
View Properties” (as applicable).


6.             Exhibit A.  Exhibit A to the Consolidated Lease is hereby
amended by adding Exhibit A-95 attached hereto following Exhibit A-94 to
the Consolidated Lease.



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7.             Ratification.  As amended hereby, the Consolidated Lease is
hereby ratified and confirmed.


[Signature
page follows.]



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IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment 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/ John R. Hoadley

  	
   

  	
   

  
	
   

  	
   

  	
  John R. Hoadley

  	
   

  	
   

  
	
   

  	
   

  	
  Treasurer 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

  	
   

  	
   

  
						



 










 



 


The following exhibit
has been omitted and will be supplementally furnished
to the Securities and Exchange Commission upon request:


EXHIBIT A-95 –
Marsh View Property