Table of Contents

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UNITED STATES 
SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549


| |  | 
| |  | 
| |  | 

FORM 10-Q

| |  | 
| |  | 
| |  | 

(Mark One)


x QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES 
EXCHANGE ACT OF 1934


For the quarterly
period ended March 31, 2011

OR

oTRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission file number 000-53203

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| |  | 
| |  | 

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 1000
 Houston, Texas(Address of Principal Executive Offices)                |  | 77046
 (Zip Code)                   
|                                                                                                    |  |                                     
|713-850-1400(Registrants Telephone Number, Including Area Code)                                   
|                                                                                                   
|Not applicable
 (Former Name, Former Address and Formal Fiscal Year, if Changed Since Last
 Report)

| |  | 
| |  | 
| |  | 

Indicate
by check mark whether the registrant: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes x
No o

Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes o
No o

Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of large accelerated filer, accelerated filer and smaller
reporting company in Rule 12b-2 of the Exchange Act. (Check one):

|                                             |                      |                          |                             | 
|-------------------------------------------- | -------------------- | ------------------------ | --------------------------- | 
|Large
 accelerated filer o                   | Accelerated
 filer o | Non-accelerated
 filer o | Smaller reporting company x | 
|(Do not
 check if smaller reporting company)

Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes o
No x

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TABLE OF CONTENTS

|                               |          |                                                                                        |     
|------------------------------ | -------- | -------------------------------------------------------------------------------------- | ----
|                               |          |                                                                                        | Page
|Part I  Financial Information |         
|                               | Item 1 - | Financial Statements and Notes                                                         | 1   
|                               | Item 2 - | Managements Discussion and Analysis of Financial Condition and
 Results of Operations | 16  
|                               | Item 3 - | Quantitative and Qualitative Disclosures About Market Risk                             | 19  
|                               | Item 4 - | Controls and Procedures                                                                | 19  
|                               |          |                                                                                        |     
|Part II  Other Information    |         
|                               | Item 6 - | Exhibits                                                                               | 20  
|                               |         
|Signatures                     | 21      
|Exhibit Index                  | 22      

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Table of Contents

PART I 
FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND
SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
March 31, 2011 and December 31, 2010
(in thousands, except unit data)

|                                                                                                 |  |                 |        |                    |   |        |  
|------------------------------------------------------------------------------------------------ |  | --------------- | ------ | ------------------ | - | ------ | -
|                                                                                                 |  | March 31,
 2011 |        | December 31,
 2010 |  
|                                                                                                 |  | (unaudited)     |        |                    |  
|                                                                                                 |  |                 |        |                    |   |        |  
|ASSETS                                                                                           |  |                 |        |                    |   |        |  
|Real estate investments at cost:                                                                 |  |                 |        |                    |   |        |  
|Land                                                                                             |  | $               | 12,402 |                    | $ | 12,381 |  
|Buildings                                                                                        |  |                 | 12,965 |                    |   | 12,891 |  
|Tenant improvements                                                                              |  |                 | 337    |                    |   | 332    |  
|                                                                                                 |  |                 | 25,704 |                    |   | 25,604 |  
|Less accumulated depreciation and
 amortization                                                  |  |                 | (1,561 | )                  |   | (1,446 | )
|                                                                                                 |  |                 | 24,143 |                    |   | 24,158 |  
|                                                                                                 |  |                 |        |                    |   |        |  
|Investment in non-consolidated entities                                                          |  |                 | 9,967  |                    |   | 9,961  |  
|Acquired lease intangibles, net                                                                  |  |                 | 71     |                    |   | 80     |  
|Net real estate investments                                                                      |  |                 | 34,181 |                    |   | 34,199 |  
|                                                                                                 |  |                 |        |                    |   |        |  
|Cash and cash equivalents                                                                        |  |                 | 566    |                    |   | 1,309  |  
|Tenant receivables, net                                                                          |  |                 | 245    |                    |   | 251    |  
|Accounts receivable                                                                              |  |                 |       |                    |   | 16     |  
|Accounts receivable - related party                                                              |  |                 | 105    |                    |   | 112    |  
|Notes receivable                                                                                 |  |                 |       |                    |   | 2      |  
|Deferred costs, net                                                                              |  |                 | 74     |                    |   | 66     |  
|Other assets                                                                                     |  |                 | 129    |                    |   | 199    |  
|TOTAL ASSETS                                                                                     |  | $               | 35,300 |                    | $ | 36,154 |  
|                                                                                                 |  |                 |        |                    |   |        |  
|LIABILITIES AND CAPITAL                                                                          |  |                 |        |                    |   |        |  
|Liabilities:                                                                                     |  |                 |        |                    |   |        |  
|Notes payable                                                                                    |  | $               | 6,045  |                    | $ | 6,067  |  
|Notes payable - related party                                                                    |  |                 | 1,370  |                    |   | 1,291  |  
|Accounts payable and other liabilities                                                           |  |                 | 352    |                    |   | 576    |  
|Accounts payable - related party                                                                 |  |                 | 124    |                    |   | 247    |  
|Acquired below-market lease intangibles,
 net                                                    |  |                 | 15     |                    |   | 18     |  
|Security deposits                                                                                |  |                 | 72     |                    |   | 72     |  
|TOTAL LIABILITIES                                                                                |  |                 | 7,978  |                    |   | 8,271  |  
|                                                                                                 |  |                 |        |                    |   |        |  
|Capital:                                                                                         |  |                 |        |                    |   |        |  
|Partners capital:                                                                               |  |                 |        |                    |   |        |  
|General partner                                                                                  |  |                 |       |                    |   |       |  
|Limited partners, 1,988 units outstanding
 at March 31, 2011 and December 31, 2010, respectively |  |                 | 20,374 |                    |   | 21,004 |  
|TOTAL PARTNERS CAPITAL                                                                          |  |                 | 20,374 |                    |   | 21,004 |  
|                                                                                                 |  |                 |        |                    |   |        |  
|Non-controlling interests                                                                        |  |                 | 6,948  |                    |   | 6,879  |  
|TOTAL CAPITAL                                                                                    |  |                 | 27,322 |                    |   | 27,883 |  
|                                                                                                 |  |                 |        |                    |   |        |  
|TOTAL LIABILITIES AND CAPITAL                                                                    |  | $               | 35,300 |                    | $ | 36,154 |  

See Notes to
Consolidated Financial Statements.

1

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Table of Contents

AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND
SUBSIDIARIESCONSOLIDATED
STATEMENTS OF OPERATIONS(in thousands, except for per unit data)(unaudited)

|                                                    |  |                              |         |      |   |           |  
|--------------------------------------------------- |  | ---------------------------- | ------- | ---- | - | --------- | -
|                                                    |  | Three months ended March 31, |        
|                                                    |  | 2011                         |         | 2010 |  
|                                                    |  |                              |         |      |   |           |  
|Revenues:                                           |  |                              |         |      |   |           |  
|Rental income from operating leases                 |  | $                            | 220     |      | $ | 921       |  
|Total revenues                                      |  |                              | 220     |      |   | 921       |  
|                                                    |  |                              |         |      |   |           |  
|Expenses:                                           |  |                              |         |      |   |           |  
|General and administrative                          |  |                              | 6       |      |   | 15        |  
|General and administrative - related party          |  |                              | 61      |      |   | 76        |  
|Asset management fees - related party               |  |                              | 108     |      |   | 108       |  
|Property expense                                    |  |                              | 138     |      |   | 371       |  
|Property management fees - related party            |  |                              | 11      |      |   | 29        |  
|Legal and professional                              |  |                              | 86      |      |   | 77        |  
|Depreciation and amortization                       |  |                              | 133     |      |   | 4,624     |  
|Total operating expenses                            |  |                              | 543     |      |   | 5,300     |  
|                                                    |  |                              |         |      |   |           |  
|Operating loss                                      |  |                              | (323    | )    |   | (4,379    | )
|                                                    |  |                              |         |      |   |           |  
|Other income (expense):                             |  |                              |         |      |   |           |  
|Interest and other income                           |  |                              | 2       |      |   | 3         |  
|Interest expense                                    |  |                              | (102    | )    |   | (442      | )
|Equity in losses from non-consolidated
 entities    |  |                              | (276    | )    |   | (212      | )
|Margin tax expense                                  |  |                              | 1       |      |   | (7        | )
|Total other expense                                 |  |                              | (375    | )    |   | (658      | )
|                                                    |  |                              |         |      |   |           |  
|Net loss, including non-controlling
 interests      |  |                              | (698    | )    |   | (5,037    | )
|                                                    |  |                              |         |      |   |           |  
|Net loss attributable to non-controlling
 interests |  |                              | 68      |      |   | 1,813     |  
|                                                    |  |                              |         |      |   |           |  
|Net loss attributable to partners                   |  | $                            | (630    | )    | $ | (3,224    | )
|                                                    |  |                              |         |      |   |           |  
|Weighted average units outstanding                  |  |                              | 1,988   |      |   | 1,988     |  
|Net loss per unit                                   |  | $                            | (316.90 | )    | $ | (1,621.73 | )

See Notes to
Consolidated Financial Statements.

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Table of Contents

AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND
SUBSIDIARIESCONSOLIDATED
STATEMENT OF CAPITALFor the
three months ended March 31, 2011(in thousands)(unaudited)

|                                              |  |                   |   |                  |   |                            |   |       |       |   |   |        |  
|--------------------------------------------- |  | ----------------- | - | ---------------- | - | -------------------------- | - | ----- | ----- | - | - | ------ | -
|                                              |  | Partners Capital |   |                  |   |                            |  
|                                              |  | General Partner   |   | Limited Partners |   | Non-Controlling
 Interests |   | Total |      
|Balance at December 31, 2010                  |  | $                 |  |                  | $ | 21,004                     |   | $     | 6,879 |   | $ | 27,883 |  
|                                              |  |                   |   |                  |   |                            |   |       |       |   |   |        |  
|Net loss (1)                                  |  |                   |  |                  |   | (630                       | ) |       | (68   | ) |   | (698   | )
|Contributions from non-controlling
 interests |  |                   |  |                  |   |                           |   |       | 137   |   |   | 137    |  
|                                              |  |                   |   |                  |   |                            |   |       |       |   |   |        |  
|Balance at March 31, 2011                     |  | $                 |  |                  | $ | 20,374                     |   | $     | 6,948 |   | $ | 27,322 |  

|    |                                                                                                                                                                                                                                                                                                                                                                        
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | The
 allocation of net loss includes a curative allocation to increase the General
 Partner capital account by $6 for the three months ended March 31, 2011. The
 cumulative curative allocation since inception of the Partnership is $232.
 The Partnership Agreement provides that no Partner shall be required to fund
 a deficit balance in their capital account.

See Notes to
Consolidated Financial Statements.

3

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Table of Contents

AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND
SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS 
(in thousands) 
(unaudited)

|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------- | ----- | ---- | - | ------ | -
|                                                                                                                                                                                                                      |  | Three months ended March 31, |      
|                                                                                                                                                                                                                      |  | 2011                         |       | 2010 |  
|Cash flows from operating activities:                                                                                                                                                                                 |  |                              |       |      |   |        |  
|Net loss, including non-controlling
 interests                                                                                                                                                                        |  | $                            | (698  | )    | $ | (5,037 | )
|Adjustments to reconcile net loss to net
 cash used in operating activities:                                                                                                                                          |  |                              |       |      |   |        |  
|Bad debt expense                                                                                                                                                                                                      |  |                              | 22    |      |   | (7     | )
|Loss from non-consolidated entities                                                                                                                                                                                   |  |                              | 276   |      |   | 212    |  
|Depreciation and amortization                                                                                                                                                                                         |  |                              | 133   |      |   | 4,624  |  
|Amortization of above- and below-market
 leases, net                                                                                                                                                                  |  |                              | (3    | )    |   | (93    | )
|Amortization of loan acquisition costs                                                                                                                                                                                |  |                              | 1     |      |   | 23     |  
|(Increase) decrease in tenant receivables                                                                                                                                                                             |  |                              | (16   | )    |   | 26     |  
|Decrease in accounts receivable                                                                                                                                                                                       |  |                              | 16    |      |   |       |  
|Decrease (increase) in accounts receivable
 - related party                                                                                                                                                           |  |                              | 7     |      |   | (5     | )
|Increase in deferred costs                                                                                                                                                                                            |  |                              | (13   | )    |   | (43    | )
|Decrease (increase) in other assets                                                                                                                                                                                   |  |                              | 70    |      |   | (31    | )
|Decrease in accounts payable and other
 liabilities                                                                                                                                                                   |  |                              | (281  | )    |   | (608   | )
|(Decrease) increase in accounts payable -
 related party                                                                                                                                                              |  |                              | (44   | )    |   | 123    |  
|Increase in security deposits                                                                                                                                                                                         |  |                              |      |      |   | 13     |  
|Net cash used in operating activities                                                                                                                                                                                 |  |                              | (530  | )    |   | (803   | )
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Cash flows from investing activities:                                                                                                                                                                                 |  |                              |       |      |   |        |  
|Improvements to real estate                                                                                                                                                                                           |  |                              | (84   | )    |   | (132   | )
|Payments received on notes receivable                                                                                                                                                                                 |  |                              | 2     |      |   |       |  
|Increase in notes receivable - related
 party                                                                                                                                                                         |  |                              |      |      |   | (1     | )
|Investment in non-consolidated entities                                                                                                                                                                               |  |                              | (282  | )    |   | (233   | )
|Net proceeds applied to land basis                                                                                                                                                                                    |  |                              | 36    |      |   |       |  
|Net cash used in investing activities                                                                                                                                                                                 |  |                              | (328  | )    |   | (366   | )
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Cash flows from financing activities:                                                                                                                                                                                 |  |                              |       |      |   |        |  
|Payments on notes payable                                                                                                                                                                                             |  |                              | (22   | )    |   | (21    | )
|Proceeds from notes payable - related party                                                                                                                                                                           |  |                              |      |      |   | 600    |  
|Contributions from non-controlling
 interests                                                                                                                                                                         |  |                              | 137   |      |   | 249    |  
|Net cash provided by financing activities                                                                                                                                                                             |  |                              | 115   |      |   | 828    |  
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Net decrease in cash and cash equivalents                                                                                                                                                                             |  |                              | (743  | )    |   | (341   | )
|Cash and cash equivalents, beginning of
 period                                                                                                                                                                       |  |                              | 1,309 |      |   | 469    |  
|Cash and cash equivalents, end of period                                                                                                                                                                              |  | $                            | 566   |      | $ | 128    |  
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Supplemental schedule of cash flow
 information:                                                                                                                                                                      |  |                              |       |      |   |        |  
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Cash paid during the period for:                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Interest                                                                                                                                                                                                              |  | $                            | 84    |      | $ | 298    |  
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|Supplemental schedule of noncash investing
 and financing activities:                                                                                                                                                 |  |                              |       |      |   |        |  
|                                                                                                                                                                                                                      |  |                              |       |      |   |        |  
|During 2011, $79,000 in accounts payable - related party was
 reclassified to notes payable - related party.                                                                                                         
|                                                                                                                                                                                                                     
|During 2011, we capitalized $57,000 of accrued property taxes into
 the basis of our land at Woodlake Pointe. We are in the intital stages of
 planning a major redevelopment at the Woodlake Pointe shopping center.

See Notes to
Consolidated Financial Statements.

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Table of Contents

AmREIT MONTHLY INCOME & GROWTH FUND IV,
L.P. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2011
(unaudited)

|   |                                                 
|-- | ------------------------------------------------
|1. | DESCRIPTION OF BUSINESS AND NATURE OF OPERATIONS

AmREIT Monthly Income & Growth Fund IV, L.P., a Delaware limited
partnership (hereinafter referred to as the Partnership, MIG IV, we, us
or our), was formed on
October 10, 2006 to acquire, develop and operate, directly or indirectly, a
portfolio of commercial real estate consisting primarily of multi-tenant
shopping centers and mixed-use developments. The General Partner of the
Partnership is AmREIT Monthly Income & Growth IV Corporation, a
Delaware corporation (the General Partner), which is a subsidiary of AmREIT, Inc., an SEC reporting, non-traded
Maryland corporation that has elected to be taxed as a real estate investment
trust (AmREIT). The General Partner
maintains its principal place of business in Houston, Texas.

We commenced
our principal operations on January 12, 2007, when we raised the minimum
offering of $1.0 million (the Offering)
pursuant to the terms of our Offering Memorandum dated November 15, 2006 (the
Offering Memorandum) and issued
the initial 40 limited partnership units (the Units). We closed the offering
on March 31, 2008 when we had received $49.7 million from the sale of 1,991 Units. As of March 31, 2011, our
investments included a wholly-owned property comprising approximately 36,000
square feet of gross leasable area, a property in which we own a controlling
interest comprising approximately 82,000 square feet of gross leasable area and
four properties in which we own a non-controlling interest through joint
ventures comprising approximately 1,155,000 square feet of gross leasable area.

Our Units were sold pursuant to exemptions from registration under the
Securities Act of 1933, as amended (the Securities Act), and
are not currently listed on a national securities exchange. These Units will be
transferable only if we register them under
applicable securities laws (such registration is not expected) or they are
transferred pursuant to an exemption under the Securities Act and applicable
state securities laws. We do not anticipate that any established public trading
market for the Units will develop.

The U.S.
economy is still experiencing weakness from recent economic conditions, which
resulted in increased unemployment, weakening of tenant financial condition,
large-scale business failures and tight credit markets. Our results of
operations may be sensitive to changes in overall economic conditions that
impact tenant leasing practices. Adverse economic conditions affecting tenant
income, such as employment levels, business conditions, interest rates, tax
rates, fuel and energy costs and other matters, could reduce overall tenant
leasing or cause tenants to shift their leasing practices. In addition, periods
of economic slowdown or recession, rising interest rates or declining demand
for real estate, or the public perception that any of these events may occur,
could result in a general decline in rents or an increased incidence of
defaults under existing leases. Although the U.S. economy has emerged from the
recent recession, high levels of unemployment have persisted, and rental rates
and valuations for retail space have not fully recovered to pre-recession
levels. At this time, it is difficult to
determine the breadth and duration of the financial market problems and the
various ways in which they may affect our tenants and our business in general.
A significant additional deterioration in the U.S. economy or the bankruptcy or
insolvency of one or more of our significant tenants could cause our cash
resources to be insufficient to meet our obligations over the next 12 months.
Effective July 15, 2009, we suspended all distributions in an effort to
conserve cash and to protect our limited partners invested capital. As we have
several projects that are mid-stream in redevelopment, we are conserving cash
from operations to improve our ability to fund capital improvements, tenant
improvements and leasing commissions, and to meet our obligations, including
debt service. We expect that the economy and real estate market will recover
prior to our anticipated liquidation commencement date of November 15, 2013.
However, if the economy has not recovered, we may seek to postpone liquidation
if we believe such liquidation is not in the best interests of the Partners at
that time.

Projected cash sources (including cash on hand) and uses for the
Partnership indicate periods of cash shortfalls during the year ended December
31, 2011. However, we believe that we will be able to generate sufficient
liquidity to satisfy any cash shortfalls through (1) managing the timing of
forecasted capital expenditures related to the lease-up of properties, (2)
deferral of fees paid to our General Partner and its affiliates, (3) new
third-party joint venture equity investments in existing non-consolidated
entities, (4) financings of unencumbered
properties and (5) sales of certain of our investments in non-consolidated
entities. No assurance can be given that we will be able to generate such
liquidity. In the event that we are unable to generate sufficient
liquidity, we may be forced to sell one or more properties at a time when it is
disadvantageous to do so, potentially resulting in losses on the disposition of
those properties.

5

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|   |                                           
|-- | ------------------------------------------
|2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS
OF PRESENTATION

Our financial
records are maintained on the accrual basis of accounting whereby revenues are
recognized when earned and expenses are recorded when incurred. The
consolidated financial statements include our accounts as well as the accounts
of any wholly- or majority-owned subsidiaries in which we have a controlling
financial interest. Investments in joint ventures and partnerships in which we
have the ability to exercise significant influence but do not exercise
financial and operating control are accounted for using the equity method (see
Note 3). The significant accounting policies of our non-consolidated entities
are consistent with those of our subsidiaries in which we have a controlling
financial interest. As applicable, we consolidate certain joint ventures and
partnerships in which we own less than a 100% equity interest if the entity is
a variable interest entity and we are the primary beneficiary (as defined in
Accounting Standards Codification (ASC) 810, Consolidation). As of March
31, 2011, we do not have any interests in variable interest entities. All
significant inter-company accounts and transactions have been eliminated in
consolidation.

As discussed
further in Note 3, we and our affiliated partners sold a 90% interest in the
Woodlake Square property to a third-party institutional partner in July 2010.
As a result of this transaction, we retained a net 6% non-controlling financial
interest in the Woodlake Square property, but such interest provides us with
the ability to exercise significant influence. Accordingly, we deconsolidated
this property as of the date of the transaction and began accounting for the
net 6% retained interest in the property on the equity method of accounting. As
such, the conditions for discontinued operations presentation were not met as
we will continue to have cash flows from our retained interest and will
continue to be involved with the operations of the entity through our position
of significant influence. As a result, the operations associated with this
entity are reflected in the consolidated statement of operations up to the date
on which we disposed of our controlling interest.

The
consolidated financial statements included in this Quarterly Report on Form
10-Q (Report) are unaudited; however, amounts presented in the consolidated
balance sheet as of December 31, 2010 are derived from our audited financial
statements as of that date. In our opinion, all adjustments necessary for a
fair presentation of such financial statements have been included. Such
adjustments consisted of normal recurring items.

REVENUE
RECOGNITION

We lease space
to tenants under agreements with varying terms. All of the leases are accounted
for as operating leases, and, although certain leases of the properties provide
for tenant occupancy during periods for which no rent is due and/or increases
or decreases in the minimum lease payments over the terms of the leases,
revenue is recognized on a straight-line basis over the terms of the individual
leases. Revenue recognition under a lease begins when the lessee takes
possession of or controls the physical use of the leased asset. Generally,
possession or control occurs on the lease commencement date. We have determined
that we are the owner of any tenant improvements that we fund pursuant to the
lease terms. In cases where significant tenant improvements are made prior to
lease commencement, the leased asset is considered to be finished space, and
revenue recognition therefore begins when the improvements are substantially
complete.

Accrued rents
are included in tenant receivables. Revenue from tenant reimbursements of
taxes, maintenance expenses and insurance is recognized in the period the
related expense is recorded. Additionally, certain of the lease agreements
contain provisions that grant additional rents based on tenants sales volumes
(contingent or percentage rent). Percentage rents are recognized when the
tenants achieve the specified targets as defined in their lease agreements. No
percentage rents were recognized during the three months ended March 31, 2011
and 2010. We recognize lease termination fees in the period that the lease is
terminated and collection of the fees is reasonably assured. During the three
months ended March 31, 2011 and 2010, we recognized no lease termination fees.
Upon early lease termination, as applicable, we also provide for losses related
to unrecovered intangibles and other assets and write off any assets or
liabilities and the associated accumulated amortization.

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REAL ESTATE
INVESTMENTS

Development
Properties  Land, buildings and improvements
are recorded at cost. Expenditures related to the development of real estate
are carried at cost which includes capitalized carrying charges, acquisition
costs and development costs. Carrying charges, primarily interest, real estate
taxes and loan acquisition costs, and direct and indirect development costs
related to buildings under construction, are capitalized as part of
construction in progress. The capitalization of such costs ceases at the
earlier of one year from the date of completion of major construction or when
the property, or any completed portion, becomes available for occupancy. We capitalize costs associated with pending
acquisitions of raw land as incurred. Such costs are expensed if and when such
land acquisition becomes no longer probable. During the three months
ended March 31, 2011 and 2010, interest and taxes in the amount of $57,000 and
$74,000, respectively, were capitalized on properties under development or
redevelopment.

Acquired Properties and Acquired Lease
Intangibles
 We account for operating real estate acquisitions pursuant to ASC 805,
Business
Combinations, as we believe most operating real estate meets the
definition of a business pursuant to this guidance. Accordingly, we allocate
the purchase price of the acquired operating properties to land, building and
improvements, identifiable intangible assets and acquired liabilities based on
their respective fair values. Identifiable intangibles include amounts
allocated to acquired above and below market leases, out of market debt, the value
of in-place leases and customer relationship value, if any. We determine fair
value based on estimated cash flow projections that utilize appropriate
discount and capitalization rates and available market information. Estimates
of future cash flows are based on a number of factors including the historical
operating results, known trends and specific market and economic conditions
that may affect the property. Factors considered by management in our analysis
of determining the as-if-vacant property value include an estimate of carrying
costs during the expected lease-up periods considering market conditions and
costs to execute similar leases. In estimating carrying costs, management
includes real estate taxes, insurance and estimates of lost rentals at market
rates during the expected lease-up periods, tenant demand and other economic
conditions. Management also estimates costs to execute similar leases including
leasing commissions, tenant improvements, legal and other related expenses.
Intangibles related to above (and below) market leases and in-place lease value
are recorded as acquired lease intangibles (liabilities) and are amortized as
an adjustment to rental income or amortization expense, as appropriate, over
the remaining terms of the underlying leases. Below-market leases include
fixed-rate renewal periods. Premiums or discounts on acquired above and below
market debt are amortized to interest expense over the remaining term of such
debt.

We expense acquisition costs associated with operating properties as
incurred in accordance with ASC 805, Business Combinations (ASC 805).
We did not expense any acquisition
costs or capitalize any interest or taxes
during the three months ended March
31, 2011 and 2010.

Depreciation  Depreciation
is computed using the straight-line method over an estimated useful life of up
to 36 years for buildings, up to 11 years for site improvements and over the
term of lease for tenant improvements. We re-evaluate the useful lives of our
buildings and improvements as warranted by changing conditions at our
properties. As part of this re-evaluation, we may also consider whether such
changing conditions indicate a potential impairment, and we perform an
impairment analysis, as necessary, at the property level. In the case of a
property redevelopment, we reassess the useful lives of specific buildings or
other improvements to be demolished as part of that redevelopment once the
redevelopment is probable of occurring. During 2010, we re-evaluated the useful
lives of certain buildings within our Woodlake Square retail center as a result
of our decision to redevelop the property and demolish certain buildings. The
redevelopment commenced in July 2010 was substantially completed in April 2011.
As a result of this change in estimate, depreciation expense was $4.1 million
higher during the three months ended March 31, 2010 than it otherwise would
have been. As a result of the deconsolidation of Woodlake Square in July 2010,
the net assets of this property are now included in our investment in
non-consolidated entities.

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Properties Held for Sale  Properties will be classified as
held for sale if we have decided to market the property for immediate sale in its present condition with the belief
that the sale will be completed within one
year. Properties held for sale will be carried at the lower of cost or fair
value less cost to sell. Depreciation
and amortization will be suspended during the held for sale period. As of March
31, 2011 and December 31, 2010, we had no properties held for sale.

Impairment  We
review our properties for impairment whenever events or changes in
circumstances indicate that the carrying amount of the assets, including
acquired lease intangibles and accrued rental income, may not be recoverable
through operations. We determine whether an impairment in value occurred by
comparing the estimated future cash flows (undiscounted and without interest
charges), including the residual value of the property, with the carrying value
of the individual property. If impairment is indicated, a loss will be recorded
for the amount by which the carrying value of the asset exceeds its fair value.
Both the estimated undiscounted cash flow analysis and fair value determination
are based upon various factors that require complex and subjective judgments to
be made by management. Such assumptions include projecting lease-up periods,
holding periods, cap rates, rental rates, operating expenses, lease terms,
tenant creditworthiness, tenant improvement allowances, terminal sales value and
certain macroeconomic factors among other assumptions to be made for each
property. For our multi-building retail centers, we consider the entire retail
center as the asset group for purposes of our impairment analysis. We review our investments in non-consolidated
entities for impairment based on a similar review of the properties held by the
investee entity.

ENVIRONMENTAL
EXPOSURES

We are subject to numerous environmental laws and regulations as they
apply to real estate, including those addressing chemicals used
by the dry cleaning industry, the existence of asbestos in older shopping
centers and underground petroleum storage tanks. We believe that the tenants
occupying our properties who currently operate dry cleaning plants or gas stations do so in accordance with current laws
and regulations. We believe that the ultimate disposition of currently
known environmental matters will not have a material affect on our financial position, liquidity, or operations (see
Note 10). However, we can give no assurance that existing environmental studies with respect to the
shopping centers have revealed all potential environmental liabilities; that any previous owner, occupant or
tenant did not create any material environmental condition not known to it;
that the current environmental condition of the shopping centers will not be
affected by tenants and occupants, by the condition of nearby properties
or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation
will not result in additional environmental liability to the
Partnership.

RECEIVABLES AND
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS

Tenant Receivables  Included
in tenant receivables are base rents, tenant reimbursements and adjustments
attributable to recording rents on a straight-line basis. An allowance for the
uncollectible portion of accrued rents and
accounts receivable is determined based upon customer credit-worthiness
(including expected recovery of our claim with respect to any tenants in
bankruptcy), historical bad debt levels and current economic trends. Bad debt
expenses and any related recoveries related to tenant receivables are included
in property expense. As of March 31, 2011 and December 31, 2010, our allowance
for uncollectible accounts related to our tenant receivables was
$195,000 and $179,000, respectively.

Accounts Receivable
- Related Party - Included in accounts receivable - related party
are short-term cash advances provided to certain of our affiliated
investment entities primarily for their working capital needs. These cash
advances are due upon demand.

DEFERRED COSTS

Deferred costs
include deferred leasing costs and loan acquisition costs, net of amortization.
Loan acquisition costs are incurred in obtaining financing and are amortized to
interest expense over the term of the debt agreements using a method that
approximates the effective interest method. Deferred leasing costs consist of
external commissions associated with leasing our properties and are amortized
to depreciation and amortization expense on a straight-line basis over the
lease term. If a lease is terminated early, or if a loan is repaid prior to
maturity, the remaining costs will be disposed of. Accumulated amortization
related to loan acquisition costs totaled $12,000 and $11,000 as of March 31,
2011 and December 31, 2010, respectively. Accumulated amortization related
to leasing costs totaled $19,000 and $24,000 as of March 31, 2011 and
December 31, 2010, respectively.

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INCOME TAXES

Federal  No provision for U.S. federal
income taxes is included in the accompanying consolidated financial statements. As a partnership, we are
not subject to U.S. federal income tax, and the federal tax effect of our
activities is passed through to our partners.

State  In
May 2006, the State of Texas adopted House Bill 3, which modified the states
franchise tax structure, replacing
the previous tax based on capital or earned surplus with one based on margin
(often referred to as the Texas
Margin Tax), effective with franchise tax reports filed on or after January 1,
2007. The Texas Margin Tax is
computed by applying the applicable tax rate (1% for the Partnership) to the profit
margin, which, generally, will be determined for us as total revenue less a 30%
standard deduction. Although House Bill 3
states that the Texas Margin Tax is not an income tax, the Partnership believes
that ASC 740,Income Taxes, applies to the Texas Margin Tax. We have recorded margin tax
provisions of approximately $2,000 and $7,000 for the Texas Margin Tax for each
of the three months ended March 31, 2011 and 2010, respectively.

USE OF ESTIMATES

The preparation of consolidated financial statements in conformity with
U.S. generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date
of the consolidated financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

FAIR VALUE
MEASUREMENTS

We account for
assets and liabilities measured at fair value in accordance with ASC 820, Fair Value
Measurements and Disclosures (ASC 820). ASC 820 emphasizes that
fair value is a market-based measurement, not an entity-specific measurement.
Therefore, a fair value measurement should be determined based on the
assumptions that market participants would use in pricing the asset or
liability. As a basis for considering market participant assumptions in fair
value measurements, ASC 820 establishes a fair value hierarchy that
distinguishes between market participant assumptions based on market data
obtained from sources independent of the reporting entity (observable inputs
that are classified within Levels 1 and 2 of the hierarchy) and the reporting
entitys own assumptions about market participant assumptions (unobservable
inputs classified within Level 3 of the hierarchy). The three levels of inputs
used to measure fair value are as follows:

| |   |                                                                                                                                                                                    
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Level 1 Inputs  Quoted prices (unadjusted) in active
 markets for identical assets or liabilities that the Company has the ability
 to access.                                    
| |   |                                                                                                                                                                                    
| |  | Level 2 Inputs  Inputs other than quoted prices
 included in Level 1 that are observable for the asset or liability, either
 directly or indirectly.                              
| |   |                                                                                                                                                                                    
| |  | Level 3 Inputs  Unobservable inputs for the asset or
 liability, which are typically based on the Companys own assumptions, as
 there is little, if any, related market activity.

ASC 820
requires the use of observable market data, when available, in making fair
value measurements. Observable inputs that the market participants would use in
pricing the asset or liability are developed based on market data obtained from
sources independent of our own. Unobservable inputs are inputs that reflect our
assumptions about the assumptions market participants would use in pricing the
asset or liability developed based on the best information available in the
circumstances. When inputs used to measure fair value fall within different
levels of the hierarchy, the level within which the fair value measurement is
categorized is based on the lowest level input that is significant to the fair
value measurement.

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The following table presents our assets and
liabilities and related valuation inputs within the fair value hierarchy
utilized to measure fair value as of March 31, 2011and December 31, 2010 (in
thousands):

|                                         |  |         |   |         |   |         |  |   |     | 
|---------------------------------------- |  | ------- | - | ------- | - | ------- |  | - | --- | 
|March 31, 2011                           |  | Level 1 |   | Level 2 |   | Level 3 | 
|Notes
 Payable                           |  | $       |  |         | $ | 6,276   |  | $ |    | 
|                                         |  |         |   |         |   |         |  |   |     | 
|December 31, 2010                        |  | Level 1 |   | Level 2 |   | Level 3 | 
|Notes
 Payable                           |  | $       |  |         | $ | 6,367   |  | $ |    | 
|Investment
 in Non-Consolidated Entities |  | $       |  |         | $ |        |  | $ | 225 | 

Notes Payable 
We disclose the fair value of our financial instruments in accordance with ASC
825, Financial
Instruments, on a recurring basis. Our consolidated financial
instruments consist of cash and cash equivalents, tenant receivables, accounts
receivable, accounts receivable  related party, notes receivable, notes
payable, notes payable  related party, and accounts payable and other
liabilities. The carrying values of all of the financial instruments except the
notes payable are representative of the fair values due to the short term
nature of the instruments. In determining the fair value of our debt
instruments, we determine the appropriate Treasury Bill Rate based on the
remaining time to maturity for each of the debt instruments. We then add the
appropriate yield spread to the Treasury Bill Rate. The yield spread is a risk
premium estimated by investors to account for credit risk involved in debt
financing. The spread is typically estimated based on the property type and
loan-to-value ratio of the debt instrument. The result is an estimate of the
market interest rate a typical investor would expect to receive given the
underlying subject asset (property type) and remaining time to maturity. We
believe the fair value of our notes payable is classified in Level 2 of the
fair value hierarchy. As of March 31, 2011
and December 31, 2010, the carrying value of debt obligations associated with
our consolidated entities was approximately $6.0 million and $6.1 million of
fixed rate obligations, respectively, with an estimated fair value of $6.3
million and $6.4 million, respectively.

Investments in Non-Consolidated Entities
 Due to the downturn in the real estate market, in particular for raw land, an
impairment test was performed during 2010 on our Cambridge & Holcombe
property. We determined the fair value of the property based on comparable
market sales data that we have adjusted for any significant differences, to the
extent known, between the identified comparable assets and the assets being
valued. As such, we have determined that this non-recurring fair value
measurement falls within Level 3 of the fair value hierarchy.

CASH AND CASH
EQUIVALENTS

We consider all highly-liquid debt instruments purchased with an
original maturity of three months or less to be cash equivalents. Cash and cash
equivalents consist of demand deposits at commercial banks and money market
funds.

INTEREST

Interest is charged to interest expense as it accrues. No interest has
been capitalized on our wholly-owned property since the inception of the
Partnership.

SEGMENT REPORTING

ASC 280, Segment Reporting, establishes standards for reporting
financial and descriptive information about an enterprises reportable segments. We determined
that we have one reportable segment with activities related to investing in
real estate. Our investments in real estate generate rental revenue and other
income through the leasing of
multi-tenant retail properties, which comprised 100% of our total consolidated revenues
for all periods presented. We evaluate operating performance on an individual
property level. However, as each of our
properties have similar economic characteristics, tenants and products and services,
our properties have been aggregated into one reportable segment.

RECLASSIFICATIONS

Certain prior
period amounts in the consolidated financial statements have been reclassified to
conform to the presentation used in the current period consolidated financial
statements.

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|   |                                          
|-- | -----------------------------------------
|3. | INVESTMENTS IN NON-CONSOLIDATED
 ENTITIES

Since inception, we have made the following investments in four
entities through which we own an interest in four properties:

| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | In January 2007, we acquired a 50% interest in AmREIT
 Casa Linda, LP, which owns Casa Linda Plaza, a multi-tenant retail property
 located in Dallas, Texas with a combined gross leasable area of approximately
 325,000 square feet. The remaining 50% is owned by AmREIT Monthly Income & Growth Fund III, Ltd. (MIG III),
 an affiliated AmREIT entity.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | In December 2007, we
 acquired a 50% interest in Cambridge & Holcombe, LP, which owns 2.02
 acres of raw land that may be developed, sold or contributed to a
 joint venture in the future. The property is located adjacent to the Texas
 Medical Center in Houston, Texas. The
 remaining 50% is owned by an unaffiliated third party. Due to the downturn in
 the real estate market, in particular for raw land, an impairment test was
 performed during 2010. We recorded an
 impairment of approximately $2.6 million on this investment in 2010. During 2011, the joint venture defaulted on its
 loan in the amount of $8.1 million that was due to mature in June 2011. We
 have executed a forbearance agreement with the lender, whereby we are able to
 defer a portion of the interest payments and extend the agreement through
 March 2012.                                                                                                                                                                                                                                                                                                                                
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | In February 2008, we acquired a 10% interest in Shadow
 Creek Holding Company LLC, which owns Shadow Creek Ranch, a multi-tenant
 retail property located in Pearland, Texas with a combined gross leasable
 area of approximately 624,000 square feet. The remaining 90% is owned by an
 unaffiliated third party (80%) and AmREIT (10%).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | Between June 2008 and July 2010, we owned a 60% interest in AmREIT
 Woodlake, LP (Woodlake LP), which owns Woodlake Square, a grocery-anchored,
 multi-tenant retail property located at the corner of Westheimer and Gessner
 in Houston, Texas with a combined gross leasable area of approximately
 206,000 square feet. In July 2010, we and our affiliated entities sold a 90%
 interest in Woodlake LP to a third-party institutional partner. We ultimately
 retained a net 6% interest in the new property owner (VIF II/AmREIT
 Woodlake, LP) through our 60% controlling interest in the managing member of
 the new property owner, and the remaining 94% is owned by the third-party
 institutional partner (90%), ARIC (1%) and by MIG III (3%), an affiliated
 AmREIT entity. Due to our retention of the controlling financial interest in
 VIF II/AmREIT Woodlake, LPs managing member, the 10% interest retained by us
 and our affiliated entities is presented as investment in non-consolidated
 entities with the 4% owned by AmREIT Realty Investment Corporation (ARIC)
 and MIG III presented as non-controlling interests in the accompanying
 balance sheet.

We report our investments in these four entities using the equity
method of accounting due to our ability to exercise significant influence over
them. Combined condensed financial information for the underlying investee
entities (at 100%) is summarized for the three months ended March 31, 2011 and
2010, as follows (in thousands):

|                               |  |                                |        |      |   |        |  
|------------------------------ |  | ------------------------------ | ------ | ---- | - | ------ | -
|                               |  | Three months ended 
 March 31, |       
|                               |  | 2011                           |        | 2010 |  
|Revenue                        |  | $                              | 3,765  |      | $ | 4,055  |  
|Depreciation
 and amortization |  |                                | (1,577 | )    |   | (5,858 | )
|Interest
 expense              |  |                                | (1,725 | )    |   | (1,788 | )
|Net loss                       |  |                                | (1,071 | )    |   | (5,199 | )

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|   |                           
|-- | --------------------------
|4. | ACQUIRED LEASE INTANGIBLES

In accordance with ASC 805, we have identified and recorded the value
of acquired lease intangibles at the property acquisition date. Such intangibles include the value of
acquired in-place leases and above and below-market leases. Acquired lease intangible assets (in-place leases
and above-market leases) are amortized
over the leases remaining terms,
which range from two months to approximately thirteen years. Acquired lease
intangible liabilities (below-market leases) are accreted over the leases
remaining non-cancelable lease term, plus any fixed-rate renewal options, if
any, which range from two months to thirteen years. The amortization of above
(and below) market leases is recorded as a reduction of (increase in) rental income, and the amortization of
in-place leases is included in depreciation and amortization expense. The amortization expense related to in-place leases
was approximately $9,000 and $184,000 for the three months ended March 31, 2011
and 2010, respectively. The
amortization of above-market leases, which was recorded as a reduction of rental
income, was approximately $0 and $8,000 for
the three months ended March 31, 2011 and 2010, respectively. Accretion
of below-market leases was approximately $3,000
and $101,000 for the three months ended March 31, 2011 and 2010, respectively. Such accretion is recorded
as an increase to rental income.

Acquired in-place lease and above- and below-market lease values and
their respective accumulated amortization are as follows (in thousands):

|                                                |  |                  |      |                    |   |      |  
|----------------------------------------------- |  | ---------------- | ---- | ------------------ | - | ---- | -
|                                                |  | March 31, 
 2011 |      | December 31,
 2010 |  
|Acquired lease intangible assets:               |  |                  |      |                    |   |      |  
|In-place leases                                 |  | $                | 667  |                    | $ | 667  |  
|In-place leases  accumulated amortization      |  |                  | (596 | )                  |   | (587 | )
|Above-market leases                             |  |                  | 13   |                    |   | 13   |  
|Above-market leases  accumulated
 amortization |  |                  | (13  | )                  |   | (13  | )
|Acquired lease intangibles, net                 |  | $                | 71   |                    | $ | 80   |  
|                                                |  |                  |      |                    |   |      |  
|Acquired lease intangible liabilities:          |  |                  |      |                    |   |      |  
|Below-market leases                             |  | $                | 150  |                    | $ | 150  |  
|Below-market leases  accumulated
 amortization |  |                  | (135 | )                  |   | (132 | )
|Acquired below-market lease intangibles,
 net   |  | $                | 15   |                    | $ | 18   |  

|   |              
|-- | -------------
|5. | NOTES PAYABLE

Our outstanding debt at March 31, 2011 and December 31, 2010 consisted
of a fixed-rate mortgage loan of $6.0
million and $6.1 million, respectively secured by the Village on the Green
property. This mortgage loan matures in April 2017 and may be prepaid, but is subject to a yield-maintenance
premium or prepayment penalty. As of March
31, 2011, the weighted-average interest rate on our fixed-rate debt is
5.5%, and the weighted average remaining
life of such debt is 6.02 years.

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As of March 31, 2011, scheduled principal repayments on
notes payable were as follows (in thousands):

Scheduled Payments by Year
 
 
 Scheduled  Principal Payments
 
 Term-Loan
 Maturities
 
 Total
 Payments2011
 
 $
 64
 
 $
 
 
 $
 642012
 
 
 90
 
 
 
 
 
 902013
 
 
 96
 
 
 
 
 
 962014
 
 
 102
 
 
 
 
 
 1022015
 
 
 107
 
 
 
 
 
 107Thereafter
 
 
 143
 
 
 5,443
 
 
 5,586Total
 
 $
 602
 
 $
 5,443
 
 $
 6,045


We serve as
the guarantor of debt in the amount of $45.0 million that is the primary
obligation of our non-consolidated joint ventures. During 2011, one of those joint ventures defaulted on its loan in the
amount of $8.1 million which was due to mature in June 2011. We have executed a
forbearance agreement with the lender, whereby we are able to defer a portion
of the interest payments and extend the agreement through March 2012. However,
should that entity be unable to pay or refinance the mortgage, we would be
liable for 50% of the balance. The remaining debt for which we serve as
guarantor matures in 2014 and 2015. We have not accrued any liability with
respect to these guarantees as we believe it is unlikely we would be required
to perform and, therefore, the fair value of any obligation would be
insignificant.

Notes Payable  Related Party As of March 31, 2011 and December 31, 2010, the balance of our notes
payable  related party was $1.4 million and $1.3 million, respectively. The
note accrues interest monthly at LIBOR plus a spread of 3.5% with a floor of
5.0% and is due on demand. The note is secured by our investment interests in
the Woodlake Pointe and Woodlake Square properties.

|   |               
|-- | --------------
|6. | CONCENTRATIONS

As of March
31, 2011 and December 31, 2010, each of our two consolidated properties
individually comprises greater than 10% of
our consolidated total assets. Consistent with our strategy of investing in
areas that we know well, both
properties are located in Texas metropolitan areas. These Texas properties represent 100% of our rental income for the three months ended March 31, 2011 and 2010.

Following are the base rents generated by our top tenants during the three months ended March 31, 2011 and 2010 (in thousands):

|                           |  |                              |      |  |      |    |  | 
|-------------------------- |  | ---------------------------- | ---- |  | ---- | -- |  | 
|                           |  | Three months ended March 31, |     
|Tenant                     |  |                              | 2011 |  | 2010 |   
|Paesanos                  |  | $                            | 49   |  | $    | 49 | 
|Alamo
 Heights Pediactrics |  |                              | 18   |  |      | 18 | 
|Rouse Dental               |  |                              | 12   |  |      | 12 | 
|Café Salsita               |  |                              | 9    |  |      | 9  | 
|The Mutual
 Fund Store     |  |                              | 9    |  |      | 9  | 
|                           |  | $                            | 97   |  | $    | 97 | 

|   |                                                
|-- | -----------------------------------------------
|7. | PARTNERS CAPITAL AND NON-CONTROLLING INTERESTS

The General Partner invested $800,000 as a limited partner and $1,000
as a general partner in MIG IV. We began raising capital in December 2006. We closed the offering on March
31, 2008 when we had raised approximately $49.7 million. The General Partners $800,000 investment
represents a 1.6% limited partner interest in the Partnership.

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Limited Optional
Redemption  Our Units were sold pursuant to exemptions from registration under the Securities Act of 1933
and are not currently listed on a national exchange or otherwise traded in an
organized securities market. These
Units may be transferred only with the consent of the General Partner after the
delivery of required documents, and in any event, only if we register the offer
and sale of the Units under applicable securities laws or if an exemption from
such registration is available. We do not expect to register the offer and sale
of Units. Moreover, we do not anticipate that any public market for the
Units will develop. In order to provide
limited partners with the possibility of liquidity, at any time after November
15, 2009 and prior to November 15, 2013, limited partners who have held their
Units for at least three years may
receive the benefit of interim liquidity by presenting all of those Units to the Partnership for redemption. At that time, we
may, at our sole election and subject to the conditions and limitations
described below, redeem the Units presented for cash to the extent that we have
sufficient funds available to us to fund
such redemption. The redemption price to be paid will be 92% of the limited partners
unreturned invested capital. At no time during a 12-month period, however, may
the number of Units redeemed by us exceed
2% of the number of Units outstanding at the beginning of that 12-month
period. We received no redemption requests during the three months ended March
31, 2011 and 2010. During the three months ended March 31, 2009, we received
four redemption requests, two of which were denied in the aggregate amount of
$115,000 and two of which were granted in the amount of $62,000, despite the
restriction on redemptions until November 15, 2009. All redemption requests
that have been granted represent a return of capital. We suspended the optional
redemption program during the second quarter of 2009 due to macroeconomic conditions
and the need to preserve cash.

Distributions
During the operating stage of the Partnership, net cash flow, as defined, will
be distributed 99% to the limited partners and 1% to the General Partner. We
paid a distribution of 7.5% per annum on invested capital through December
2008. Beginning in January 2009 through June 2009, we paid a distribution of
3.0% per annum on invested capital. Effective July 15, 2009, we suspended
payment of all distributions and we do not plan to resume the payment of distributions
until improvements in the real estate and liquidity markets warrant such
payment. All distributions to date have
been a return of capital. During the liquidation stage of the Partnership
(anticipated to commence in November 2013, unless extended), net cash flow, as
defined, will be distributed among the limited partners and the General
Partner in the following manner:

| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

Non-controlling Interests
Non-controlling interests
represent a 40% ownership interest that our affiliates have in a real estate partnership that we consolidate as a result of
our 60% controlling financial interest in such partnership.

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Table of Contents

|   |                           
|-- | --------------------------
|8. | RELATED PARTY TRANSACTIONS

Certain of our affiliates received fees and compensation during the
organizational stage of the Partnership, including securities commissions and
due diligence reimbursements, marketing reimbursements and reimbursement of
organizational and offering expenses. In the event that these companies are unable to provide us with the respective
services, we would be required to find alternative providers of these services.
The following table summarizes the amount
of such compensation paid to our affiliates during the three months ended March
31, 2011 and 2010:

|                                           |  |                               |     |      |   |     | 
|------------------------------------------ |  | ----------------------------- | --- | ---- | - | --- | 
|                                           |  | Three
 months ended March 31, |    
|Type of service                            |  | 2011                          |     | 2010 |  
|Asset management fees                      |  | $                             | 108 |      | $ | 108 | 
|Property management fees and leasing costs |  |                               | 23  |      |   | 67  | 
|Administrative costs reimbursements        |  |                               | 61  |      |   | 76  | 
|                                           |  | $                             | 192 |      | $ | 251 | 

In addition to
the above fees paid by us, the non-consolidated entities in which we have
investments paid $177,000 and $137,000 in property management and leasing fees
to one of our affiliated entities for the three months ended March 31, 2011 and
2010, respectively. See also Note 3
regarding investments in non-consolidated entities.

|   |                                          
|-- | -----------------------------------------
|9. | REAL ESTATE ACQUISITIONS AND DISPOSITIONS

We did not have
any real estate acquisitions or dispositions during the three months ended
March 31, 2011 and 2010.

See Note 3 for a discussion of our investment activity since our
inception with respect to our non-consolidated entities.

|    |                              
|--- | -----------------------------
|10. | COMMITMENTS AND CONTINGENCIES

Litigation  In the ordinary course of
business, we may become subject to litigation or claims. There are no material pending legal proceedings known to be contemplated against us.

Environmental matters  In connection with the ownership
and operation of real estate, we may be potentially
liable for costs and damages related to environmental matters. We have not been
notified by any governmental authority of any non-compliance, liability
or other claim.

|    |                  
|--- | -----------------
|11. | SUBSEQUENT EVENTS

We have
evaluated all events or transactions as of the date through which the financial
statements were made available for issuance. During this period, we did not
have any material subsequent events that impacted our consolidated financial
statements.

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Table of Contents

|        |                                                                                       
|------- | --------------------------------------------------------------------------------------
|ITEM 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion and
analysis should be read in conjunction with the accompanying consolidated
financial statements and notes thereto.

Certain
information presented in this Report constitutes forward-looking statements
within the meaning of Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934, as amended (the Exchange Act). Although we
believe that the expectations reflected in such forward-looking statements are
based upon reasonable assumptions, our actual results could differ materially
from those set forth in the forward-looking statements. Certain factors that
might cause such a difference include the following: changes in general
economic conditions, changes in real estate market conditions, continued
availability of proceeds from our debt or equity capital, our ability to locate
suitable tenants for our properties, the ability of tenants to make payments
under their respective leases, timing of acquisitions, development starts and
sales of properties, the ability to meet development schedules and other risks,
uncertainties and assumptions. Any forward-looking statement speaks only as of
the date on which it was made, and the Partnership undertakes no obligation to
update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operation results over
time.

Overview

We are a Delaware limited partnership formed on October 10, 2006 to
acquire, develop and operate, directly or indirectly through joint venture arrangements,
a portfolio of commercial real estate consisting primarily of multi-tenant
shopping centers and mixed-use developments throughout Texas. We focus on properties characterized by high
automobile traffic counts, high populations, high household incomes and limited
opportunities for competition.

We have no employees and are managed by AmREIT Monthly Income &
Growth IV Corporation, our General
Partner, pursuant to our Partnership Agreement. Our General Partner is a
wholly-owned subsidiary of AmREIT. Our
General Partner has contributed $1,000 to us for its general partner interest
and has contributed $800,000 to us in
exchange for Units. The remaining Units are held by other Limited
Partners. We qualify as a partnership for federal income tax purposes.

As of
March 31, 2011, our investments included a wholly-owned property comprised of
approximately 36,000 square feet of gross leasable area, one property in which
we own controlling interests comprised of approximately 82,000 square feet of
gross leasable area and four properties in which we own investment interests
through joint ventures comprised of approximately 1,155,000 square feet of
gross leasable area. A
majority of our properties are located in highly-populated, suburban
communities in Texas. We derive a substantial portion of our revenue from
rental income from these properties, primarily from net leasing arrangements,
where most of the operating expenses of the properties are absorbed by our
tenants. As a result, our operating results and cash flows are primarily
influenced by rental income from our properties and interest expense on our
property acquisition indebtedness. Rental income accounted for 100% of our
total revenue during the three months ended March 31, 2011 and 2010. As of
March 31, 2011, our properties had an average occupancy rate of approximately 79%, and the average debt
leverage ratio of the properties in which we own an interest was approximately
60%, with 85% of such debt carrying a fixed-rate of interest.

Summary of Critical Accounting Policies

Our results of operations and financial condition, as reflected in the
accompanying consolidated financial
statements and related footnotes, are subject to managements evaluation and
interpretation of business
conditions, retailer performance, changing capital market conditions and other
factors, which could affect the
ongoing viability of our tenants. Management believes the most critical accounting
policies in this regard are revenue
recognition, regular evaluation of whether the value of a real estate asset has
been impaired, accounting for the investment in real estate assets, accounting
for the investment in non-consolidated entities, allowance for uncollectible
accounts and accounting for real estate acquisitions. We evaluate our assumptions and estimates on an on-going basis.
We base our estimates on historical experience as well as various other
assumptions that we believe to be reasonable under the circumstances. Actual
results could vary from those estimates, perhaps in material adverse ways, and
those estimates could be different under different assumptions or conditions.

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An accounting
policy is deemed to be critical if it requires an accounting estimate to be
made based on assumptions about matters that are highly uncertain at the time
the estimate is made, and if different estimates that reasonably could have
been used, or changes in the accounting estimates that are reasonably likely to
occur periodically, could materially impact the financial statements.
Information with respect to the Partnerships critical accounting policies that
the Partnership believes could have the most significant effect on the
Partnerships reported results and require subjective or complex judgments by
management is contained in Part II, Item 7. Managements Discussion and
Analysis of Financial Condition and Results of Operations of the Partnerships
Annual Report on Form 10-K for the fiscal year ended December 31, 2010.
Management believes that as of March 31, 2011, there have been no material
changes to these policies.

Results of Operations

We commenced
our principal operations on January 12, 2007, when we accepted subscriptions
for the minimum offering of $1.0 million pursuant to the terms of our Offering
Memorandum and issued the initial 40 Units to investors. During 2007, we made
investments in three joint ventures through which we obtained an ownership
interest in three properties. During 2008, we acquired a direct interest in one
property, made an investment in a joint venture through which we obtained an
ownership interest in one property and made additional investments in two joint
ventures through which we obtained additional ownership interests in two
properties. As of March 31, 2011, our
investments included a wholly-owned property comprised of approximately 36,000
square feet of gross leasable area, one property in which we owned controlling
interests comprised of approximately 82,000 square feet of gross leasable area
and four properties in which we owned investment interests through joint
ventures comprised of approximately 1,155,000 square feet of gross leasable
area.

Three Months Ended March 31, 2011 versus Three Months Ended
March 31, 2010

Revenue.Revenue decreased approximately $701,000 during the
three months ended March 31, 2011 as compared to the same period in 2010
($220,000 in 2011 versus $921,000 in 2010). The decrease is primarily
due to the deconsolidation of Woodlake Square in July 2010. The first quarter
of 2010 includes three months of operations for Woodlake Square, whereas our
share of the propertys earnings was recorded through the equity in loss from
non-consolidated entities for the first quarter of 2011. The decrease is also
due to a reduction in rental income from Woodlake Pointe due to reduced
occupancy rates and reduced recoverable property expenses.

Property Expense.Property expense decreased approximately
$233,000 during the three months ended March 31, 2011 compared to the same period in 2010
($138,000 in 2011 versus $371,000 in 2010). The decrease is primarily
due to the deconsolidation of Woodlake Square in July 2010. The first quarter
of 2010 includes three months of operations for Woodlake Square, whereas our
share of the propertys earnings was recorded through the equity in loss from
non-consolidated entities for the first quarter of 2011.

Property Management Fees  Related Party.Property management fees decreased
approximately $18,000 during the three months ended March 31, 2011 as compared to the same period in 2010
($11,000 in 2011 versus $29,000 in 2010). Property management fees are
calculated based on tenant billings. The decrease is primarily due to the
deconsolidation of Woodlake Square in July 2010. The first quarter of 2010
includes three months of operations for Woodlake Square, whereas our share of
the propertys earnings was recorded through the equity in loss from
non-consolidated entities for the first quarter of 2011.

Depreciation and Amortization Expense.Depreciation
and amortization expense decreased approximately $4.5 million during the three
months ended March 31, 2011 as compared to the same period in 2010 ($133,000 in
2011 versus $4.6 million in 2010). The decrease is primarily due to the
deconsolidation of Woodlake Square in July 2010. The first quarter of 2010
includes three months of operations for Woodlake Square, whereas our share of
the propertys earnings was recorded through the equity in loss from
non-consolidated entities for the first quarter of 2011. Also, during Q1 2010,
we reassessed and shortened the estimated useful lives of various buildings as
part of the redevelopment, which accelerated the depreciation in 2010.

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Interest Expense.Interest
expense decreased approximately $340,000 during the three months ended March
31, 2011 as compared to the same period in 2010 ($102,000 in 2011 versus
$442,000 in 2010). The decrease is primarily due to the deconsolidation of
Woodlake Square in July 2010. The first quarter of 2010 includes three months
of operations for Woodlake Square, whereas our share of the propertys earnings
was recorded through the equity in loss from non-consolidated entities for the
first quarter of 2011.

Equity in Losses From Non-Consolidated
Entities. Loss from non-consolidated entities
increased approximately $64,000 during the three months ended March 31, 2011 as
compared to the same period in 2010 ($276,000 in 2011 versus $212,000 in 2010).
These amounts represent our ownership portion of our joint ventures net income
or loss for the period. The increased loss is attributable to Woodlake Square.
We deconsolidated the property in July 2010 and account for the property under
the equity method of accounting. Woodlake Squares earnings were included in the
consolidated financials during the first quarter of 2010, whereas our share of
the propertys earnings was recorded through the equity in loss from
non-consolidated entities during the first quarter of 2011.

Net Loss Attributable to Non-controlling
Interests. Net loss attributable to non-controlling
interests decreased approximately $1.7 million during the three months ended
March 31, 2011 as compared to the same period in 2010 ($68,000 in 2011 versus
$1.8 million in 2010). The decrease is primarily due to the deconsolidation of
Woodlake Square in July 2010. The first quarter of 2010 includes three months
of operations for Woodlake Square, whereas our share of the propertys earnings
was recorded through the equity in loss from non-consolidated entities for the
first quarter of 2011.

Liquidity and Capital Resources

We expect to meet our
liquidity requirements through cash on-hand, net cash provided by distributions
from joint ventures, proceeds from secured or unsecured financings from banks
and other lenders, the selective and strategic sale of properties and net cash
flows from operations. We expect that our primary uses of capital will be for
investment in real estate properties and related improvements and the payment
of operating expenses, including interest expense on any outstanding
indebtedness. In addition to selling properties during our operating period, we
plan to strategically reinvest the proceeds from such sales rather than
distributing the proceeds to our partners.

As of March
31, 2011 and December 31, 2010, our cash and cash equivalents totaled
approximately $566,000 and approximately $1.3 million, respectively. Cash flows
provided by (used in) operating activities, investing activities and financing
activities for the three months ended March 31, 2011 and 2010 are as follows
(in thousands):

|                      |  |                              |      |      |   |      |  
|--------------------- |  | ---------------------------- | ---- | ---- | - | ---- | -
|                      |  | Three months ended March 31, |     
|                      |  | 2011                         |      | 2010 |  
|Operating
 activities |  | $                            | (530 | )    | $ | (803 | )
|Investing
 activities |  |                              | (328 | )    |   | (366 | )
|Financing
 activities |  |                              | 115  |      |   | 828  |  

Net cash flows
used in operating activities decreased approximately $273,000 during the three
months ended March 31, 2011 as compared to the same period in 2010 ($530,000 of
net cash flows used in operating activities in 2011 versus $803,000 in 2010).
This decrease in operating cash outflows was primarily attributable to a
reduction in property taxes that were paid during the three months ended March
31, 2011 as compared to the same period in 2010.

Net cash flows used in
investing activities decreased approximately $38,000 during the three months
ended March 31, 2011 as compared to the same period in 2010 ($328,000 of net
cash flows used in investing activities in 2011 versus $366,000 in 2010). This
decrease in investing outflows was primarily due to a decrease in improvements
to real estate, coupled with net proceeds applied to the land basis on our
Woodlake Pointe property of $36,000 during the three months ended March 31,
2011. This decrease in investing outflows was partially offset by an increase
in our investments made in our non-consolidated entities of $49,000.

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Net cash flows
provided by financing activities decreased approximately $713,000 during the
three months ended March 31, 2011 as compared to the same period in 2010
($115,000 in 2011 versus $828,000 in 2010). This decrease in financing inflows
was primarily attributable to proceeds received from notes payable  related
party of approximately $600,000 during the three months ended March 31, 2010.
We received no such proceeds during the three months ended March 31, 2010.
Additionally, contributions received from non-controlling interests decreased
by $112,000.

The U.S.
economy is still experiencing weakness from recent economic conditions, which
resulted in increased unemployment, weakening of tenant financial condition,
large-scale business failures and tight credit markets. Our results of
operations may be sensitive to changes in overall economic conditions that
impact tenant leasing practices. Adverse economic conditions affecting tenant
income, such as employment levels, business conditions, interest rates, tax
rates, fuel and energy costs and other matters, could reduce overall tenant
leasing or cause tenants to shift their leasing practices. In addition, periods
of economic slowdown or recession, rising interest rates or declining demand
for real estate, or the public perception that any of these events may occur,
could result in a general decline in rents or an increased incidence of
defaults under existing leases. Although the U.S. economy has emerged from the
recent recession, high levels of unemployment have persisted, and rental rates
and valuations for retail space have not fully recovered to pre-recession
levels. At this time, it is difficult to
determine the breadth and duration of the financial market problems and the
various ways in which they may affect our tenants and our business in general.
A significant additional deterioration in the U.S. economy or the bankruptcy or
insolvency of one or more of our significant tenants could cause our 2011 cash
resources to be insufficient to meet our obligations. Effective July 15, 2009,
we suspended all distributions in an effort to conserve cash and to protect
partners invested capital. As we have several projects that are mid-stream in
redevelopment, we are conserving cash from operations to improve our ability to
fund capital improvements, tenant improvements and leasing commissions, and to
meet our obligations, including debt service. We expect that the economy and
real estate market will recover prior to our anticipated liquidation
commencement date of November 15, 2013. However, if the economy has not
recovered, we may seek to postpone liquidation if we believe such liquidation
is not in the best interests of the Partners at that time. Projected cash sources (including cash on hand) and uses for the
Partnership indicate periods of cash shortfalls during the year ended December
31, 2011. However, we believe that we will be able to generate sufficient
liquidity to satisfy any cash shortfalls through (1) managing the timing of
forecasted capital expenditures related to the lease-up of properties, (2)
deferral of fees paid to our General Partner and its affiliates, (3) new
third-party joint venture equity investments in existing non-consolidated
entities, (4) financings of unencumbered
properties and (5) sales of certain of our investments in non-consolidated
entities. No assurance can be given that we will be able to generate such
liquidity. In the event that we are unable to generate sufficient
liquidity, we may be forced to sell one or more properties at a time when it is
disadvantageous to do so, potentially resulting in losses on the disposition of
those properties.

|        |                                                             
|------- | ------------------------------------------------------------
|ITEM 3. | QUANTITATIVE
 AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

|        |                          
|------- | -------------------------
|ITEM 4. | CONTROLS
 AND PROCEDURES.

Evaluation of Disclosure Controls and
Procedures

Under the
supervision and with the participation of our General Partners Chief Executive
Officer (CEO) and Chief Financial Officer (CFO), our General Partners
management has evaluated the effectiveness of the design and operation of our
disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e)
of the Exchange Act) as of March 31, 2011. Based on that evaluation, our
General Partners CEO and CFO concluded that, as of March 31, 2011, our
disclosure controls and procedures were effective in causing material
information relating to us to be recorded, processed, summarized and reported
by management on a timely basis and to ensure the quality and timeliness of our
public disclosures in accordance with SEC disclosure obligations.

Changes in Internal Controls

There has been
no change to our internal control over financial reporting during the quarter
ended March 31, 2011 that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting.

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PART II  OTHER
INFORMATION

|        |          
|------- | ---------
|ITEM 6. | EXHIBITS.

The exhibits listed on the
accompanying Exhibit Index are filed, furnished or incorporated by reference
(as stated therein) as part of this Report.

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SIGNATURES

Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

|                    |                                               |                                                                     | 
|------------------- | --------------------------------------------- | ------------------------------------------------------------------- | 
|                    | AmREIT
 Monthly Income & Growth Fund IV, L.P. |                                                                    
|                    |                                               |                                                                     | 
|                    | By:                                           | AmREIT
 Monthly Income & Growth IV Corporation, its General Partner | 
|                    |                                               |                                                                     | 
|Date: May
 13, 2011 |                                               |                                                                     | 
|                    |                                               |                                                                     | 
|                    | By:                                           | /s/ H. Kerr
 Taylor                                                 | 
|                    |                                               | H. Kerr
 Taylor                                                     | 
|                    |                                               | President,
 Chief Executive Officer and Director                    | 
|                    |                                               |                                                                     | 
|                    | By:                                           | /s/ Chad C.
 Braun                                                  | 
|                    |                                               | Chad C.
 Braun                                                      | 
|                    |                                               | Executive
 Vice President, Chief Operating Officer,                 | 
|                    |                                               | Chief
 Financial Officer, Treasurer and Secretary                   | 

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EXHIBIT INDEX

|               |                                                                                                                                                                                                                                                                     
|-------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 3.1    | 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 10-12G dated April 29,
 2008).                 
|               |                                                                                                                                                                                                                                                                     
|Exhibit 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 10-12G dated April 29,
 2008).                   
|               |                                                                                                                                                                                                                                                                     
|Exhibit
 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 10-12G dated April 29, 2008).
|               |                                                                                                                                                                                                                                                                     
|Exhibit 31.1   | Certification
 of the Chief Executive Officer of the Partnerships General Partner pursuant
 to Exchange Act Rule 13a-14(a) (filed herewith).                                                                                                                       
|               |                                                                                                                                                                                                                                                                     
|Exhibit 31.2   | Certification
 of the Chief Financial Officer of the Partnerships General Partner pursuant
 to Exchange Act Rule 13a-14(a) (filed herewith).                                                                                                                       
|               |                                                                                                                                                                                                                                                                     
|Exhibit 32.1   | Certification
 of the Chief Executive Officer of the Partnerships General Partner pursuant
 to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 (furnished herewith).                                                 
|               |                                                                                                                                                                                                                                                                     
|Exhibit 32.2   | Certification
 of the Chief Financial Officer of the Partnerships General Partner pursuant
 to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 (furnished herewith).                                                 

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