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EXHIBIT 10.2
 SECOND AMENDMENT TO LOAN AGREEMENT AND JOINDER
 Amendment DIVERSICARE PARIS, LLC New Borrower Schedule 1 Original Borrower Borrower LASALLE BANK NATIONAL
ASSOCIATION Lender
  Loan
Agreement
   NOW, THEREFORE
 Definitions
 Joinder and Assumption
 Amendments to Loan Agreement




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Diversicare Paris, LLC
    
    Delaware limited
    
    1621 Galleria Boulevardliability company
    
    Brentwood, TN  37027
 Texas
 Sixth Amendment
 2




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(viii)
    
    Sublease dated ___, 2009, by Diversicare Texas I, LLC, as Master
Sublessor, and Diversicare Paris, LLC, as Sublessee, with respect to the Paris
Healthcare and Rehabilitation Center (or such other name(s) as communicated in
writing by the Borrower to the Lender).
      Conditions Precedent
   3




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Acknowledgment; Post-Amendment Deliveries.
  Paris Sublease New Paris Facility
 Single Facility Lease
 Reference to and Effect on the Loan Agreement.
   Costs, Expenses and Taxes.
 4




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Representations and Warranties of the Borrower
    Reference to Loan Agreement; No Waiver.
   5




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Successors and Assigns.
 Severability
 Governing Law.
 Counterparts; Facsimile or Other Electronic Transmission
  6




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IN WITNESS WHEREOF
 BORROWER:DIVERSICARE MANAGEMENT
SERVICES CO., a Tennessee corporation,
as Borrower AgentBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerADVOCAT ANCILLARY SERVICES,
INC., a Tennessee corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerADVOCAT FINANCE, INC., a Delaware
corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerDIVERSICARE MANAGEMENT
SERVICES CO., a Tennessee corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
Officer
 7




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ADVOCAT DISTRIBUTION
SERVICES, INC., a Tennessee corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerDIVERSICARE ASSISTED LIVING
SERVICES, INC., a Tennessee corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerDIVERSICARE ASSISTED LIVING
SERVICES NC, LLC, a Tennessee limited
liability companyBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerDIVERSICARE LEASING CORP., a
Tennessee corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
OfficerSTERLING HEALTH CARE
MANAGEMENT, INC., a Kentucky corporationBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial
Officer
 8




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SENIOR CARE CEDAR HILLS, LLC, a
Delaware limited liability companyBY:
    
    SENIOR CARE FLORIDA LEASING,
LLC,its sole memberBY:
    
    DIVERSICARE LEASING
CORP., its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerSENIOR CARE GOLFCREST, LLC, a
Delaware limited liability companyBY:
    
    SENIOR CARE FLORIDA LEASING,
LLC, its sole memberBY:
    
    DIVERSICARE LEASING
CORP., its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerSENIOR CARE GOLFVIEW, LLC, a
Delaware limited liability companyBY:
    
    SENIOR CARE FLORIDA LEASING,
LLC, its sole memberBY:
    
    DIVERSICARE LEASING
CORP., its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 9




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SENIOR CARE FLORIDA LEASING,
LLC, a Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerSENIOR CARE SOUTHERN PINES,
LLC, a Delaware limited liability companyBY:
    
    SENIOR CARE FLORIDA LEASING,
LLC, its sole memberBY:
    
    DIVERSICARE LEASING
CORP., its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE AFTON OAKS, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 10




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DIVERSICARE ASSISTED LIVING
SERVICES NC I, LLC, a Delaware limited
liability companyBY:
    
    DIVERSICARE ASSISTED LIVING
SERVICES NC, LLC, its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE ASSISTED LIVING
SERVICES NC II, LLC, a Delaware limited
liability companyBY:
    
    DIVERSICARE ASSISTED LIVING
SERVICES NC, LLC, its sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE BRIARCLIFF, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 11




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DIVERSICARE CHISOLM, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE HARTFORD, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE HILLCREST, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE LAMPASAS, LLC, a
Delaware limited liability companyBY:DIVERSICARE LEASING CORP., its
solememberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 12




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DIVERSICARE PINEDALE, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE WINDSOR HOUSE,
LLC, a Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE YORKTOWN, LLC, a
Delaware limited liability companyBY:DIVERSICARE LEASING CORP., its
solememberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 13




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DIVERSICARE BALLINGER, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE DOCTORS, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE ESTATES, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE HUMBLE, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial Officer
 14




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DIVERSICARE KATY, LLC, a Delaware
limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial OfficerDIVERSICARE NORMANDY
TERRACE, LLC, a Delaware limited
liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial OfficerDIVERSICARE TEXAS I, LLC, a
Delaware limited liability companyBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial OfficerDIVERSICARE TREEMONT, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief Financial Officer
 15




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DIVERSICARE ROSE TERRACE, LLC,
a Delaware limited liability companyBY:
    
    DIVERSICARE LEASING CORP., its
sole memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerDIVERSICARE PARIS, LLC, a
Delaware limited liability companyBY:
    
    DIVERSICARE TEXAS I, LLC, its sole
memberBy:
    
    /s/ Glynn RiddleName:
    
    Glynn RiddleIts:
    
    Executive Vice President & Chief
Financial OfficerLENDER:LASALLE BANK NATIONAL ASSOCIATIONBy:
    
    Bank of America, N.A.Its:By:
    
    /s/ Khuzaim ShakirKhuzaim ShakirSenior Vice President
 16




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SCHEDULE 1