MORTGAGE

        THIS MORTGAGE, dated as of the 19^th day of April, 2004, between Five Star Quality Care-Howell, LLC, a Delaware limited liability company, and having a mailing address c/o Five Star Quality Care Trust, 400 Centre Street, Newton, MA 02458, Mortgagor, and Love Funding Corporation, a Virginia corporation, and having a mailing address at 1250 Connecticut Avenue, NW, Washington, DC 20036, Mortgagee.

        WITNESSETH: That whereas the Mortgagor is justly indebted to the Mortgagee in the principal sum of FIVE MILLION FIFTEEN THOUSAND AND NO/100THS DOLLARS ($5,015,000.00), evidenced by its note dated April  19, 2004, bearing interest from date on outstanding balances at Five and 55/100ths per centum (5.55%) per annum, said principal and interest being payable in monthly installments as provided in said note with a final maturity of May 1, 2039, which note is identified as being secured hereby by a certificate thereon. Said note and all of its items are incorporated herein by reference and this conveyance shall secure any and all extensions thereof, however evidenced.

        NOW, THEREFORE, the said Mortgagor, for tile better securing of the payment of the said principal sum of money and interest and the performance of the covenants and agreements herein contained does by these presents, MORTGAGE, AND WARRANT unto the Mortgagee, its successors or assigns, the lands, premises and property situate, lying, and being in Howell Township, Livingston County, Michigan, described as follows, to wit:

See Exhibit A attached hereto and made a part hereof.

        TOGETHER with the privileges and appurtenances to the same belonging, and all of the rents, issues, and profits which may arise or be had there from; and

        TOGETHER with all buildings and improvements of every hind and description now or hereafter erected or placed thereon, and all fixtures, including but not limited to all gas and electric fixtures, engines and machinery, radiators, heaters, furnaces, heating equipment, steams and hot water boilers, stoves, ranges, elevators and motors, bathtubs, sinks, water closets, basins pipes, faucets and other plumbing and heating equipment, and all cabinets, mantels, refrigerating plant and refrigerators, whether mechanical or otherwise, cooking apparatus and appurtenance, and all furniture, shades, awnings, screens, venetian blinds and other furnishings; and

        TOGETHER with all building materials and equipment located on the premises and intended to be incorporated its the buildings or other improvements; and

        TOGETHER with all articles of personal property now or hereafter attached to or used in and about the building or buildings now erected or hereafter to be erected on the lands herein described which are necessary to the complete and comfortable use and occupancy of such building or buildings for the purposes for which they were or are to be erected including all goods and chattels and personal property as are ever used or furnished in operating a building or the activities conducted therein, similar to the one herein described and referred to, and all renewals or replacements thereof or articles in substitution therefor, whether or not the same are,