Amendment To Deed of Trust And Security Agreement

EXHIBIT 10.140


Indexing Instructions:


Prepared by and after Recording Return To: Kay K. Bains, Esq. Walston, Wells, Anderson and Bains, LLP 505 20th Street North, Suite 500 Birmingham, Alabama 35201 (205) 251-9600


- -------------------------------------------------------------------------------- STATE OF TEXAS ) COUNTY OF HARRIS )


AMENDMENT
TO
DEED OF TRUST AND SECURITY AGREEMENT


This Amendment to Deed of Trust and Security Agreement (the "Amendment") is dated and is effective as of December 23, 2002, and is by and between DIVERSICARE AFTON OAKS, LLC, a Delaware limited liability company (together with its successors and assigns, the "Grantor"), whose address is c/o Diversicare Leasing Corp., 227 Mallory Station Road, Suite 130, Franklin, Tennessee 37067, and GMAC COMMERCIAL MORTGAGE CORPORATION, a California corporation (together with its successors and assigns, the "Beneficiary"), whose address is 200 Witmer Road, P.O. Box 809, Horsham, Pennsylvania 19044.


RECITALS:


A. Diversicare Leasing Corp. ("DLC") executed in favor of Beneficiary that certain Deed of Trust and Security Agreement dated December 27, 1996, and recorded under Clerks' File No. S268193 in the Real Property Records of Harris County, Texas, as assumed by Grantor pursuant to that certain Assumption of Deed of Trust and Security Agreement dated December 1, 2000, and recorded under Clerk's File No. U778174 in the Real Property Records of Harris County, Texas (the "Deed of Trust"). Unless otherwise defined in this Amendment, capitalized terms shall have the meaning given to them in the Deed of Trust.


B. The Grantor and the Beneficiary desire to amend the Deed of Trust and have agreed to execute this Amendment to evidence such modification.


AGREEMENT


NOW, THEREFORE, in consideration of the above Recitals, the Grantor and the Beneficiary hereby amend the Deed of Trust as follows:


The final maturity date, as reflected in the Deed of Trust, is hereby changed to March 31, 2004.


Except as expressly amended hereby, the Deed of Trust shall remain in full force and effect in accordance with its terms.


The Grantor represents and warr ...