SIXTH AMENDMENT TO MASTER LEASE

Exhibit 10.53

SIXTH AMENDMENT TO MASTER LEASE

THIS SIXTH AMENDMENT TO MASTER LEASE (the “Amendment”) is made and entered into and effective as of December 8, 2008 (the “Effective Date”), by and among HCP, INC., a Maryland corporation (formerly known as Health Care Property Investors, Inc.) (“HCP”), HEALTH CARE PROPERTY PARTNERS, a California general partnership (“HCPP”) and TEXAS HCP HOLDING, L.P., a Delaware limited partnership (“THCP,” and together with HCP and HCPP, collectively, as their interest may appear, “Lessor”), on the one hand, and KINDRED NURSING CENTERS EAST, L.L.C., a Delaware limited liability company (“Kindred East”), KINDRED NURSING CENTERS WEST, L.L.C., a Delaware limited liability company (“Kindred West”), KINDRED NURSING CENTERS LIMITED PARTNERSHIP, a Delaware limited partnership (“Kindred Centers”), KINDRED HOSPITALS LIMITED PARTNERSHIP, a Delaware limited partnership (“Kindred Hospitals”), and TRANSITIONAL HOSPITALS CORPORATION OF WISCONSIN, INC., a Wisconsin corporation (“THCW” and together with Kindred East, Kindred West, Kindred Centers and Kindred Hospitals, collectively, and jointly and severally, “Lessee”), with respect to the following:

RECITALS

A. Lessor is the “Lessor” and Lessee is the “Lessee” pursuant to that certain Master Lease dated as of May 16, 2001 (the “Original Lease”), as amended by that certain First Amendment to Master Lease dated as of August 1, 2001 (the “First Amendment”), that certain Second Amendment to Master Lease effective as of July 1, 2003 (the “Second Amendment”), that certain Third Amendment to Master Lease dated as of June 30, 2004 (the “Third Amendment”), that certain Fourth Amendment to Master Lease effective as of March 1, 2006 (the “Fourth Amendment”), and that certain Fifth Amendment to Master Lease effective as of January 31, 2007 (the “Fifth Amendment” and together with the First Amendment, the Second Amendment, the Third Amendment, and the Fourth Amendment collectively, the “Prior Amendments”). The Original Lease together with the Prior Amendments are collectively referred to herein as the “Lease.” The Lease covers the Land, Leased Improvements, Related Rights and Fixtures of twelve (12) separate health care Facilities, all as more particularly described in the Lease. All terms used in this Amendment with initial capital letters and not defined herein shall have the meanings given to such terms in the Lease.

B. Due to a scrivener’s error, the legal description attached to the Fifth Amendment as Exhibit A-11 [Dallas, TX Facility] was incorrect and Lessor and Lessee now desire to amend the Lease to replace such Exhibit A-11 in its entirety to correct such error, but only upon the terms and conditions set forth herein.

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AGREEMENT

IN CONSIDERATION OF the foregoing Recitals and the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Lessor and Lessee agree as follows:

1. Correction to Legal Description of Dallas, TX Facility . The legal description in Exhibit A-11 attached to the Fifth Amendment is hereby replaced, in its entirety, with Exhibit A-11 attached to this Amendment.

2. Governing Law . THIS AMENDMENT WAS NEGOTIATED IN THE STATE OF CALIFORNIA, WHICH STATE THE PARTIES AGREE HAS A SUBSTANTIAL RELATIONSHIP TO THE PARTIES, THE LEASE AND TO THE UNDERLYING TRANSACTION EMBODIED HEREBY. ACCORDINGLY, IN ALL RESPECTS THE LEASE, AS HEREBY AMENDED (AND ANY AGREEMENT FORMED PURSUANT TO THE TERMS HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF CALIFORNIA (WITHOUT REGARD OF PRINCIPLES OR CONFLICTS OF LAW) AND ANY APPLICABLE LAWS OF THE UNITED STATES OF AMERICA, EXCEPT THAT ALL PROVISIONS OF THE LEASE, AS HEREBY AMENDED, RELATING TO THE CREATION OF THE LEASEHOLD ESTATE AND ALL REMEDIES SET FORTH IN ARTICLE XVI OF THE LEASE RELATING TO RECOVERY OF POSSESSION OF THE LEASED PROPERTY OF ANY FACILITY (SUCH AS AN ACTION FOR UNLAWFUL DETAINER OR OTHER SIMILAR ACTION) SHALL BE CONSTRUED AND ENFORCED ACCORDING TO, AND GOVERNED BY, THE LAWS OF THE STATE IN WHICH THE LEASED PROPERTY OF SUCH FACILITY IS LOCATED.

3. Full Force and Effect; Counterparts; Facsimile Signatures . Except as hereby amended, the Lease shall remain in full force and effect. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute a single instrument. Delivery of an executed counterpart of a signature page to this Amendment via telephone facsimile transmission shall be as effective as delivery of a manually executed counterpart of this Amendment.

[Signature Page Follows]

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IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of the Effective Date.

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