AmREIT Monthly Income & Growth Fund IV LP - FORM 10-K

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EX-32.2 - CERTIFICATION OF CFO PURSUANT TO SECTION 906 - AmREIT Monthly Income & Growth Fund IV LP	amreitmigiv111597_ex32-2.htm
EX-31.2 - CERTIFICATION OF CFO PURSUANT TO SECTION 302 - AmREIT Monthly Income & Growth Fund IV LP	amreitmigiv111597_ex31-2.htm
EX-31.1 - CERTIFICATION OF CEO PURSUANT TO SECTION 302 - AmREIT Monthly Income & Growth Fund IV LP	amreitmigiv111597_ex31-1.htm
EX-32.1 - CERTIFICATION OF CEO PURSUANT TO SECTION 906 - AmREIT Monthly Income & Growth Fund IV LP	amreitmigiv111597_ex32-1.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K


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

		For the fiscal year ended December 31, 2010

	or

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

For the transition period from _________ to _________

Commission File No. 000-53203

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, TX		77046
(Address of principle executive offices)		(Zip Code)


(713) 850-1400 Registrant’s telephone number, including area code:

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Limited Partnership Interests
(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

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) 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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405) is not contained herein, and will not be contained, to the best or registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

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 Act). Yes o No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $49,600,000.

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ITEM		PAGE
PART I
1	BUSINESS		2
1A	RISK FACTORS		15
1B	UNRESOLVED STAFF COMMENTS		15
2	PROPERTIES		15
3	LEGAL PROCEEDINGS		19
4	REMOVED AND RESERVED		19

PART II
5	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES		20
6	SELECTED FINANCIAL DATA		21
7	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		21
7A	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK		30
8	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA		30
9	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE		31
9A	CONTROLS AND PROCEDURES		31
9B	OTHER INFORMATION		31

PART III
10	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE		32
11	EXECUTIVE COMPENSATION		33
12	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT, AND RELATED STOCKHOLDER MATTERS		33
13	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE		33
14	PRINCIPAL ACCOUNTANT FEES AND SERVICES		37

PART IV
15	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES		38
	SIGNATURES		39

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CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

In this Annual Report on Form 10-K (“Annual Report”), all references to “we,” “our,” and “us” refer collectively to AmREIT Monthly Income & Growth Fund IV, L.P. and its subsidiaries, including joint ventures.

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). Such statements include, in particular, statements about our plans, strategies and prospects and are subject to certain risks and uncertainties, as well as known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “would,” “could,” “should,” “expect,” “intend,” “plan,” “anticipate,” “estimate,” “predict,” “believe,” “potential,” “continue” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this Annual Report is filed with the Securities and Exchange Commission (“SEC”). We make no representation or warranty, express or implied, about the accuracy of any such forward-looking statements contained in this Annual Report, and we do not intend to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Annual Report or the date of any document incorporated by reference. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Annual Report.

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PART I

ITEM 1. BUSINESS.

Background

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 the Southern and Southwestern United States. Our investment strategy has been to (1) sell approximately 40% of our properties when appropriate and re-invest the net sales proceeds into additional properties and (2) retain the remaining properties as income-producing assets during our entire operating period. At the end of our seven-year operating period, which expires on November 15, 2013, we will begin to sell our properties, wind down our operations and distribute the net proceeds from liquidation to our Partners, as defined below. The operating period may be extended to November 15, 2015 with the consent of Limited Partners owning a majority of the outstanding Units. Our principal office is located at 8 Greenway Plaza, Suite 1000, Houston, Texas 77046. Our telephone number is (713) 850-1400.

We commenced our principal operations on December 8, 2006 when we acquired our first interest in a property. On January 12, 2007, we accepted subscriptions for the minimum offering of $1.0 million pursuant to the terms of our Offering Memorandum dated November 15, 2006 (the “Offering Memorandum”) and issued our initial 40 units of limited partnership interest (the “Units”). We closed the Offering of Units on March 31, 2008 when we had received $49.7 million from the sale of 1,991 Units. We refer to the holders of our Units as Limited Partners.

On April 29, 2008 we filed a Form 10-12G with the SEC to register our Units pursuant to Section 12(g) of the Exchange Act. We are subject to the registration requirements of Section 12(g) of the Exchange Act because the aggregate value of our assets exceeds applicable thresholds and the Units are held of record by 500 or more persons. As a result of our obligations to register our securities with the SEC under the Exchange Act, we are subject to the requirements of the Exchange Act rules, including the filing of this Annual Report.

Our general partner is AmREIT Monthly Income & Growth IV Corporation, a Delaware corporation that we refer to as the General Partner. Our General Partner is a wholly-owned subsidiary of AmREIT, Inc., an SEC reporting, non-traded Maryland corporation that has elected to be taxed as a real estate investment trust (“AmREIT”). AmREIT and its predecessors have sponsored and advised 18 partnerships formed for the purpose of investing in properties during its 27-year history. Our General Partner has the exclusive right to manage our business and affairs on a day-to-day basis pursuant to our limited partnership agreement (“Partnership Agreement”). The Limited Partners have the right to remove and replace our General Partner, with or without cause, by a vote of the Limited Partners owning a majority of the outstanding Units (excluding any Units held by our General Partner). Our General Partner is responsible for all of our investment decisions, including decisions relating to the properties to be developed, the method and timing of financing or refinancing the properties, the selection of tenants, the terms of the leases, the method and timing of the sale of our properties and the reinvestment of net sales proceeds. Our General Partner utilizes the services of AmREIT and its affiliates in performing its duties under the Partnership Agreement. Our General Partner has contributed $1,000 to us for its general partner interest and has contributed $800,000 to us for 32 Units. We refer to our General Partner and our Limited Partners collectively as the Partners.

We issued Units in the Offering in reliance upon exemptions from the registration requirements of the Securities Act and state securities laws. As a result, our Limited Partners may not transfer the Units except pursuant to an effective registration statement or pursuant to an exemption from registration. The Units are not currently listed on a securities exchange and there currently is no established public trading market for the Units. We do not intend to list the Units at this time and have no plans to list the Units on an exchange in the future.

We directly own one property and have investments in five additional properties, all of which are located in Texas, through joint ventures with affiliates and non-affiliates. Five of the properties are multi-tenant retail properties and the sixth property consists of vacant land for development. The five existing retail properties comprise approximately 1,273,000 rentable square feet. As of December 31, 2010, the five existing retail properties were 77% leased.

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The following is a summary of the six properties in which we owned an interest as of December 31, 2010:


Property	Location	Percent Owned		Square Footage	Occupancy		Annualized Base Rent (1)
Casa Linda Plaza (2)	Dallas	50	%	324,569	72	%	$	3,293,000
Woodlake Square (2) (5)	Houston	6		205,522	62			1,564,000
Woodlake Pointe (3)(7)	Houston	60		82,120	100			216,000
Cambridge Holcombe (2) (4)	Houston	50		—	—			—
Shadow Creek Ranch (2) (6)	Houston	10		624,013	80			6,045,000
Village on the Green	San Antonio	100		36,306	92			662,000
Total				1,272,530			$	11,780,000



(1)	Annualized base rent represents base rents in place on leases with rent having commenced as of December 31, 2010 and does not reflect straight-line rent or other adjustments under generally accepted accounting principles.

(2)	Property is owned through a joint venture that is not consolidated in our financial statements.

(3)	Property is planned for redevelopment.

(4)	Property is vacant land and is planned for development.

(5)	Property is currently under redevelopment.

(6)	Square footage for this property includes 27,000 square feet of undeveloped pad sites, and therefore, represents proposed leasable square footage.

(7)	As of December 31, 2010 this property was occupied by a tenant with a temporary lease.

See “Item 2. Properties” for a more detailed description of our investments in properties.

Investment Objectives

Our investment objectives are:


	•	to preserve and protect our Limited Partners’ capital contributions;

	•	to provide cash distributions to our Partners through the operation of our properties; and

	•	to add value to our properties in which we have invested during our operating period and to realize appreciation upon the ultimate sale of such properties.

Investment Strategy

We were formed to acquire, develop and operate a portfolio of commercial real estate consisting primarily of multi-tenant shopping centers and mixed-use developments. We will seek to maximize our income and capital growth during our operating period by (1) selling approximately 40% of our properties when appropriate and re-investing the net sales proceeds into additional properties (we refer to this process as Active Management), and (2) owning the remaining properties as income-producing assets during our entire operating period. Our operating period will continue until November 15, 2013. The operating period may be extended to November 15, 2015 only with the consent of the majority of Units held by our Limited Partners. At the end of our operating period, the General Partner will begin an orderly liquidation of our properties and will distribute the net proceeds from liquidation to our Partners. If our General Partner does not diligently pursue the liquidation of our properties at the end of our operating period, it will forfeit its $800,000 investment in Units.

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Equity Allocation

As of December 31, 2010, approximately 55% of our portfolio was invested in existing commercial shopping centers, primarily multi-tenant properties and mixed-use properties. Approximately 45% of our portfolio is invested in the development and redevelopment of commercial shopping centers, consisting primarily of multi-tenant and mixed-use developments. However, if our General Partner determines that the risk/return profiles of the development investment activities or the acquisition of existing retail centers dramatically improves or declines, our General Partner may reallocate our investment capital to account for changes in such profiles.

As we make additional investments, we will seek to avoid tenant concentration in one industry by pursuing properties with tenants representing a variety of industries. We will also seek to avoid tenant concentration by limiting the size and number of our properties held by a single tenant or brand. We intend to diversify our tenant base so that no single tenant or brand represents more than 15% of our overall gross revenues from our portfolio following the investment of all of the proceeds from the Offering.

Investments in Properties with Operating Histories

We have invested approximately 55% of our portfolio in existing shopping centers leased to high quality tenants, consisting primarily of multi-tenant centers, mixed-use properties and, on a selective basis, free standing single-tenant properties. Of the six properties in which we own an interest, Casa Linda, Shadow Creek Ranch and Village on the Green represent our properties with operating histories. These investments are primarily shopping centers that are grocery-anchored, strip center, mixed-use or lifestyle properties whose tenants consist of national, regional and local retailers. Our grocery-anchored shopping centers are anchored by an established grocery store operator in the region. Our other shopping centers are typically leased to national and regional tenants, as well as a mix of local and value retailers. Our lifestyle centers are typically anchored by a combination of national and regional tenants that provide customer traffic and tenant draw for specialty and restaurant tenants that support the local consumer. We also own shopping centers that are leased to national drug stores, national restaurant chains, national value-oriented retail stores and other regional and local retailers.

The majority of our properties are either leased directly to or guaranteed by the lessee’s parent company, not just the operator of the individual location, and are in areas of substantial retail shopping traffic. Our strategy is to acquire properties that attract tenants that provide basic staples and convenience items to local customers. We believe that sales of these items are less sensitive to business cycle fluctuations than higher priced retail items.

Development and Redevelopment Properties

We have invested approximately 45% of our portfolio in development and redevelopment properties, either directly or indirectly through joint ventures. Of the six properties in which we own an interest, we have initiated plans to redevelop Woodlake Square and Woodlake Pointe. Cambridge Holcombe consists of vacant land located in the Texas Medical Center in Houston, Texas, and we are in the initial stages of planning this property’s development. The amount of equity committed to development and redevelopment projects is generally 25% to 100% of the total cost of the project, with the remaining costs being funded through lines of credit, construction financing or other property level mortgage financing. Throughout the development process, we work closely with local development partners.

We are currently redeveloping Woodlake Square, and we plan to redevelop Woodlake Pointe. We are also in the initial stages of planning the development of Cambridge & Holcombe. It is likely that these properties will become mixed-use developments which may include office, residential, entertainment and hospitality components. It is possible that our future investments will have mixed-use components as well. Our General Partner will analyze the market surrounding each mixed-use development to determine the optimal mix of retail to non-retail components. We seek to develop properties in locations that provide limited competition, quality demographics and strong market fundamentals. We intend to commence the leasing process before construction of a particular development property.

Our General Partner may hire a general contractor to provide construction and construction management services for each of our development and redevelopment projects. The general contractor will be entitled to fees for providing these services, and these fees may be paid on a fixed price basis or a cost plus basis. AmREIT Construction Company, an affiliate of our General Partner, has historically provided construction and construction management services for many of our development and redevelopment projects. During 2008, AmREIT Construction Company ceased providing these services. We may engage in the future AmREIT Realty Investment Corporation (“ARIC”), also an affiliate of our General Partner, for construction management services. In these cases, such services will be provided on terms and conditions no less favorable to us than can be obtained from independent third parties for comparable services in the same location.

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Each of our development and redevelopment projects has and will have a project manager assigned to ensure all necessary functions are performed. The project manager is responsible for coordinating all phases of the project, including the feasibility study of each project prior to the commencement of development and much of the pre-development work. Each development will also have a construction manager who is responsible for coordinating all the outsourced trades including architectural, engineering, environmental, and construction contractors. The construction manager will be an employee of ARIC in the event that ARIC is providing construction management services to a development project. The project and construction managers will be jointly responsible for the preparation and adherence to the development budgets. Capital inflows and outflows are carefully tracked and compared against budgets. Actual costs versus budget reports will be prepared on a monthly basis for review by various parties including the development team, management team and lenders. The project and construction managers will work in unison to ensure each project is built within budget and on a timely basis.

We may place our capital at-risk in certain situations to secure land our General Partner deems suitable for development. We will utilize methods such as purchase agreements and options to tie-up development properties. Such commitments may not necessarily result in the eventual acquisition of a land site, as we may elect to forfeit funds after completing our due diligence.

Location of Properties

We seek investments in properties located throughout the United States, with a primary focus on markets with increasing population growth and urban density. As a result of our General Partner’s experience in developing, acquiring and managing retail real estate in metropolitan Texas markets, each of the six properties in which we currently own an interest is located in Texas. The economies of the Texas metropolitan markets where we own properties will have a significant impact on our cash flow and the value of our properties. Although a downturn in the economies of these metropolitan areas could adversely affect our business, general retail and grocery anchored shopping centers that provide necessity-type items tend to be less sensitive to macroeconomic downturns.

Although we intend to invest only in properties in the United States, we are not prohibited from making investments in foreign countries that meet our investment criteria.

Investment Decisions

Our General Partner uses commercially reasonable efforts to present to us suitable investments consistent with our investment objectives and policies. In pursuing our investment objectives and making investment decisions for us, our General Partner considers relevant real estate property and financial factors, including the location of the property, its suitability for any development contemplated or in progress, its income-producing capacity, the prospects for long-range appreciation, liquidity and tax considerations. Moreover, to the extent feasible, our General Partner strives to select a diversified portfolio of properties in terms of type of property and industry of the tenants, although the number and mix of properties acquired will largely depend upon real estate and market conditions and other circumstances existing at the time properties are acquired.

Prior to acquiring a property, our General Partner undertakes an extensive site review. Our General Partner also typically undertakes a long-term viability and market value analysis, including an inspection of the property and surrounding area by an acquisition specialist and an assessment of market area demographics, consumer demand, traffic patterns, surrounding land use, accessibility, visibility, competition and parking. Our General Partner may also take additional actions to evaluate the property, including without limitation, the following:


	•	obtaining an independent appraisal of the property;

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	•	obtaining an independent engineering report of the property’s mechanical, electrical and structural integrity (sale/leaseback properties only);

	•	conducting an investigation of title;

	•	evaluating both the current and potential alternative uses of the property; and

	•	obtaining an independent Phase I environmental site assessment.

Our General Partner is not required to obtain an appraisal in connection with an acquisition, although it is anticipated that if third-party financing is being provided by a commercial lender, such lender will obtain an independent appraisal.

Real Estate Fundamentals

Our General Partner believes that sound real estate fundamentals will allow us to attract the best tenants and produce the best results for our real estate portfolio. Our General Partner believes that factors such as corner locations, high automobile traffic counts, high populations, high household incomes and limited opportunities for competition produce favorable conditions for the success of the tenant and the retail property. Each of our current investment properties possesses these characteristics. Corner locations traditionally offer favorable access because these locations can access traffic in all directions. High traffic passing a retail property provides maximum exposure for retail tenants. A dense population base surrounding a retail property provides a large consumer base for a tenant’s business. Areas that have high household income have more disposable income that is affected less by economic cycles. Locations that have few opportunities for new retail properties offer a limited supply of space and thus have the best likelihood of growing rental rates. Although a shopping center seldom offers all of these factors, our General Partner will use these criteria to measure the quality and relative value of opportunities relative to others in evaluating each proposed real estate investment.

Our General Partner also believes that its ability to obtain locations near national commercial tenants such as Wal-Mart, Home Depot and Target, which are major traffic generators for other commercial tenants, should enable us to attract brand name, high quality tenants.

Tenant Quality and Monitoring

We seek to attract high quality tenants for our properties. A tenant will be considered “high quality” if at the time of leasing, the tenant has a regional or national presence, operating history of 10 or more years and a net worth in excess of $50 million. When available, our General Partner will rely on national credit rating agencies such as Standard & Poor’s to assist in such determination. If public data is not available, our General Partner will rely on its experience, its own credit analysis and resources provided by its lenders to qualify a prospective tenant.

If a tenant has a public debt rating, we will seek tenants that have: a debt rating by Moody’s of Baa3 or better or a credit rating by Standard & Poor’s of BBB- or better; or a guaranty for its payments under the lease by a guarantor with a debt rating by Moody’s of Baa3 or a credit rating by Standard & Poor’s of BBB or better.

Moody’s ratings are opinions of future relative creditworthiness incorporating an evaluation of franchise value, financial statement analysis and management quality. The rating given to a debt obligation describes the level of risk associated with receiving full and timely payment of principal and interest on that specific debt obligation and how that risk compares with that of all other debt obligations. The rating therefore measures the ability of a company to generate cash in the future. Standard & Poor’s assigns a credit rating both to companies as a whole and to each issuance or class of a company’s debt. A Standard & Poor’s credit rating of BBB-, which is the lowest investment grade rating given by Standard & Poor’s, is assigned to companies or issuances that exhibit adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the company to meet its financial commitments.

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Net Leases

We typically enter into net leases with our tenants. “Net leases” are leases that typically require tenants to pay all or a majority of the operating expenses, including real estate taxes, special assessments and sales and use taxes, utilities, insurance and building repairs related to the property, in addition to the lease payments. There are various forms of net leases, typically classified as triple net, double net and bondable. Triple net and bondable leases typically require the tenant to pay all costs associated with a property in addition to the base rent and percentage rent, if any. Double net leases typically hold the landlord responsible for the roof and structure of the building while the tenant is responsible for all remaining expenses associated with the real estate. Since each lease is an individually negotiated contract between two or more parties, each contract will have different obligations for both the landlord and tenant. Many large national tenants have standard lease forms that generally do not vary from property to property, and we will have limited ability to revise the terms of leases to those tenants.

Our properties have tenants with varying lease terms. We have acquired interests in properties under which the lease terms have partially run. We evaluate the lease term risk based on criteria such as whether the property is in an attractive location, difficult to replace or has other significant favorable real estate attributes. The leases for our properties generally require our tenants to pay a predetermined annual base rent. Some of these leases contain provisions that increase the amount of base rent payable at points during the lease term and/or percentage rent that can be calculated by a number of factors. In addition, these leases generally require that each tenant pay the cost of the liability insurance covering the property or provide such coverage. The third-party liability coverage will insure, among others, us, our General Partner, and any entity formed by us to hold the property. The leases for our properties generally require that each tenant obtain, at its own expense, property insurance naming the above parties as an insured party for fire and other casualty losses in an amount that generally equals the full replacement value of such property. Our tenants are generally required to obtain our General Partner’s approval of all such insurance.

Ownership Structure

For our investments where we are the sole owner, we generally acquire, directly or indirectly, fee simple interests in the property. We may also acquire leasehold interests in real property subject to long-term ground leases. Our General Partner and its affiliates may purchase future investments in their own names or in entities that they control, assume loans in connection with the purchase of properties and temporarily hold title to properties for the purpose of facilitating the acquisition of properties by us.

For our future investments, we may continue to acquire properties through joint ventures, or we may acquire, directly or indirectly, (1) fee simple interests in owned real property and (2) leasehold interests in real property subject to long-term ground leases. We may in the future acquire individual properties or portfolios of properties. Our General Partner and its affiliates may purchase properties in their own name or in entities that they control, assume loans in connection with the purchase of properties, and temporarily hold title to properties for the purpose of facilitating the acquisition of properties by us. Our General Partner and its affiliates may also borrow money or obtain financing and complete construction of properties.

For our future investments in development properties, we may enter into arrangements with the seller or developer, provided that the property is pre-leased to a high quality tenant. In these cases, we will be obligated to purchase the property at the completion of construction, provided that the construction conforms to definitive plans, specifications and costs approved in advance by our General Partner. We will receive a certificate of an architect, engineer or other appropriate party, stating that the property complies with all plans and specifications. If renovation or remodeling is required prior to the purchase of a property, our General Partner expects to pay a negotiated maximum amount upon completion.

We may enter into sale and leaseback transactions, under which we will purchase a property and lease the property back to the seller.

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Joint Ventures

As of December 31, 2010, we owned interests in five properties through joint ventures with affiliates of our General Partner and non-affiliates. The joint ventures are structured as limited partnerships, in which we own interests. Each of these limited partnerships owns one of the five underlying properties. Each general partner is responsible for establishing policies and operating procedures with respect to the business and affairs of the underlying property. However, we and each of our joint venture partners must approve all significant decisions involving the properties, including decisions involving acquisitions and dispositions of properties, refinancing, operational budgets and significant capital improvements.

We may invest in additional properties through joint ventures with third-party developers and real estate investors, including our General Partner, its affiliates and entities owned or managed by its affiliates. Such joint ventures may include investments in limited liability companies or other co-ownership arrangements whose purpose is the acquisition or improvement of the properties. Our General Partner and its affiliates may provide services to the joint venture, including, but not limited to, acquisition, development, management, leasing and/or real estate disposition services. Our current joint venture investments contain, and we will not enter in future joint venture investments unless they contain, the following features:


	•	our right either to approve significant decisions of the joint venture or to control operations of the joint venture, subject to the right of the joint venture partner to approve sales or refinancing;

	•	the total compensation paid by us and the joint venture to our General Partner and its affiliates in connection with a joint venture will not exceed the compensation which would be permissible under the Partnership Agreement if we owned 100% of the joint venture;

	•	no duplication of joint venture costs and expenses or of costs and expenses relating to the joint venture business, including organization and syndication expenses, acquisition and development costs; and

	•	any purchase, sale or financing transactions between the joint venture partner and our General Partner or its affiliates must be on terms, which are commercially reasonable and comparable to those relating to transactions between unrelated parties.

Our investments in Casa Linda Plaza, Woodlake Square, Woodlake Pointe and Shadow Creek Ranch were made through joint ventures with affiliates of our General Partner. For any future investment with our General Partner, its affiliate, or an entity owned or managed by an affiliate, our General Partner or the managing member, largest shareholder, general partner or other controlling or majority owner of the affiliate or such other entity may contribute capital to the joint venture on the same terms and conditions as us. Allocable profits in a joint venture will be calculated based on the sum of net sale proceeds from the sale of a property (after repayment of debt) plus reserves less capital contributions of each joint venture partner plus actual origination and carrying costs of the additional financing incurred in connection with such property. Distributions will be pro rata to the joint venture partners based on their aggregate capital contributions.

Our General Partner or its affiliate may form another partnership or other investment vehicle with essentially the same investment objectives as us and such entity may acquire properties through a joint venture. Such other entities may have as investors controlling persons or other former and current investors in programs sponsored by affiliates. The terms and conditions upon which persons become investors in such other entities may differ from our terms and conditions.

Disposition Policies

Operating Period Dispositions

During our operating period, our General Partner intends to hold our properties until such time as a sale or other disposition appears to be advantageous to achieve our investment objectives or until it appears that such objectives will not be met. We have not yet sold any of our investments in properties. Our General Partner anticipates an average holding period for Actively Managed properties of 12 to 48 months, recognizing that certain projects may have a shorter or longer holding period. When deciding whether to sell properties during our operating period, our General Partner will consider factors such as potential capital appreciation, cash flow, the availability of other attractive investment opportunities and federal income tax considerations.

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Reinvestment of Net Sales Proceeds

During our operating period, our General Partner intends to reinvest the net sales proceeds generated from the sale of our Actively Managed properties. In making the determination of whether to reinvest the net proceeds from a particular sale, our General Partner will first determine whether we have adequate cash flow to support the anticipated monthly distribution to our Limited Partners. Second, our General Partner will determine if there are sufficient reserves to pay the special tax distribution to our Limited Partners at the end of the year.

Liquidation Period Dispositions

Our General Partner will in good faith actively market for sale all of our properties other than those in the development or redevelopment stage and commence an orderly Partnership liquidation on or before November 15, 2013. Properties in the development or redevelopment stage at the end of the operating period will be marketed for sale upon completion. The operating period may be extended to November 15, 2015 with the consent of Limited Partners owning a majority of the outstanding Units. If our General Partner does not take all commercially reasonable efforts to diligently pursue the portfolio sale and liquidation on our behalf as described above, it shall forfeit its $800,000 investment in our Units.

Once our General Partner has marketed for sale all of our properties, it may take months or years for our General Partner to sell all of our properties and wind up our operations. In connection with the sale of a property, we may take purchase money obligations secured by a mortgage on the property as partial payment, thereby delaying any distribution of sale proceeds to our Limited Partners over the term to maturity of such obligations. The terms of payment to be accorded by us will be affected by custom in the area in which the property is located and the then-prevailing economic conditions.

AmREIT’s Purchase Rights

We have granted AmREIT a limited right of first refusal to purchase our wholly-owned properties that our General Partner determines are in our best interests to sell. For properties we own through a joint venture, we will grant AmREIT this right of first refusal, subject to the approval of our joint venture partners. If our General Partner determines that it is in our best interests to sell one of our properties, our General Partner will notify AmREIT of our desire to sell such property. AmREIT will then have 30 days to determine whether to pay the market value to acquire the property for itself. To determine the market value of a property, both AmREIT and we, at our own cost and expense, shall appoint a real estate appraiser with at least five years full-time commercial appraisal experience and who is a member of the Appraisal Institute (MAI designation). If either of us fails to appoint an appraiser, the single appraiser appointed shall be the sole appraiser and shall determine the market value. Each appraiser shall conduct an independent appraisal of the property within 30 days after the two appraisers are appointed. If the appraised values are within five percent of each other, the market value of the property shall be the mean of the two appraisals. If the two appraisals are more than five percent apart, a third appraiser meeting the qualifications stated above and independent from each party shall be appointed by the existing appraisers. Each of the parties shall bear one-half of the cost of the third appraiser. Within 30 days after its selection, the third appraiser shall complete its appraisal of the property. Upon completion of the third appraisal, if the low appraisal and/or the high appraisal are/is more than five percent lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one appraisal is disregarded, the remaining two appraisals shall be added together and their total divided by two, with the resulting quotient being the market value. If both the low appraisal and the high appraisal are disregarded as stated above, the middle appraisal shall be the market value. AmREIT will have 10 business days after the final determination of market value to elect to purchase the property.

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If AmREIT agrees to pay the market value for a property, as determined above, we will sell the property to AmREIT. If AmREIT declines to acquire a property or fails to notify us of its intent to acquire a property within the requisite time periods, then we will market the property to third parties.

Marketing

Our General Partner believes that relationships and networking are the two primary components of marketing properties for sale. Our General Partner will use its in-house staff along with its relationships with key commercial brokers across the country to sell our properties.

Leverage

Our investments in Casa Linda Plaza, Woodlake Square, Woodlake Pointe and Shadow Creek Ranch were made by our contributing equity to joint ventures. The Casa Linda Plaza, Woodlake Square and Shadow Creek Ranch joint ventures used leverage to acquire their properties. Likewise, we acquired Village on the Green through a combination of equity and the assumption of debt in place at the time of acquisition. Our investment in Cambridge Holcombe was made by our contributing equity to a joint venture, which in turn, acquired Cambridge Holcombe using cash proceeds from our equity contribution and the equity contribution of our joint venture partner. We later financed a portion of this acquisition through the placement of debt with a third-party lender. For our future investments in properties with operating histories, we intend to continue to leverage our investments in these properties using traditional, commercial real estate lending sources, as underwritten by our General Partner and the lender.

We may finance the acquisition of future properties with new financing or assumption of existing indebtedness. We may incur secured or unsecured indebtedness at any time during our term. We may refinance a property after it has increased in value or when more favorable terms are available. Refinancing may permit us to retain such property and at the same time generate distributions to the Partners, enable us to engage in renovation or remodeling activities, or to make further acquisitions. We may incur debt for expenditures related to the properties, including to facilitate the sale or to pay for capital expenditures. There is no fixed limit on the term of any particular borrowing or the amount thereof. Generally, we may not incur indebtedness (or any refinancing thereof) to acquire or improve properties in an amount greater than 75% of our cash and cash equivalents plus the market value of our portfolio based on a cap rate approach applied to the net operating income of the property, with a target of 60% of the value of our assets. No assurance can be given as to the future availability of credit, the amount or terms thereof, or the restrictions that may be imposed on our future borrowings by lenders. The terms of our loans may require the properties to be held by special purpose entities whose controlling interest must be held by a corporation.

We may borrow money from AmREIT or its affiliates if our General Partner, in the exercise of its fiduciary duties, determines that the transaction is on terms that are fair and reasonable and no less favorable to us than comparable loans between unaffiliated parties.

Other Investments

We currently own interests in five properties through joint ventures. We may invest in other entities that own real estate, including in connection with joint ventures. We make these investments when our General Partner considers it more efficient to acquire an entity owning such real property rather than to acquire the properties directly. We have and may continue to acquire less than all of the ownership interests of such entities if our General Partner determines that such interests are undervalued and that a liquidation event in respect of such interests are expected within our operating period.

To the extent our General Partner determines it is in our best interest, due to the state of the real estate market, in order to diversify our investment portfolio or otherwise, our General Partner may make or invest in mortgage loans. We currently do not own any interests in mortgage loans. The criteria for investing in mortgage loans will be substantially the same as those involved in its investment in properties. Our Partnership Agreement limits our investment in mortgage loans to no more than 20% of the net proceeds from the Offering, unless the maximum allocation is increased by our General Partner with the consent of the Limited Partners owning a majority of the outstanding Units.

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Our Partnership Agreement prohibits us from investing in securities of other issuers, except for permitted temporary investments pending utilization of our funds to acquire properties and except for investments in joint ventures and similar co-ownership arrangements, unless otherwise agreed to by Limited Partners holding a majority of the outstanding Units.

Our General Partner invests our reserves and other available funds not committed to investments in properties in United States government securities, securities issued and fully guaranteed by United States government agencies, securities issued and fully guaranteed by states or municipalities, certificates of deposit and time or demand deposits in commercial banks, bankers’ acceptances, savings and loan association deposits or deposits in members of the Federal Home Loan Bank System, or money market instrument funds.

Conflicts of Interest

Our General Partner is subject to various conflicts of interest arising out of its relationship with us, the Limited Partners and AmREIT. Our General Partner and its affiliates have and will continue to try to balance our interests with their duties to other AmREIT-sponsored programs. However, to the extent that our General Partner or its affiliates take actions that are more favorable to other entities than to us, these actions could have a negative impact on our financial performance and, consequently, on distributions to our Limited Partners. Some of these conflicts are described below.

Limited Financial Resources

Our General Partner has no assets other than its general partner interest in us and its investment in our Units. In the event we have substantial capital needs, our General Partner will not have sufficient financial resources to satisfy these needs. In addition, AmREIT, the parent of our General Partner, has substantial financial obligations related to its properties and its interest in other programs and may not be able to provide us financial assistance in the event we have capital needs.

Interests in Other Real Estate Programs

AmREIT sponsors and manages real estate programs and ventures. The existing entities that our General Partner manages that have similar investment objectives and that may compete with us are AmREIT Income & Growth Fund, Ltd., AmREIT Monthly Income & Growth Fund, Ltd., AmREIT Monthly Income and Growth Fund II, Ltd., AmREIT Monthly Income and Growth Fund III, Ltd. and AmREIT, which we collectively refer to as the Similar AmREIT Programs. In addition to identifying, originating and effecting property acquisitions and development projects for us, our General Partner and its affiliates will continue to acquire and develop real estate for the account of other affiliated and unaffiliated investors. Conflicts of interest with our General Partner may arise in its allocating opportunities between us and other programs, particularly where our General Partner’s profit or loss interest in such other investment is different than our General Partner’s interest in the Partnership.

Conflicts of interest may also arise in connection with our General Partner’s responsibilities to us and the responsibilities of its affiliates to other entities. For example, conflicts of interest could arise in management’s allocation of its time and access to resources, such as financing, goods, material or labor, or in connection with its access to the leasing or resale markets, particularly during times these resources are scarce or in short supply. Conflicts could also result in the selection and marketing of projects if shortages of properties, materials or labor are insufficient causing market demands to require our General Partner’s management to allocate project opportunities between us and its affiliates.

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Because the management of our General Partner manages other investment funds and entities with similar investment strategies, including AmREIT, competition for properties will create a conflict of interest. Management expects to manage this conflict by providing a pipeline of real estate projects and opportunities to support all of its activities. All potential development and acquisition opportunities will initially be presented to AmREIT. If AmREIT elects not to make the investment, our General Partner’s management will determine which of the entities that it advises, including us, would be most appropriate to make the proposed investment. To determine which entity should make the investment, management will first evaluate the investment objectives of each investment fund and determine if the opportunity is suitable for each fund. If the proposed investment is appropriate for more than one fund, management will then evaluate the portfolio of each fund, both in terms of geographic diversity and tenant concentration, to determine if the investment is most suitable to one fund. If the geographic diversity and tenant concentration analysis is not determinative, management will allocate the property to the fund with uncommitted funds available for the longest period of time. Our General Partner’s management may also allow multiple investment funds to enter into joint ventures for the purchase or acquisition of a property.

Competition for Management Services

Our General Partner’s management is engaged in substantial activities apart from our business, including their duties to similar AmREIT programs. As such, they will devote only so much of their entire time to our affairs as is reasonably required in their judgment, and they could have conflicts of interest in allocating their time between us and other entities. Our General Partner believes that it has sufficient staff to fully discharge its responsibilities to us.

Leasing Agents

Our General Partner retains the services of affiliated leasing agents to lease the properties in which we have invested. Because these leasing agents provide similar services to affiliates of our General Partner, including AmREIT, they face conflicts of interest if they are seeking to lease our properties and similar properties of its affiliates at the same time. In such an event, the affiliated leasing agent will seek to mitigate any potential conflict by presenting a potential tenant with all of the available properties, so that the potential tenant can select the property with the size, rent, location and other characteristics most suitable to its needs.

Properties

We rely on our General Partner and its affiliates in the selection, management and sale of the properties and do not have independent representation in this regard. Conflicts of interest could arise in connection with any interests affiliates of our General Partner may have in a particular property, including interests it may have as an affiliate of AmREIT in connection with any sale of a property to AmREIT, and those of the Limited Partners in operating the Partnership.

Sale of Properties

Our General Partner actively manages our Actively Managed properties during the operating period. During the operating period, our General Partner will sell our properties from time to time to third-party real estate investors. Our General Partner may receive compensation in the form of a brokerage commission for the work performed in the sale of the properties. Because there is potential for our General Partner to earn a brokerage commission on each property sale, there is a conflict of interest in that our General Partner may sell a property simply to earn a brokerage commission, even if it is not in our best interest or the best interest of the Limited Partners.

No Arm’s-Length Agreements

The compensation payable to our General Partner and its affiliates has not been determined by arm’s-length negotiations. Also, a significant portion of this compensation is payable irrespective of the quality of the services provided or our success or profitability. There is no assurance that the amounts or terms of such compensation will not exceed that which would be paid to unrelated persons under similar circumstances in arm’s-length transactions.

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AmREIT’s Interests in Other Programs

AmREIT, our General Partner’s parent, engages for the account of others in other business ventures involving real estate development and investment. Moreover, AmREIT or its affiliates, including our General Partner, may in the future serve as management for the general partner of other companies or ventures, and acquire, develop and operate real estate-related activities in the same areas as ours for their own account. Neither we nor any Limited Partner will be entitled to any interest in such other ventures.

Transactions with Affiliates

We may, from time to time, sell some of our properties to AmREIT. As a result of the inherent conflict in such a sale, we will only sell a property to AmREIT if it agrees to pay the market value or the amount of a bona fide final third-party offer for that property. See “Item 1. Business – Disposition Policies – AmREIT’s Purchase Rights” for a more detailed description of AmREIT’s rights. In addition, we may borrow money from AmREIT or its affiliates. Although our General Partner will only approve an affiliated borrowing transaction if, in the exercise of its fiduciary duties, it determines that the terms are fair and reasonable and no less favorable to us than comparable loans between unaffiliated third parties, our General Partner could face conflicts of interest in connection with such a transaction that may not be resolved in the best interests of our Limited Partners.

In the event our General Partner or its affiliates receive compensation from us for any additional services performed on our behalf, such services will only be provided on terms and conditions no less favorable to us than can be obtained from independent third parties for comparable services in the same location. Such services may include, but are not limited to, leasing coordination fees, construction and construction management fees, including in connection with renovation and remodeling, and tax appeal fees. The fees for such services, if provided by affiliates, will be separately itemized and retained in our records.

Affiliated Property Manager and Construction Manager

ARIC performs property management services for all of the properties in which we have an interest, other than Cambridge Holcombe, and may provide property management services for properties in which we acquire an interest in the future. ARIC is a wholly owned subsidiary of AmREIT and the officers of our General Partner are also officers of ARIC. As a result, we might not always have the benefit of independent property management to the same extent as if our General Partner and the property manager were unaffiliated. In addition, given that ARIC is an affiliate of our General Partner, our agreements with ARIC are not negotiated at arm’s-length, as they would between unrelated parties.

AmREIT Construction Company, an affiliate of our General Partner, has historically provided construction and construction management services for certain of our development and redevelopment projects. AmREIT Construction Company provided construction management services for the redevelopment of our Casa Linda Plaza property in 2009. AmREIT Construction Company has ceased providing general contracting services. We may engage ARIC, also an affiliate of our General Partner, in the future for construction management services. As a result of us using AmREIT Construction Company for these services, we did not have the benefit of independent construction management to the same extent as if AmREIT Construction Company had been unaffiliated. Because ARIC is an affiliate of our General Partner, we do not have the benefit of arm’s-length negotiation of any contracts we enter into with ARIC that would apply between unrelated parties.

Lack of Separate Representation

Our legal counsel acts and may in the future act, as counsel to us, our General Partner, AmREIT and certain of our respective affiliates. There is a possibility that in the future, the interests of the various parties may become adverse, and under the Code of Professional Responsibility of the legal profession, our counsel may be precluded from representing any one or all of such parties. In the event that a dispute were to arise between us, our General Partner, AmREIT or any of our respective affiliates, separate counsel for such matters will be retained as and when appropriate.

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Tax Matters Partner

Our General Partner serves as our tax matters partner and in the event of an audit of our federal income tax returns by the Internal Revenue Service (“IRS”) it is possible that the interests of our General Partner in such an audit could become inconsistent with or adverse to the interests of the Limited Partners. Our expenses in contesting any such audit may reduce the amount of cash available for distribution. Further, our General Partner, who is primarily responsible for contesting federal income tax adjustments proposed by the IRS, may be subject to various conflicts of interest in connection with the negotiation and settlement of issues raised by the IRS in a federal income tax audit.

Employees

We have no employees. Our affairs are managed by our General Partner, and our General Partner and its affiliates provide services to us related to acquisitions, property management, accounting, investor relations and other administrative services. We are dependent upon our General Partner and its affiliates for these services.

See “Item 13. Certain Relationships and Related Transactions, and Director Independence” for a discussion of our compensation arrangements.

Insurance

We believe that the properties in which we own an interest are adequately insured.

Competition

As we purchase properties for our portfolio, we are in competition with other potential buyers, including the Similar AmREIT Programs, for the same properties. As a result, we may either have to pay more to purchase the property than we would if there were no other potential acquirers or locate another property that meets our investment criteria. Although our existing retail properties have an average occupancy of 77% and we have acquired, and intend to continue to acquire, properties subject to existing leases, the leasing of real estate is highly competitive, and we may experience competition for tenants from owners and managers of competing projects. As a result, we may have to provide free rent, incur charges for tenant improvements, or offer other inducements, or we might not be able to timely lease the space, all of which may have an adverse impact on our results of operations. At the time we elect to dispose of our properties, we will also be in competition with sellers of similar properties to locate suitable purchasers for their properties.

Concentration of Credit Risk

As of December 31, 2010, we had approximately $400,000 invested in a government security money market account. Such amounts are readily convertible into cash for use in our operations.

We have geographic concentration in our property holdings. In particular, as of December 31, 2010, all of our properties were located in Texas. We have tenant concentration in our properties. Rental income generated from Paesano’s Restaurant represents 11% of our 2010 base rents.

Compliance with Governmental Regulations

Under various federal and state environmental laws and regulations, as an owner or operator of real estate, we may be required to investigate and clean up certain hazardous or toxic substances, asbestos-containing materials, or petroleum product releases at our properties. We may also be held liable to a governmental entity or to third parties for property damage and for investigation and cleanup costs incurred by those parties in connection with the contamination. In addition, some environmental laws create a lien on the contaminated site in favor of the government for damages and costs it incurs in connection with the contamination. The presence of contamination or the failure to remediate contaminations at any of our properties may adversely affect our ability to sell or lease the properties or to borrow using the properties as collateral. We could also be liable under common law to third parties for damages and injuries resulting from environmental contamination coming from our properties.

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All of our properties are acquired subject to satisfactory Phase I environmental assessments, which generally involve the inspection of site conditions without invasive testing such as sampling or analysis of soil, groundwater or other media or conditions; or satisfactory Phase II environmental assessments, which generally involve the testing of soil, groundwater or other media and conditions. Our General Partner may determine that we will acquire a property in which a Phase I or Phase II environmental assessment indicates that a problem exists and has not been resolved at the time the property is acquired, provided that (A) the seller has (1) agreed in writing to indemnify us and/or (2) established an escrow account with predetermined funds greater than the estimated costs to remediate the problem; or (B) we have negotiated other comparable arrangements, including, without limitation, a reduction in the purchase price. We cannot be sure, however, that any seller will be able to pay under an indemnity we obtain or that the amount in escrow will be sufficient to pay all remediation costs. Further, we cannot be sure that all environmental liabilities have been identified or that no prior owner, operator or current occupant has created an environmental condition not known to us. Moreover, we cannot be sure that (1) future laws, ordinances or regulations will not impose any material environmental liability or (2) the current environmental condition of our properties will not be affected by tenants and occupants of the properties, by the condition of land or operations in the vicinity of the properties (such as the presence of underground storage tanks), or by third parties unrelated to us.

ITEM 1A. RISK FACTORS.

Not applicable.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

None.

ITEM 2. PROPERTIES.

Overview

During the period from October 10, 2006 (inception) through December 31, 2010, we acquired interests in six properties. We directly own one property and have investments in five properties through joint venture arrangements. We have included a description of the types of real estate in which we have invested and will invest, and a summary of our investment policies and limitations on investment and the competitive conditions in which we operate under “Item 1. Business” above. We believe our properties are suitable for their intended use and are adequately insured.

As of December 31, 2010, we owned interests in the following properties, all of which are located in Texas:


Property	Location	Square Footage	Percentage Leased		Annualized Base Rent(1)		Percentage of Total Annualized Base Rent
Casa Linda Plaza (2)	Dallas	324,569	72	%	$	3,293,000	28	%
Woodlake Square (2) (5)	Houston	205,522	62			1,564,000	13
Woodlake Pointe (3)(7)	Houston	82,120	100			216,000	2
Cambridge Holcombe (2) (4)	Houston	—	—			—	—
Shadow Creek Ranch (2) (6)	Houston	624,013	80			6,045,000	51
Village on the Green	San Antonio	36,306	92			662,000	6
Total		1,272,530			$	11,780,000	100	%


(1)	Annualized base rent represents base rents in place on leases with rent having commenced as of December 31, 2010 and does not reflect straight-line rent or other adjustments under generally accepted accounting principles.

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(2)	Property is owned through a joint venture that is not consolidated in our financial statements.

(3)	Property is planned for redevelopment.

(4)	Property is vacant land and is planned for development.

(5)	Property is currently under redevelopment.

(6)	Square footage for this property includes 27,000 square feet of undeveloped pad sites, and therefore, represents proposed leasable square footage.

(7)	As of December 31, 2010 this property was occupied by a tenant with a temporary lease.

Description of Our Real Estate Investments

Casa Linda Plaza

On December 8, 2006, through a joint venture arrangement with an affiliate of our General Partner, AmREIT Monthly Income & Growth Fund III, Ltd., we acquired a 50% interest in the Casa Linda Plaza property, a 324,569 square foot retail shopping center located in Dallas, Texas. Our joint venture partner owns the remaining 50% interest in the joint venture. The property was purchased from an unaffiliated third-party. We used proceeds from the Offering and obtained a 7-year mortgage loan with a maturity of January 2014 to fund the acquisition of the Casa Linda Plaza property. The loan was in the amount of $38.0 million, bears an annual interest rate of 5.48% and is interest-only until maturity.

The property was 72% leased at December 31, 2010. Albertson’s is the largest tenant occupying 59,561 square feet with a lease scheduled to expire in July 2016. Additional tenants are Petco, Starbucks, Wachovia, Chili’s, Blockbuster, T-Mobile, and Compass Bank. The property was originally built between 1946 and 1949. During 2008 and 2009, the Casa Linda Plaza property underwent a substantial renovation that has allowed the property to maintain its historical character and prominence in the community, while updating the property’s features. The renovation was completed in April 2009 at a cost of $7.1 million.

Woodlake Square

On August 31, 2007, through a joint venture arrangement with affiliates of our General Partner, AmREIT Monthly Income & Growth Fund III, Ltd. (“MIG III”) and ARIC, we acquired a 40% interest in the Woodlake Square property, a 205,522 square foot retail shopping center located in Houston, Texas. The property was purchased from an unaffiliated third party. We used proceeds from the Offering for our contributed equity and the joint venture obtained a 3-year mortgage loan from Frost Bank to fund the acquisition of the Woodlake Square property.

In June 2008, we acquired an additional investment interest of 20% in the Woodlake Square property from an affiliated entity at its net book value. With the additional 20% investment, we owned a 60% majority interest in this partnership. Our joint venture partners, MIG III and ARIC, owned the other 40% interest in the joint venture.

In July 2010, we and our affiliated joint venture partners on our Woodlake Square property, MIG III and ARIC, entered into a joint venture agreement with a third party on our Woodlake Square property. As part of this transaction, we and our affiliates sold 90% of our interest in the property and retained a 10% ownership interest, which carries a promoted interest in cash flows once an 11.65% preferred return threshold is met on the project. Prior to the transaction, we owned a 60% interest in the property, and we own a 6% interest, post-transaction. We recorded an impairment of approximately $618,000 which has been recorded as impairment in our consolidated statements of operations. The sale generated cash proceeds of approximately $3.4 million (our share was approximately $2.0 million), and we, our affiliated partners, and our third party joint venture partner are responsible for funding our pro rata amount of the redevelopment costs on the project, which are currently estimated to be approximately $8.0 million. Additionally, as part of the transaction, the $23.8 million loan on the property, which was due to mature in September 2010, was paid in full at closing. The new entity in which we now own a 6% interest, VIF II/AmREIT Woodlake L.P., is the borrower on the new $20.9 million loan, which has a 3-year term with two one-year extension options, provided certain conditions are met. We, along with our affiliate, MIG III are joint and several repayment guarantors on the loan. As a result of our reduced ownership interest and decision-making ability, we no longer have a controlling financial interest in the property. In accordance with Accounting Standards Codification (“ASC”) 810, we deconsolidated this property as of the date of the transaction and began accounting for the property under the equity method of accounting.

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Redevelopment of the property began in July 2010 and the total cost of the project is estimated to be $8.0 million. The former Randall’s building has been demolished and the pad site was turned over to Randall’s on time and within budget. The redevelopment is on track to be completed in April 2011. The property was 62% leased at December 31, 2010. Randall’s, the largest tenant, signed a new lease in January 2010 that expires in 2035. Additional tenants are Walgreen’s, Jos. A. Bank Clothiers, Ragin Cajun, and Woodlake Children’s Center.

Woodlake Pointe

On November 21, 2007, through a joint venture arrangement with affiliates of our General Partner, AmREIT Monthly Income & Growth Fund III, Ltd. and ARIC, we acquired a 40% interest in AmREIT Westheimer Gessner, LP, which owns the Woodlake Pointe property, a 82,120 square foot retail shopping center located in Houston, Texas. The property was purchased from an unaffiliated third party. We used proceeds from the Offering for our contributed equity and the joint venture paid cash for the acquisition of the Woodlake Pointe property.

In May 2008, through the same joint venture arrangement with affiliates of our General Partner, AmREIT Monthly Income and Growth Fund III, Ltd. and ARIC, we acquired a 60% interest in a tract of land adjacent to the Woodlake Pointe property. Our joint venture partners own the other 40% interest in the property. The acquisition is accounted for as part of AmREIT Westheimer Gessner, L.P. We used proceeds from the Offering to finance the acquisition.

In June 2008, we acquired an additional investment interest of 20% in the Woodlake Pointe property from an affiliated entity at its net book value. With the additional 20% investment, we own a 60% majority interest in this partnership. Our joint venture partners, AmREIT Monthly Income & Growth Fund III, Ltd. and ARIC, own the other 40% interest in the joint venture.

We are currently evaluating options to redevelop this property. Louis Shanks was our sole tenant during the 2010 period. Because this property is under redevelopment, we recorded rental income as a reduction to the basis of the asset. The Louis Shanks lease represented a temporary lease that expired in January 2011. We are in the anchor leasing stage of development and currently are under letter of intent with a large national fitness tenant for a 45,000 square foot building on the unimproved land and are in discussions with an anchor tenant for the existing building. Phase I of the redevelopment is expected to commence in July 2011.

Cambridge Holcombe

On December 31, 2007, we acquired a 50% interest in the Cambridge Holcombe property through a joint venture arrangement with an unaffiliated third party. This vacant land is located in the Texas Medical Center in Houston, Texas. Our joint venture partner owns the other 50% interest in the joint venture. The property was purchased from an unaffiliated third party. We used proceeds from the Offering for our contributed equity and the joint venture paid cash for the acquisition of the Cambridge Holcombe property. We are in the initial stages of planning this property’s development. 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 which has been recorded as a component of equity in losses from non-consolidated subsidiaries in our consolidated statements of operations. During 2011, the joint venture defaulted on its loan in the amount of $8.1 million which was due to mature in June 2011. The lender currently has the right to foreclose on the property. We are currently in discussions with the lender, and they have indicated preliminarily that they are willing to defer a portion of the interest payments and extend the agreement through April 2012. However, there is no formal agreement in place with the lender to that effect and no assurance can be given that such an agreement will ultimately be consummated.

Shadow Creek Ranch

On February 29, 2008, through a joint venture arrangement with an unaffiliated third party and ARIC, we acquired a 10% interest in the Shadow Creek Ranch property, a 624,013 square foot retail shopping center located in Pearland, Texas. Our joint venture partners own the other 90% interest in the venture. The property was purchased from an unaffiliated third party. We used proceeds from the Offering and obtained a 7-year mortgage loan from Metropolitan Life Insurance Company to fund the acquisition of the Shadow Creek Ranch property. The loan was in the amount of $65.0 million and bears an annual interest rate of 5.48% until its maturity in March 2015.

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The development of the Shadow Creek Ranch shopping center was completed in the first quarter of 2008. Approximately 27,000 square feet of land remains to be developed into pad sites next to the shopping center. The major tenants of the Shadow Creek Ranch property include H-E-B Grocery as the largest tenant occupying 150,615 square feet, Academy Sports & Outdoors, Ashley Furniture, and Hobby Lobby. We acquired this property with the expectation that it would provide a stable stream of rental income once it achieved lease-up.

Village on the Green

On March 25, 2008, through our wholly-owned special purpose entity, AmREIT VOG, LP, we purchased a 100% interest in the Village on the Green property, a 36,306 square foot retail shopping center located in San Antonio, Texas. The property was purchased from an unaffiliated third party. We used proceeds from the Offering and assumed a 10-year mortgage loan in the amount of $6.2 million that bears an annual interest rate of 5.52%, with a maturity of April 2017, to fund the acquisition of the Village on the Green property.

As of December 31, 2010, major tenants of the Village on the Green property include Paesano’s Restaurant as the largest tenant occupying 8,300 square feet, Theo & Herb Designer Shoes, Alamo Heights Pediatrics, and Rouse Dental Office. We acquired this property with the expectation that it would provide a stable stream of rental income. We currently do not have plans to renovate or redevelop the Village on the Green property.

Portfolio Information

The following table shows our five highest tenant industry concentrations for each property in which we own an interest as of December 31, 2010:


Industry	Total Number of Tenants	Annualized Base Rent			Percentage of Total Annualized Base Rent
Specialty Retail	27		$	3,034,000	25.8	%
Dining	31			2,459,000	20.9	%
Grocery	6			1,703,000	14.5	%
Health & Beauty	23			1,068,000	9.1	%
Banking	9			841,000	7.1	%

The following table shows our tenants which occupy 10% or more of the rentable square feet for each property in which we own an interest and the lease expirations of such tenants as of December 31, 2010, assuming no exercise of renewal option or termination rights.


Property	Industry		Rentable Square Feet	Percentage of Total Rentable Square Feet for Property		Year of Lease Expiration
Casa Linda Plaza
Albertson’s		Grocery	59,561	18	%	2016
Woodlake Square
Randall’s Food & Drug		Grocery	56,430	27		2035
Woodlake Pointe
Louis Shanks of Texas (1)		Furniture Retail	82,120	100		2011
Shadow Creek Ranch
H-E-B Grocery		Grocery	150,615	24		2027
Academy Sports & Outdoors		Sporting Goods	85,584	14		2022
Village on the Green
Paesano’s Restaurant		Dining	8,300	23		2014
Alamo Heights Pediatrics		Healthcare	3,900	11		2015


(1)	This property is under development, and this lease represents a temporary lease that expired in January 2011. Because this property is under redevelopment, we recorded rental income as a reduction to the basis of the asset. We are in the anchor leasing stage of development and currently are under letter of intent with a large national fitness tenant for a 45,000 square foot building on the unimproved land and are in discussions with an anchor tenants for the existing building and pads. Phase I of the redevelopment is expected to commence in the middle of 2011.

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The following table shows lease expirations for our two consolidated properties as of December 31, 2010, during each of the next ten years and thereafter, assuming no exercise of renewal options or termination rights.


Year of Lease Expiration	Total Number of Leases		Rentable Square Feet		Annualized Base Rent		Percentage of Total Annualized Base Rent
2011 (1)		7		91,418	$	378,000		43	%
2012		3		4,223		84,000		9
2013		1		1,355		24,000		3
2014		2		9,538		226,000		26
2015		4		9,044		166,000		19
2016		—		—		—		—
2017		—		—		—		—
2018		—		—		—		—
2019		—		—		—		—
2020		—		—		—		—
Thereafter		—		—		—		—
Totals		17		115,578	$	878,000		100	%


	(1)	Includes the expiration of a short term lease with Louis Shanks of Texas for 82,120 square feet at Woodlake Pointe.

The following table shows lease expirations for our four non-consolidated properties as of December 31, 2010, during each of the next ten years and thereafter, assuming no exercise of renewal options or termination rights.


Year of Lease Expiration	Total Number of Leases		Rentable Square Feet		Annualized Base Rent		Percentage of Total Annualized Base Rent
2011		19		45,704	$	786,000		7	%
2012		21		57,332		1,053,000		10
2013		23		104,595		1,324,000		12
2014		11		28,281		662,000		6
2015		20		61,517		1,170,000		11
2016		7		76,235		550,000		5
2017		—		—		—		0
2018		8		25,449		667,000		6
2019		6		44,844		677,000		6
2020		2		8,710		247,000		2
Thereafter		16		409,407		3,765,000		35
Totals		133		862,074	$	10,901,000		100	%

As of December 31, 2010, we have invested substantially all of the net proceeds of the Offering in real properties. We have approximately $1.3 million in cash and cash equivalents to be used for capital expenditures on existing properties or for working capital. As of December 31, 2010, we have not disposed of any property.

ITEM 3. LEGAL PROCEEDINGS.

In the ordinary course of business, we may become subject to litigation or claims. Neither we nor our properties are the subject of any non-routine pending legal proceeding, nor are we aware of any proceeding that a governmental authority is contemplating against us.

ITEM 4. REMOVED AND RESERVED.

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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information and Holders

On November 15, 2006, we commenced the Offering. We closed the offering on March 31, 2008 and, as of that date, we had raised aggregate gross proceeds of approximately $49.7 million through the sale of 1,991 Units to 764 Limited Partners. As of March 31, 2011, we have 1,988 Units outstanding, held by 766 Limited Partners.

There is no established public trading market for our Units. As of December 31, 2010 none of the Units were subject to any outstanding options or warrants, and we had not issued any securities convertible into our Units. The Units, which are “restricted securities” as defined in Rule 144 promulgated by the SEC under the Securities Act, must be held indefinitely unless they are subsequently registered under the Securities Act and any applicable state securities laws or unless, upon the advice of counsel satisfactory to us, the Units are sold in a transaction that is exempt from the registration requirements of such laws. As of December 31, 2010, no Units were eligible for sale under Rule 144 or that we have agreed to register under the Securities Act for sale by Limited Partners and there were no Units that are being, or have been publicly proposed to be, publicly offered by us. No Units have been sold since we closed the Offering on March 31, 2008.

Distributions

The following table shows the distributions to our Limited Partners our General Partner has declared (including the total amount paid and the amount paid on a per Unit basis) from the last two fiscal years ended December 31, 2009 and December 31, 2010:


Period Paid (1)	Total Amount of Distributions Paid		Distribution Per Unit
January 2009		124,436		62.50
February 2009		124,436		62.50
March 2009		124,436		62.50
April 2009		124,436		62.50
May 2009		124,268		62.50
June 2009		124,268		62.50
July 2009		124,185		62.50
August 2009		—		—
September 2009		—		—
October 2009		—		—
November 2009		—		—
December 2009		—		—
January 2010		—		—
February 2010		—		—
March 2010		—		—
April 2010		—		—
May 2010		—		—
June 2010		—		—
July 2010		—		—
August 2010		—		—
September 2010		—		—
October 2010		—		—
November 2010		—		—
December 2010		—		—

Total	$	870,465


	(1)	Distributions were paid 15 days in arrears. Distributions above, paid between January 2008 and July 2009 were declared between December 2007 and June 2009.

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We declared monthly distributions to our Limited Partners at a rate of 7.5% per annum from January 2007 through November 2008. Beginning in December 2008 through June 2009, we declared a distribution of 3.0% per annum on invested capital. We suspended all distribution payments in July 2009, 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. One of our primary business goals is to pay regular (monthly) distributions to our Limited Partners. The source of our distributions has been cash flows from operating activities as well as from our capital-raising activities. The funds we receive from operations that are available for distribution may be affected by a number of factors, including the following:


	•	our operating and interest expenses;

	•	the ability of tenants to meet their obligations under the leases associated with our properties;

	•	our ability to keep the properties in which we have investments leased;

	•	our ability to maintain or increase rental rates when renewing or replacing current leases;

	•	capital expenditures and reserves for such expenditures;

	•	the issuance of additional shares; and

	•	financings and refinancings.

We qualified as a partnership for federal income tax purposes commencing with our taxable year ended December 31, 2006. For income tax purposes, distributions to our Limited Partners are characterized as ordinary income, capital gains, or as a return of a Limited Partner’s invested capital.

Since our inception, we have redeemed three Units. As of June 30, 2009, we suspended all future redemptions of Units.

ITEM 6. SELECTED FINANCIAL DATA.

Not applicable.

ITEM 7. 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. See also “Cautionary Note Regarding Forward Looking Statements” preceding “Item 1. Business.”

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Overview

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, Inc., an SEC reporting, non-traded Maryland corporation that has elected to be taxed as a real estate investment trust (“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.

We derive a substantial portion of our revenue from rental income from our 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 years ended December 31, 2010 and 2009. As of December 31, 2010, our properties had an average occupancy of 77%, and the average debt leverage ratio of the properties in which we have an investment was approximately 60%, with 85% of such debt carrying a fixed rate of interest.

We commenced our principal operations on December 8, 2006 when we acquired our first interest in a property. On January 12, 2007, we accepted subscriptions for 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 December 31, 2010, we directly owned one property comprising 36,000 square feet of gross leasable area and owned joint venture interests in five additional properties comprising 1,237,000 square feet of gross leasable area. As of December 31, 2010, we invested substantially all of the net proceeds of the Offering in real properties. We have approximately $1.3 million in cash and cash equivalents that may be used for capital expenditures on existing properties or for working capital. All of our properties are located in highly populated, suburban communities in Texas.

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 exchange. These Units will be transferable only if we register them under applicable securities laws (such registration is not expected), or if they are transferred pursuant to an exemption under the Securities Act and applicable state securities laws. We do not anticipate that any public market for the Units will develop.

Selecting properties with high quality tenants and mitigating risk through diversifying our tenant base is at the forefront of our acquisition and leasing strategy. We believe our strategy of purchasing premier retail properties in high-traffic, highly-populated areas will produce stable earnings and growth opportunities in future years.

Given the current economic environment we decided to cease distributions beginning July 1, 2009. We will continue to monitor the real estate market to determine if it is in our Partners’ best interest to reinstate dividends at any point in the future. We believe the real estate market will rebound prior to our expected liquidation commencement date in November 2013; however, we will seek to postpone liquidation if we feel it is not in the best interests of the Partners at that time.

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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, accounting for real estate acquisitions, and accounting for derivative financial instruments. 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.

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.

Valuation of Real Estate Assets

We continually monitor events and changes in circumstances that could indicate that the carrying amounts of our real estate assets, including accrued rental income, may not be recoverable through operations. When indicators of potential impairment are present that indicate that the carrying amounts of real estate and related intangible assets may not be recoverable, we assess the recoverability of the assets by determining whether the carrying value of the assets will be recovered through the undiscounted future operating cash flows expected from the use of the assets and their eventual disposition. If impairment is indicated, a loss will be recorded for the amount by which the carrying value of the asset exceeds its estimated fair value. Both the estimated undiscounted cash flow analysis and fair value determination are based upon various factors which 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.

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Investment in Real Estate Assets

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 are required to make subjective assessments as to the useful lives of our depreciable assets. We consider the period of future benefit of the asset to determine the appropriate useful lives. These assessments, which are based on estimates, have a direct impact on net income. 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 life of the lease for tenant improvements and intangible lease costs.

Investment in Non-consolidated Entities

As of December 31, 2010, we had ownership interests in five real estate properties through ownership interests in joint ventures. Although we exercise significant influence over the activities of these properties, we do not have a controlling financial interest in four of the five joint ventures. Accordingly, our joint venture interests in these four properties are reported under the equity method of accounting pursuant to U.S. generally accepted accounting principles. Our joint ventures recognize revenues from rents and tenant reimbursements in the same manner as discussed in the “Revenue Recognition” section above and account for real estate acquisitions in accordance with ASC 805, Business Combinations, as discussed in the “Real Estate Acquisitions” section below.

We review our investments in non-consolidated entities for other-than-temporary impairment. Accordingly, we review the investments held by the underlying investee entities for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets, including 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 investment, with the carrying value of the individual investment. 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 which 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 investment. We have not incurred any impairment losses since our inception on the investments in our non-consolidated entities. However, as discussed in Note 4, our joint venture that holds the Cambridge Holcombe property recorded an impairment during the year ended December 31, 2010. Our portion of such impairment was approximately $2.6 million and was recorded in equity in losses from non-consolidated subsidiaries. No impairment charges were recognized during the years ended December 31, 2009, and 2008.

Valuation of Receivables

We determine an appropriate allowance for the uncollectible portion of tenant receivables and accounts receivable based upon an analysis of balances outstanding, historical payment history, tenant credit worthiness, additional guarantees and other economic trends. Balances outstanding include base rents, tenant reimbursements and receivables attributed to the accrual of straight line rents. Additionally, we consider estimates of the expected recovery of pre-petition and post-petition claims with respect to tenants in bankruptcy in our assessment of the likelihood of collecting the related receivables.

Real Estate Acquisitions

We account for real estate acquisitions pursuant to Accounting Standards Codification (“ASC”) 805, Business Combinations. We expense acquisition costs associated with operating properties as incurred. 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. Accordingly, we allocate the purchase price of the acquired properties to land, building and improvements, identifiable intangible assets and to the acquired liabilities based on their respective fair values. Identifiable intangibles include amounts allocated to acquired above and below market leases, the value of in-place leases and customer relationships, if any.

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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 market leases and in-place lease value are recorded as acquired lease intangibles and are amortized as an adjustment to rental revenue or amortization expense, as appropriate, over the remaining terms of the underlying leases. Below market lease amortization includes fixed-rate renewal periods. Any premiums or discounts on acquired out-of-market debt are amortized to interest expense over the remaining term of such debt.

Derivative Financial Instruments

We account for our derivative financial instruments pursuant to ASC 815, Derivatives and Hedging. ASC 815 requires that all derivative instruments, whether designated in hedging relationships or not, be recorded on the balance sheet at their fair value. Gains or losses resulting from changes in the values of those derivatives are accounted for depending on the use of the derivative and whether it qualifies for hedge accounting. Our use of derivative financial instruments to date has been limited to the use of interest rate swaps to mitigate our interest rate risk on variable-rate debt. We have designated these interest rate swaps as cash flow hedges for financial reporting purposes.

ASC 815 requires that changes in fair value of derivatives that qualify as cash flow hedges be recognized in other comprehensive income (“OCI”) while the ineffective portion of the derivative’s change in fair value be recognized in the statement of operations as interest expense. Upon the settlement of a hedge, gains and losses associated with the transaction are recorded in OCI and amortized over the underlying term of the hedge transaction. We assess, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows of the hedged items. In assessing the hedge, we use standard market conventions and techniques such as discounted cash flow analysis, option pricing models and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

Recently Issued Accounting Pronouncements

In June 2009, the Financial Accounting Standards Board (the “FASB”) amended the consolidation guidance applicable to variable interest entities in ASC 810, Consolidation. The amendments will significantly affect the overall consolidation analysis under FASB Interpretation No. 46(R), Consolidation of Variable Interest Entities–an interpretation of ARB No. 51, and changes the way entities account for securitizations and variable interest entities as a result of the elimination of the Qualified Special Purpose Entity (“QSPE”) concept in Statement of Financial Accounting Standards (“SFAS”) No.166. We adopted the provisions of ASC 810 on January 1, 2010. The adoption of SFAS 167 did not have an effect on our results of operations or financial position.

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Factors Which May Influence Results of Operations

Rental Income

The amount of rental income generated by our properties depends principally on our ability to maintain the occupancy rates of currently leased space and to lease currently available space and space available from unscheduled lease terminations at levels not less than the existing rental rates. Negative trends in one or more of these factors could adversely affect our rental income in future periods.

Scheduled Lease Expirations

During 2011, 79.1% of the total square footage of our consolidated properties is scheduled to expire (89.8% of which is related to the expiration of a short term lease with Louis Shanks of Texas for 82,120 square feet at Woodlake Pointe), and 5.3% of the total square footage of our non-consolidated properties is scheduled to expire. Our leasing strategy for 2011 focuses on negotiating renewals for leases scheduled to expire during the year and identifying new tenants or existing tenants seeking additional space to occupy the square footage for which we are unable to negotiate such renewals.

Results of Operations

We commenced our principal operations on December 8, 2006 when we acquired our first interest in a property. On January 12, 2007 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 on March 25, 2008, 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 December 31, 2010, our investments included a wholly-owned property comprised of approximately 36,000 square feet of gross leasable area, the property in which we owned controlling interest 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 1,154,000 square feet of gross leasable area.

Comparison of the year ended December 31, 2010 to the year ended December 31, 2009

Revenue. Revenue decreased approximately $2.4 million for the year ended December 31, 2010 as compared to the same period in 2009 ($2.5 million in 2010 versus $4.9 million in 2009). The decrease is primarily due to the deconsolidation of Woodlake Square in July 2010. 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 $680,000 for the year ended December 31, 2010 as compared to the same period in 2009 ($987,000 in 2010 versus $1.7 million in 2009). The decrease was primarily due to the deconsolidation of Woodlake Square in July 2010. The decrease was also due to a decrease in property tax expense on Woodlake Pointe. We began capitalizing property taxes on Woodlake Pointe during 2010 as it is planned for a major redevelopment.

Property Management Fees – Related Party. Property management fees – related party decreased $108,000 for the year ended December 31, 2010 as compared to the same period in 2009 ($90,000 in 2010 versus $198,000 in 2009). Property management fees are calculated based on tenant billings, which have decreased due to reduced occupancy rates at Woodlake Square and Woodlake Pointe. The decrease was also due to the deconsolidation of Woodlake Square in July 2010.

Legal and Professional Fees. Legal and professional fees decreased approximately $37,000 for the year ended December 31, 2010 as compared to the same period in 2009 ($223,000 in 2010 versus $260,000 in 2009). The decrease in costs was primarily attributable a decrease in audit-related fees.

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Depreciation and Amortization Expense. Depreciation and amortization expense increased approximately $4.7 million for the year ended December 31, 2010 as compared to the same period in 2009 ($7.6 million in 2010 versus $2.9 million in 2009). This increase was due to the redevelopment of the Woodlake Square property. We reassessed and shortened the estimated useful lives of various buildings consistent with our plan to demolish such buildings as part of the redevelopment. The redevelopment commenced in July 2010 and is on schedule to be completed in April 2011. We deconsolidated this property in July 2010 and, as such, depreciation and amortization of this entity are no longer reported in our consolidated operations.

Impairment. As discussed further in Note 11 to the accompanying consolidated financial statements, we incurred a $618,000 impairment on our investment in the Woodlake Square property in July 2010.

Interest Expense. Interest expense decreased approximately $914,000 for the year ended December 31, 2010 as compared to the same period in 2009 ($854,000 in 2010 versus $1.8 million in 2009). The decrease was primarily due to the deconsolidation of Woodlake Square in July 2010 offset by $260,000 in accumulated other comprehensive gain that was reclassified to and reduced interest expense during 2010 due to the termination of the interest rate swap on Woodlake Square.

Equity in Losses From Non-Consolidated Entities. Loss from non-consolidated entities increased approximately $2.4 million for the year ended December 31, 2010 as compared to the same period in 2009 ($3.6 million in 2010 versus $1.2 million in 2009). These amounts represent our ownership portion of our joint ventures’ net income or loss for the period. The increased loss is attributable to our portion of the impairment loss that was recognized on our Cambridge Holcombe property, partially offset by a decreased net loss on our Shadow Creek Ranch and Casa Linda properties due to increased occupancy.

Net Loss Attributable to Non-controlling Interests. Net loss attributable to non-controlling interests increased approximately $2.5 million for the year ended December 31, 2010 as compared to the same period in 2009 ($3.1 million in 2010 versus $590,000 in 2009). This increase was primarily due to the additional loss on our Woodlake Square property due to the accelerated depreciation and amortization recorded as a result of the redevelopment that commenced in July 2010. This increase was also due to recording the non-controlling interests’ share of the impairment recognized on our investment in the Woodlake Square property in connection with the July 2010 transaction with a third-party joint venture partner. The increased net loss on Woodlake Square was partially offset by the reclassification of the deferred gain in accumulated other comprehensive income into earnings due to the termination of our hedge.

Comparison of the year ended December 31, 2009 to the year ended December 31, 2008

Revenue. Revenue decreased approximately $300,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($4.9 million in 2009 versus $5.2 million in 2008). The decrease was primarily due to decreased revenue from Woodlake Square due to tenant move outs related to lease expirations and reduced recoverable property expenses. As we are in the early stages of redeveloping this property, we have not aggressively pursued lease renewals related to lease expirations.

General and Administrative. General and administrative expenses decreased approximately $30,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($79,000 in 2009 versus $109,000 in 2008). This decrease was primarily due to a decrease in marketing costs and Directors and Officers insurance costs over the prior year.

General and Administrative – Related Party. General and administrative – related party expenses paid to our affiliate increased approximately $205,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($337,000 in 2009 versus $132,000 in 2008). This increase was due to an increase in the compensation pool and to an increase in the allocation of those costs during the period to better reflect the level of effort expended by our affiliate’s financial personnel in providing accounting and financial reporting services to us.

Legal and Professional Fees. Legal and professional fees decreased approximately $197,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($260,000 in 2009 versus $457,000 in 2008). The decrease in costs was primarily attributable a decrease in due diligence costs incurred related to potential transactions that ultimately were not closed.

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Depreciation and Amortization Expense. Depreciation and amortization expense decreased approximately $400,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($3.0 million in 2009 versus $3.4 million in 2008). This decrease was due to a decrease in intangible lease cost amortization on Woodlake Square due to these costs becoming fully amortized during the year. This decrease was partially offset by an increase in depreciation and amortization expense on Village on the Green since the property was acquired in March 2008.

Loss on Derivative. Loss on derivative of approximately $415,000 during the year ended December 31, 2008 represents the net change in fair value of our interest rate swap on the variable-rate loan secured by Woodlake Square. The interest rate swap was designated as a hedge on October 1, 2008. Therefore, changes in fair value prior to that date were recorded to income. The net change in fair value subsequent to October 1, 2008 is reported through accumulated other comprehensive income.

Interest and Other Income. Interest and other income decreased approximately $247,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($16,000 in 2009 versus $263,000 in 2008). This decrease was primarily due to a lower balance of investable funds as these funds were withdrawn and invested in Shadow Creek Ranch, Woodlake Square, Woodlake Pointe, Village on the Green, and Casa Linda. We invest our excess cash in short-term investments until properties suitable for acquisition can be identified and acquired.

Interest Expense. Interest expense increased approximately $88,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($1.8 million in 2009 versus $1.7 million in 2008). The increase in interest expense is related to the notes payable on Village on the Green, which we acquired in March 2008.

Equity in Losses From Non-Consolidated Entities. Loss from non-consolidated entities increased approximately $400,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($1.2 million in 2009 versus $795,000 in 2008). These amounts represent our ownership portion of our joint ventures’ net income or loss for the period. The increased loss is primarily attributable to Shadow Creek Ranch, which was acquired in February 2008, and Casa Linda, for which the redevelopment was completed in early 2009.

Net Loss Attributable to Non-controlling Interests. Net loss attributable to non-controlling interests decreased approximately $500,000 for the year ended December 31, 2009 as compared to the same period in 2008 ($590,000 in 2009 versus $1.1 million in 2008). This was due to a decrease in net loss on Woodlake Square during the year ended December 31, 2009.

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, the payment of operating expenses, including interest expense on any outstanding indebtedness, and the payment of distributions to our partners. As we sell properties during our operating period, we plan to strategically reinvest the proceeds from such sales rather than distributing the proceeds to our partners.

The United States has undergone and may continue to experience economic weakness that has been marked by pervasive and fundamental disruptions in the financial markets. Continued concerns regarding the uncertainty of whether the U.S. economy will be adversely affected by inflation, deflation or stagflation and the systemic impact of increased unemployment, volatile energy costs, geopolitical issues, the availability and cost of credit, the U.S. mortgage market and a severely distressed real estate market have contributed to increased market volatility and weakened business and consumer confidence. The United States may not experience a sustained recovery and could suffer pronounced instability and decreased economic activity for an extended period of time. Our operations are sensitive to changes in overall economic conditions that impact our tenants, including, among other things, increased bad debts due to such recessionary pressures. A general reduction in the level of tenant leasing or shifts in tenant leasing practices could adversely affect our revenues, profitability and results of operations. 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 2010 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 remains in a protracted recession, we may seek to postpone liquidation if we believe such liquidation is not in the best interests of the Partners at that time.

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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) potential 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.

At December 31, 2010 and December 31, 2009, our cash and cash equivalents totaled approximately $1.3 million and approximately $469,000, respectively. Cash flows provided by (used in) operating activities, investing activities and financing activities for the years ended December 31, 2010, 2009 and 2008 are as follows (in thousands):


	2010				2009				2008
Operating activities		$	(1,506	)		$	1,337			$	(2,638	)
Investing activities		$	2,343			$	(691	)		$	(16,528	)
Financing activities		$	3			$	(1,188	)		$	293

Operating Activities

During the year ended December 31, 2010, net cash flows used in operating activities increased $2.8 million ($1.5 million of cash used in operating activities during the 2010 period versus $1.3 million of cash provided by operating activities during the same period in 2009). This decrease in cash is primarily due to the timing of our property tax payments. We paid our 2009 property taxes during the first quarter of 2010 but paid no property taxes during the same period in 2009 as we paid our 2008 property taxes during December 2008. In addition, we had a decrease in cash associated with accounts receivable – related party due to the funding of costs associated with the redevelopment of Woodlake Square. These outflows were partially offset by an increase in cash related to timing of payments made to our related parties.

Investing Activities

During the year ended December 31, 2010, we received net proceeds of $3.4 million related to the sale of 90% of our interest in the Woodlake Square property. During the year ended December 31, 2009, cash outflows associated with notes receivable – related party increased by $763,000 due to funding the Casa Linda redevelopment, which took place during the 2009 period. Cash flows associated with reimbursement of earnest money deposits decreased by $1.2 million due to earnest money deposits that we received during the 2009 period. We had no such inflows during the 2010 period. We also invested $1.3 million in our non-consolidated entities during the 2010 period; whereas we only invested $878,000 during 2009 period.

Financing Activities

We paid distributions of $880,000 during the year ended December 31, 2009; whereas we did not pay any distributions during the same period in 2010. During the year ended December 31, 2010, we received net proceeds from notes payable - related party of $600,000, compared to $35,000 in the same period in 2009. We also paid more distributions to non-controlling interests in the 2010 period ($764,000 in 2010 versus $230,000 in 2009) as a result of the proceeds received from the sale of 90% of our and our affiliates’ interest in the Woodlake Square property.

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Contractual Obligations

As of December 31, 2010, we had the following contractual debt obligations (see also Note 6 of the Consolidated Financial Statements for further discussion regarding the specific terms of our debt) (in thousands):


	2011		2012		2013		2014		2015		Thereafter		Total
Secured debt	$	86	$	90	$	96	$	102	$	107	$	5,586	$	6,067
Interest (1)		337		333		327		321		316		412		2,046
Total obligations	$	423	$	423	$	423	$	423	$	423	$	5,998	$	8,113


	(1)	Interest expense includes our interest obligations as of December 31, 2010 and does not assume the refinancing of any maturing debt.

Until we acquire properties, we invest all excess cash in short-term investments. This investment strategy allows us to offset a portion of the interest costs from our fixed-rate mortgage loans and provides us with the liquidity to acquire properties at such time as those suitable for acquisition are located.

We believe that inflation has a minimal effect on our income from operations. We expect that increases in store sales volumes due to inflation, as well as increases in the consumer price index, may contribute to capital appreciation of our properties. These factors, however, also may have an adverse impact on the operating margins of the tenants of the properties.

Indemnification of General Partner

Our Limited Partners, within the limits of their respective capital contributions and to the extent of their allocable portion of Partnership assets, agree to indemnify and hold our General Partner harmless from and against actual and reasonable third-party claims or lawsuits arising out of our activities and operations, except those instances in which our General Partner failed to adhere to its fiduciary obligations to us, or acted with gross negligence or willful or wanton misconduct. Amounts paid to indemnify our General Partner may be recouped to the extent such payments relate to a third-party claim or lawsuit arising out of a breach by our General Partner of its fiduciary obligations to us.

Conflicts of Interest

Our General Partner 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. Affiliates of AmREIT act as sponsor, general partner or advisor to various private real estate programs. As such, there are conflicts of interest where AmREIT or its affiliates, while serving in the capacity as sponsor, general partner or advisor for another AmREIT-sponsored program, may be in competition with us in connection with property acquisitions, property dispositions and property management. The compensation arrangements between affiliates of AmREIT and these other AmREIT real estate programs could influence our General Partner’s management of us. See “Item 1. Business – Conflicts of Interest.”

Off Balance Sheet Arrangements

We had no off balance sheet arrangements as of December 31, 2010.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

See the Index to Financial Statements beginning on page F-1.

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A(T). 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 Rule 13a-15(e) or 15d-15(e) of the Exchange Act) as of December 31, 2010. Based on that evaluation, our General Partner’s CEO and CFO concluded, that as of December 31, 2010, 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 with SEC disclosure obligations.

Management’s Report on Internal Control over Financial Reporting

Our General Partner and its affiliates maintain a system of internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, which is a process designed under the supervision of the AmREIT principal executive officer and principal financial officer and effected by AmREIT’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Our internal control over financial reporting includes those policies and procedures that:


	•	Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;

	•	Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of AmREIT Monthly Income and Growth Fund IV, LP and its subsidiaries are being made only in accordance with authorizations of management and directors of our General Partner; and

	•	Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Our General Partner is responsible for establishing and maintaining adequate internal control over financial reporting, and, with the participation of AmREIT’s CEO and CFO, conducted an evaluation of the effectiveness of AmREIT’s internal control over financial reporting as of December 31, 2010 based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that evaluation, we believe that our internal control over financial reporting is effective as of December 31, 2010.

Changes in Internal Controls

There has been no change to our internal control over financial reporting during the three months ended December 31, 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

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PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS.

We have no directors or executive officers. We are managed by our General Partner, AmREIT Monthly Income & Growth IV Corporation. Our General Partner does not have any employees and relies upon the personnel of AmREIT and its affiliates to perform services for us. Our Partnership Agreement provides that we will continue until December 31, 2026, unless sooner terminated.

The following table sets forth certain information regarding the officers and director of our General Partner, all of whom are officers of AmREIT and expected to make a significant contribution to us.


Name	Age	Position
H. Kerr Taylor	60	Chairman, President and Chief Executive Officer
Chad C. Braun	38	Vice President, Chief Financial Officer, Chief Operating Officer, Treasurer and Secretary
Brett P. Treadwell	41	Managing Vice President – Finance

H. Kerr Taylor serves as our General Partner’s President, Chief Executive Officer and Director, and has served in this capacity since the formation of the Partnership. He is the founder of AmREIT and serves as its Chairman of the Board, Chief Executive Officer and President. For over 27 years he has guided the growth of AmREIT and its predecessors. His primary responsibilities include overseeing strategic initiatives as well as building, mentoring and leading AmREIT’s team of professionals. Mr. Taylor has over 31 years of experience within the real estate industry, and has participated in over 300 transactions involving brokerage, development and management of premier real estate projects. He attended Trinity University, graduating with a Bachelor of Arts degree and then attended Southern Methodist University where he received his Masters Degree in Business Administration. Mr. Taylor also attended law school at South Texas College of Law where he received his Doctor of Jurisprudence. Mr. Taylor is chairman of the board of Pathways for Little Feet and serves as a board member of Life House, Inc., Uptown District and as an Elder of First Presbyterian Church. Mr. Taylor is a lifetime member of the International Council of Shopping Centers and Urban Land Institute and is a member of the Texas Bar Association.

Mr. Taylor was selected and is qualified to serve as the sole director or our General Partner because of his intimate knowledge of AmREIT and its affiliated companies and his extensive experience within the real estate industry.

Chad C. Braun serves as our General Partner’s Executive Vice President, Chief Financial Officer, Chief Operating Officer, Treasurer and Secretary, and has served in this capacity since the formation of the Partnership. He also serves in this same position for AmREIT. Mr. Braun is responsible for corporate finance, equity capital markets, debt structuring and placement, investor relations, accounting, SEC reporting, and he oversees investment sponsorship and product creation. Mr. Braun has over 16 years of accounting, financial and real estate experience, and prior to joining AmREIT in 1999, he served as a manager in the real estate advisory services group at Ernst & Young LLP. He has provided extensive consulting and audit services, including financial statement audits, portfolio acquisition and disposition, portfolio management, merger integration and process improvement, financial analysis and capital markets and restructuring transactions, to a number of real estate investment trusts and private real estate companies. Mr. Braun graduated from Hardin Simmons University with a Bachelor of Business Administration degree in accounting and finance and subsequently earned the CPA designation and his Series 63, 7, 24 and 27 securities licenses. He is a member of the National Association of Real Estate Investment Trusts and the Texas Society of Certified Public Accountants.

Brett P. Treadwell serves as our General Partner’s Managing Vice President — Finance and has served in this capacity since the formation of the Partnership. He also serves in this position for AmREIT. Within AmREIT he is responsible for its financial reporting function as well as for assisting in the establishment and execution of AmREIT’s strategic financial initiatives. Mr. Treadwell’s responsibilities also include overall risk management and treasury management functions and SEC reporting as well as periodic internal reporting to management. Mr. Treadwell has over 19 years of accounting, financial and SEC reporting experience. Prior to joining AmREIT in August 2004, he served as a senior manager with PricewaterhouseCoopers LLP and was previously with Arthur Andersen LLP. Mr. Treadwell received a Bachelor of Business Administration degree from Baylor University and is a Certified Public Accountant.

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Section 16(a) Beneficial Ownership Reporting Compliance

Based on a review of Forms 3, 4 and 5 furnished to us under Rule 16a-3(e) of the Exchange Act during the fiscal year ended December 31, 2010, we know of no reporting person who has failed to file on a timely basis, as disclosed in the above forms, any report required by Section 16(a) of the Exchange Act during the fiscal year ended December 31, 2010.

Code of Ethics

We are managed by our General Partner, and we have no officers or employees to whom a Code of Ethics would apply.

ITEM 11. EXECUTIVE COMPENSATION.

We are managed by our General Partner, and we have no directors, executive officers or employees to whom we pay compensation.

See “Item 13. Certain Relationships and Related Transactions, and Director Independence” below for the fees and expenses we pay to our General Partner and its affiliates.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT, AND RELATED STOCKHOLDER MATTERS.

Securities Authorized for Issuance Under Equity Compensation Plans

We do not have any compensation plans under which we are authorized to issue equity securities.

Security Ownership of Certain Beneficial Owners and Management

We know of no person (including a “group” as that term is used in Section 13(d)(3) of the Exchange Act) who is the beneficial owner of more than five percent of our Units.

We have no officers or directors. Our General Partner owns our sole general partner interest. No person who is an officer of our General Partner as of the date of this filing owns any direct interest in the Partnership. AmREIT, the sole shareholder of our General Partner, has assigned the economic interest in 28.5% of our General Partner to certain of its management team. The address of the officers of our General Partner is 8 Greenway Plaza, Suite 1000, Houston, Texas 77046.

As of March 31, 2011, there were 1,988 Units issued and outstanding owned by 766 investors.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Compensation Arrangements

Our General Partner and its affiliates received the payments and fees from us described below. These payments and fees were not negotiated and may be higher than payments and fees that would have resulted from an arm’s length transaction with an unrelated entity. In addition to the fees paid by us as described below, the non-consolidated entities in which we have an investment paid a total of $978,000 and $743,000 in property management, construction management and leasing fees to one of our affiliated entities for the fiscal year ended December 31, 2010 and 2009, respectively. Our Casa Linda Plaza property paid a total of $6.2 million in construction costs to one of our affiliated entities who acted as a general contractor on the redevelopment during 2008 and 2009.

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		For the fiscal year ended December 31,
Type and Recipient	Determination of Amount	2010	2009

	Organization and Offering Stage

Dealer Manager Fees - AmREIT Securities Company	Up to 3.25% of the price of Units placed to AmREIT Securities Company, of which up to 0.75% may be reallowed to registered broker-dealers that are members of the Financial Industry Regulatory Authority, Inc. and selected by the Offering’s dealer manager to participate in the Offering.	No amounts have been paid	No amounts have been paid

Organization and Offering Expenses - General Partner	Reimbursement of our organization and offering expenses, including legal and accounting fees, printing costs, filing fees and distribution costs. However, this amount is limited to 1.0% of the gross offering proceeds from the Offering.	No amounts have been paid	No amounts have been paid

	Operating Stage

Asset Management Fee - General Partner	A fee equal to 1.0% of net invested capital under management for accounting related services, investor relations, facilitating the deployment of capital, and other services provided by our General Partner to us.	$ 430,407	$ 430,407

Acquisition Fees - General Partner	A fee not to exceed, for any single acquisition, 3% of the contract purchase price up to $20 million, and 2% of the contract purchase price in excess of $20 million.	No amounts have been paid	No amounts have been paid

Development and Redevelopment Fees - General Partner	Development and redevelopment fees on properties we acquire an interest in and for which we intend to develop, redevelop or substantially renovate. These fees will be based on the total project costs, including the cost of acquiring the property, and will be paid as project costs are incurred. These fees shall not exceed, for any single property, 6% of the project cost up to $10 million, 5% of the project cost between $10 million and $20 million, and 4% of the project cost in excess of $20 million. We will not pay both acquisition fees and development or redevelopment fees on the same property.	No amounts have been paid	No amounts have been paid

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		For the fiscal year ended December 31,
Type and Recipient	Determination of Amount	2010	2009

Property Management and Leasing Fees - Affiliates of the General Partner	Property management fees not to exceed 4% of the gross revenues (including, without limitation, base rent, percentage rent and expense reimbursement) received from multi-tenant or multi-pad properties, for providing management, operating, maintenance and other services required to maintain a property. Leasing fees not to exceed 4% of base rent on a lease renewal and not to exceed 6% of base rent on an initial lease; provided, however, on leases of over 10,000 square feet, leasing commissions may be paid on the basis of square footage, not to exceed $6.00 per square foot.	$ 157,436	$ 252,612

Reimbursement of Operating Expenses - General Partner	We reimburse the actual expenses incurred by our General Partner for performing acquisition, development, management and administrative functions for us, including construction and construction management fees for development and redevelopment projects.	$ 319,909	$ 336,698

Distributions During Operating Stage - General Partner	Our General Partner is entitled to distributions during our operating period.	No amounts have been paid	$ 8,793

Real Estate Brokerage Commissions - General Partner (1)	A fee not to exceed 6% of the sales price on co-brokered transactions and not to exceed 4% of the sales price on individually brokered transactions. Additionally, our General Partner and its affiliates will not be paid real estate brokerage commissions on the sale of a property if the property being sold has not generated an annual return of at least 8.5% per annum on the equity contributed to such property.	No amounts have been paid	No amounts have been paid

	Liquidating Stage

Distributions of Net Cash Flow - General Partner	Our General Partner is entitled to distributions after our operating period.	No amounts have been paid	No amounts have been paid


(1)	The real estate brokerage commissions payable during the liquidation period will also be payable for Actively Managed properties sold during the operation period.

Joint Ventures with Affiliates

As of December 31, 2010, we had entered into four joint ventures with our affiliates.

In December 2006, we acquired a 50% interest in AmREIT Casa Linda, LP, which owns Casa Linda Plaza, a multi-tenant retail property located in Dallas, Texas. The remaining 50% is owned by AmREIT Monthly Income & Growth Fund III, Ltd., our affiliate.

In August 2007, we acquired a 40% interest in AmREIT Woodlake, LP, which owns Woodlake Square, a multi-tenant retail property located in Houston, Texas. In June 2008, we acquired an additional 20% investment interest in AmREIT Woodlake, LP from an affiliated entity at its net book value. Our affiliates, AmREIT Monthly Income & Growth Fund III, Ltd. and AmREIT Realty Investment Corporation, both own a 40% interest in AmREIT Woodlake, LP. We have consolidated AmREIT Woodlake, LP into our results of operations effective January 1, 2008 as a result of the additional 20% interest that we acquired in June 2008.

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In July 2010, we and our affiliated joint venture partners on our Woodlake Square property, MIG III and ARIC, entered into a joint venture agreement with a third party on our Woodlake Square property. As part of this transaction, we and our affiliates sold 90% of our interest in the property and retained a 10% ownership interest, which carries a promoted interest in cash flows once an 11.65% preferred return threshold is met on the project. Prior to the transaction, we owned a 60% interest in the property, and we own a 6% interest, post-transaction. We recorded an impairment of approximately $618,000 which has been recorded as impairment in our consolidated statements of operations. The sale generated cash proceeds of approximately $3.4 million (our share was approximately $2.0 million), and we, our affiliated partners, and our third party joint venture partner are responsible for funding our pro rata amount of the redevelopment costs on the project, which are currently estimated to be approximately $8.0 million. Additionally, as part of the transaction, the $23.8 million loan on the property, which was due to mature in September 2010, was paid in full at closing. The new entity in which we now own a 6% interest, VIF II/AmREIT Woodlake L.P., is the borrower on the new $20.9 million loan, which has a 3-year term with two one-year extension options, provided certain conditions are met. We, along with our affiliate, MIG III are joint and several repayment guarantors on the loan. As a result of our reduced ownership interest and decision-making ability, we no longer have a controlling financial interest in the property. In accordance with ASC 810, we deconsolidated this property as of the date of the transaction and began accounting for the property under the equity method of accounting.

In November 2007, we acquired a 40% interest in AmREIT Westheimer Gessner, LP, which owns Woodlake Pointe, a multi-tenant retail property located in Houston, Texas. In May 2008, we acquired a 60% interest in an additional tract of land adjacent to Woodlake Pointe property. The acquisition is accounted for as part of AmREIT Westheimer Gessner, LP. In June 2008, we acquired an additional 20% investment interest in AmREIT Westheimer Gessner, LP from an affiliated entity at its net book value. Our affiliates, AmREIT Monthly Income & Growth Fund III, Ltd. and AmREIT Realty Investment Corporation, both own a 40% interest in AmREIT Westheimer Gessner, LP. We have consolidated AmREIT Westheimer Gessner, LP into our results of operations effective January 1, 2008 as a result of the additional 20% interest that we acquired in June 2008.

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, for approximately $4.8 million. The remaining 90% is owned by an unaffiliated third party and AmREIT.

Directors

We have no directors and are managed by our General Partner. H. Kerr Taylor is the sole director of our General Partner.

AmREIT Realty Investment Corporation

AmREIT Realty Investment Corporation (“ARIC”) is a fully integrated real estate development and operating business which is wholly owned by AmREIT, the parent of our General Partner. ARIC employs a full complement of brokers and real estate professionals who provide development, acquisition, brokerage, leasing, construction management, asset and property management services to AmREIT affiliated entities and to third parties. ARIC serves as one of our property managers, and is responsible for managing and leasing some of our properties. We pay ARIC property management and leasing fees as described above. ARIC hires, directs and establishes policies for employees who will have direct responsibility for the operations of each property it manages, which may include but is not limited to on-site managers and building and maintenance personnel. Certain employees of the property manager may be employed on a part-time basis and may also be employed by our General Partner or its affiliates. ARIC also directs the purchase of equipment and supplies and supervises all maintenance activity. The management fees paid to ARIC includes, without additional expense to us, all of its general overhead costs.

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AmREIT Construction Company

We have historically engaged AmREIT Construction Company, an affiliate of our General Partner, to provide construction and construction management services for our development and redevelopment projects. During 2008, AmREIT Construction Company ceased providing these services and completed all of its work in progress in 2009. We may engage in the future ARIC, also an affiliate of our General Partner, for construction management services. In these cases, such services are provided on terms and conditions no less favorable to us than can be obtained from independent third parties for comparable services in the same location.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

KPMG LLP, independent registered public accounting firm and certified public accountants (“KPMG”), served as our independent accountants for the fiscal year ended December 31, 2010. The following is an explanation of the fees billed to us by KPMG for professional services rendered for the fiscal years ended December 31, 2010 and December 31, 2009.

Audit Fees

The aggregate fees billed to us for professional services related to the audit of our annual financial statements, review of financial statements included in our Forms 10-Q, or other services normally provided by KPMG in connection with statutory and regulatory filings or engagements for the fiscal years ended December 31, 2010 and December 31, 2009 totaled $130,500 and $170,000, respectively. Included in these fees are $0 and $41,000 related to the audit of a significant subsidiary for the years ended December 31, 2010 and 2009, respectively. Also included in these fees are $17,000 and $19,000 related to the audit of our internal controls for the years ended December 31, 2010 and 2009, respectively.

Audit-Related Fees, Tax Fees and All Other Fees

The services that have been performed by KPMG have been limited to audit services. Accordingly, we have paid no audit-related fees, tax fees or other fees to KPMG for the fiscal years ended December 31, 2010 and 2009.

Audit Committee’s Pre-Approval Policies and Procedures

The Company does not have an independent audit committee. Our General Partner must approve any services to be performed by our independent auditors.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.


1.	Financial Statements. The list of our financial statements filed as part of this Annual Report on Form 10-K is set forth on page F-1.

2.	Financial Statement Schedules. The list of our financial statement schedules filed as part of this Annual Report on Form 10-K is set forth on page F-1.

3.	Exhibits.

It is inappropriate for readers to assume the accuracy of, or rely upon any covenants, representations or warranties that may be contained in agreements or other documents filed as Exhibits to, or incorporated by reference in, this report. Any such covenants, representations or warranties may have been qualified or superseded by disclosures contained in separate schedules or exhibits not filed with or incorporated by reference in this report, may reflect the parties’ negotiated risk allocation in the particular transaction, may be qualified by materiality standards that differ from those applicable for securities law purposes, and may not be true as of the date of this report or any other date and may be subject to waivers by any or all of the parties. Where exhibits and schedules to agreements filed or incorporated by reference as Exhibits hereto are not included in these exhibits, such exhibits and schedules to agreements are not included or incorporated by reference herein.

The following exhibits are filed as part of or incorporated by reference in this Annual Report:


Exhibit No.		Description
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 dated April 29, 2008).

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 dated April 29, 2008).

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 dated April 29, 2008).

10.1		Promissory Note, dated December 8, 2006, between AmREIT Casa Linda, LP and Morgan Stanley Mortgage Capital, Inc. (incorporated herein by reference from Exhibit 10.1 to the Partnership’s Registration Statement on Form 10 dated April 29, 2008)

31.1		Certification of the Chief Executive Officer of the Partnership’s General Partner pursuant to Exchange Act Rule 13a-14(a) (filed herewith).

31.2		Certification of the Chief Financial Officer of the Partnership’s General Partner pursuant to Exchange Act Rule 13a-14(a) (filed herewith).

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).

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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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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: March 31, 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 Financial Officer, Chief Operating Officer, Treasurer and Secretary

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AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
INDEX TO FINANCIAL STATEMENTS


FINANCIAL STATEMENTS:		Page
Report of Independent Registered Public Accounting Firm		F-2
Consolidated Balance Sheets as of December 31, 2010 and December 31, 2009		F-3
Consolidated Statements of Operations for the years ended December 31, 2010, 2009 and 2008		F-4
Consolidated Statements of Partners’ Capital for the years ended December 31, 2010, 2009 and 2008		F-5
Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008		F-6
Notes to Consolidated Financial Statements		F-7
FINANCIAL STATEMENT SCHEDULES:
Schedule III – Consolidated Real Estate Owned and Accumulated Depreciation for the year ended December 31, 2010		S-1

All other financial statement schedules are omitted as the required information is either inapplicable or is included in the financial statements or related notes.

F-1

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Report of Independent Registered Public Accounting Firm

The Partners of AmREIT Monthly Income & Growth Fund IV, L.P.:

We have audited the accompanying consolidated balance sheet of AmREIT Monthly Income & Growth Fund IV, L.P. and subsidiaries (the “Partnership”) as of December 31, 2010 and 2009, and the related consolidated statements of operations, partners’ capital and cash flows for each of the years in the three-year period ended December 31, 2010. In connection with our audit of the consolidated financial statements, we have also audited the related financial statement schedule. These consolidated financial statements and the financial statement schedule are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the Partnership’s internal control over financial reporting. As such, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of AmREIT Monthly Income & Growth Fund IV, L.P. and subsidiaries as of December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2010 in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

/s/ KPMG LLP

Houston, Texas
March 31, 2011

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AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except unit data)


	December 31, 2010			December 31, 2009
ASSETS
Real estate investments at cost:
Land	$	12,381		$	31,168
Buildings		12,891			31,060
Tenant improvements		332			1,270
		25,604			63,498
Less accumulated depreciation and amortization		(1,446	)		(3,419	)
		24,158			60,079

Investment in non-consolidated entities		9,961			12,042
Acquired lease intangibles, net		80			1,547
Net real estate investments		34,199			73,668

Cash and cash equivalents		1,309			469
Tenant receivables, net		251			283
Accounts receivable		16			—
Accounts receivable - related party		112			9
Notes receivable		2			—
Notes receivable - related party		—			162
Deferred costs, net		66			139
Other assets		199			163
TOTAL ASSETS	$	36,154		$	74,893

LIABILITIES AND CAPITAL
Liabilities:
Notes payable	$	6,067		$	29,949
Notes payable - related party		1,291			230
Accounts payable and other liabilities		576			1,328
Accounts payable - related party		247			4
Derivative liability		—			678
Asset retirement obligations		—			530
Acquired below-market lease intangibles, net		18			1,563
Security deposits		72			110
TOTAL LIABILITIES		8,271			34,392

Capital:
Partners’ capital:
General partner		—			—
Limited partners, 1,988 units outstanding at December 31, 2010 and 2009, respectively		21,004			30,293
Accumulated other comprehensive loss		—			(263	)
TOTAL PARTNERS’ CAPITAL		21,004			30,030

Non-controlling interests		6,879			10,471
TOTAL CAPITAL		27,883			40,501

TOTAL LIABILITIES AND CAPITAL	$	36,154		$	74,893

See Notes to Consolidated Financial Statements.

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AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the years ended December 31, 2010, 2009 and 2008
(in thousands, except for per unit data)


	2010			2009			2008
Revenues:
Rental income from operating leases	$	2,496		$	4,917		$	5,178
Total revenues		2,496			4,917			5,178

Expenses:
General and administrative		85			79			109
General and administrative - related party		320			337			132
Asset management fees - related party		430			430			428
Property expense		987			1,667			1,700
Property management fees - related party		90			198			186
Legal and professional		223			260			457
Depreciation and amortization		7,652			2,944			3,351
Total operating expenses		9,787			5,915			6,363

Operating loss		(7,291	)		(998	)		(1,185	)

Other income (expense):
Impairment		(618	)		—			—
Loss on derivative		—			—			(415	)
Interest and other income		4			22			263
Interest expense		(854	)		(1,768	)		(1,680	)
Equity in losses from non-consolidated entities		(3,591	)		(1,222	)		(795	)
Margin tax expense		(16	)		(20	)		(38	)
Total other income (expense)		(5,075	)		(2,988	)		(2,665	)

Net loss, including non-controlling interests		(12,366	)		(3,986	)		(3,850	)

Net loss attributable to non-controlling interests		3,077			590			1,072

Net loss attributable to partners	$	(9,289	)	$	(3,396	)	$	(2,778	)

Weighted average units outstanding		1,988			1,988			1,970
Net loss per unit	$	(4,672.54	)	$	(1,708.25	)	$	(1,410.15	)

See Notes to Consolidated Financial Statements.

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AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CAPITAL
For the years ended December 31, 2010, 2009, 2008
(in thousands)
(unaudited)


	Partners’ Capital
	General Partner			Limited Partners			Accumulated Other Comprehensive Gain (Loss)			Non-Controlling Interests			Total
Balance at December 31, 2007	$	—		$	36,800		$	—		$	—		$	36,800

Contributions, net of offering costs		—			4,299			—			—			4,299
Contributions from non-controlling interests		—			—			—			12,643			12,643
Net loss (1)		37			(2,815	)		—			(1,072	)		(3,850	)
Distributions		(37	)		(3,653	)		—			—			(3,690	)
Distributions to non-controlling interests		—			—			—			(280	)		(280	)
Increase in fair value of derivative liability		—			—			(842	)		—			(842	)

Balance at December 31, 2008	$	—		$	34,631		$	(842	)	$	11,291		$	45,080

Redemptions		—			(62	)		—			—			(62	)
Net loss (1)		9			(3,405	)		—			(590	)		(3,986	)
Distributions		(9	)		(871	)		—			—			(880	)
Distributions to non-controlling interests		—			—			—			(230	)		(230	)
Decrease in fair value of derivative liability		—			—			579			—			579

Balance at December 31, 2009	$	—		$	30,293		$	(263	)	$	10,471		$	40,501

Net loss (1)		—			(9,289	)		—			(3,077	)		(12,366	)
Contributions from non-controlling interests		—			—			—			249			249
Distributions to non-controlling interests		—			—			—			(764	)		(764	)
Decrease in fair value of derivative liability		—			—			523			—			523
Reclassification of gain into income		—			—			(260	)		—			(260	)

Balance at December 31, 2010	$	—		$	21,004		$	—		$	6,879		$	27,883


(1)	The allocation of net loss includes a curative allocation to increase the General Partner’s capital account by $93, $43 and $65 for the 2010, 2009 and 2008 periods. The cumulative curative allocation since inception of the Partnership is $226. 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.

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

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended December 31, 2010, 2009, 2008

(in thousands)


	2010			2009			2008
Cash flows from operating activities:
Net loss, including non-controlling interests	$	(12,366	)	$	(3,986	)	$	(3,850	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment		618			—
Bad debt expense		89			124			—
Loss from non-consolidated entities		3,591			1,222			795
Depreciation and amortization		7,652			2,944			3,351
Amortization of above- and below-market leases, net		(217	)		(406	)		(438	)
Amortization of loan acquisition costs		48			93			92
Realized gain on derivative		(260	)		—
Loss on derivative		—			—			415
(Increase) decrease in tenant receivables		(258	)		(103	)		30
Increase in accounts receivable		(16	)		—
(Increase) decrease in accounts receivable - related party		(139	)		444			(410	)
Increase in deferred costs		(87	)		(56	)		(13	)
(Increase) decrease in other assets		(98	)		303			8
(Decrease) increase in accounts payable and other liabilities		(784	)		878			(805	)
Increase (decrease) in accounts payable - related party		704			(103	)		(1,686	)
Decrease in asset retirement obligations		—			(5	)		(165	)
Increase (decrease) in security deposits		17			(12	)		38
Net cash (used in) provided by operating activities		(1,506	)		1,337			(2,638	)

Cash flows from investing activities:
Improvements to real estate		(344	)		(476	)		(316	)
Acquisition of investment properties		—			—			(10,452	)
Payments received on notes receivable		8			—			—
Increase in notes receivable - related party		—			(763	)		—
Payments received on notes receivable - related party		82			181			—
Investment in non-consolidated entities		(1,266	)		(878	)		(5,385	)
Distributions from non-consolidated entities		280			—			—
Net proceeds from sale of interest in an investment property		3,448			—			—
Net proceeds applied to land basis		135			—			—
Reimbursement of earnest money deposits		—			1,245			(375	)
Net cash provided (used in) by investing activities		2,343			(691	)		(16,528	)

Cash flows from financing activities:
Payments on notes payable		(82	)		(51	)		—
Proceeds from notes payable - related party		800			35			—
Payments on notes payable - related party		(200	)		—			—
Contributions		—			—			4,899
Limited optional redemptions		—			(62	)		—
Issuance costs		—			—			(600	)
Loan acquisition costs		—			—			(36	)
Distributions		—			(880	)		(3,690	)
Contributions from non-controlling interests		249			—			—
Distributions to non-controlling interests		(764	)		(230	)		(280	)
Net cash provided by (used in) financing activities		3			(1,188	)		293

Net increase (decrease) in cash and cash equivalents		840			(542	)		(18,873	)
Cash and cash equivalents, beginning of period		469			1,011			19,349
Cash and cash equivalents, beginning of period for previously non-consolidated entities		—			—			535
Cash and cash equivalents, beginning of period, adjusted for entities consolidated during the 2008 period		469			1,011			19,884
Cash and cash equivalents, end of period	$	1,309		$	469		$	1,011

Supplemental schedule of cash flow information:

Cash paid during the period for:
Interest	$	997		$	1,777		$	1,594
Taxes	$	40		$	26		$	10

Supplemental schedule of noncash investing and financing activities:

Net proceeds from sale of interest in an investment property
Land	$	18,549		$	—		$	—
Building and tenant improvements, net of accumulated depreciation		9,467			—			—
Receivables		218			—			—
Acquired lease intangibles, net		1,087			—			—
Deferred costs and other assets		144			—			—
Notes Payable		(23,800	)		—			—
Acquired below-market lease intangibles and other liabilities		(1,782	)		—			—
Retained investment in non-consolidated entity		(435	)		—			—
	$	3,448		$	—		$	—

During 2010, we wrote-off our asset retirement obligation related to Woodlake Square as the environmental exposure no longer exists on the property. This caused a decrease in land of $400,000 and a decrease in buildings of $130,000.

During 2010, notes receivable - related party of $80,000 from Casa Linda was converted to equity, causing an increase in our investment in non-consolidated entities.

During 2010, we capitalized $297,000 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.

During 2010, $461,000 in accounts payable - related party was reclassified to notes payable - related party.

See Notes to Consolidated Financial Statements.

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

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2010, 2009 and 2008

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 December 8, 2006 when we acquired our first interest in a property. On January 12, 2007, 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 December 31, 2010, 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 1.2 million 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 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 United States has undergone and may continue to experience a prolonged recession that has been marked by pervasive and fundamental disruptions in the financial markets. Continued concerns regarding the uncertainty of whether the U.S. economy will be adversely affected by inflation, deflation or stagflation and the systemic impact of increased unemployment, volatile energy costs, geopolitical issues, the availability and cost of credit, the U.S. mortgage market and a severely distressed real estate market have contributed to increased market volatility and weakened business and consumer confidence. The United States may not experience a sustained recovery and could suffer pronounced instability and decreased economic activity for an extended period of time. Our operations are sensitive to changes in overall economic conditions that impact our tenants, including, among other things, increased bad debts due to such recessionary pressures. A general reduction in the level of tenant leasing or shifts in tenant leasing practices could adversely affect our revenues, profitability and results of operations. 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 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 remains in a protracted recession, 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) potential joint venture equity investments in existing non-consolidated entities, (4) financing of an unencumbered property 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.

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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 ASC 810, Consolidation). As of December 31, 2010, 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 Notes 4 and 11, 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.

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. In most cases, 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 years ended December 31, 2010, 2009 and 2008. We recognize lease termination fees in the period that the lease is terminated and collection of the fees is reasonably assured. During the years ended December 31, 2010, 2009 and 2008, 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 years ended December 31, 2010, 2009 and 2008, interest and taxes in the amount of $297,000, $246,000 and $0, 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. Prior to the adoption of the guidance, such costs were capitalized and expensed if and when the acquisition became no longer probable. During the years ended December 31, 2010, 2009 and 2008, we expensed acquisition costs of $0, $7,000 and $169,000, respectively.

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 and is scheduled for completion in April 2011. As a result of this change in estimate, depreciation expense was $6.2 million ($3,138.73 per unit) higher for the period in 2010 which we consolidated the Woodlake Square property 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.

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. At December 31, 2010 and 2009, we had no properties held for sale.

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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 which 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 of a similar review of the properties held by the investee entity. As further discussed in Notes 4 and 11, we recorded impairments on our Woodlake Square and Cambridge Holcombe properties.

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 current known environmental matters will not have a material affect on our financial position, liquidity, or operations (see Note 12). 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 related 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 December 31, 2010 and 2009, our allowance for uncollectible accounts related to our tenant receivables was $179,000 and $124,000, respectively.

Notes Receivable - Related Party - included in notes receivable related party are cash advances provided to certain of our affiliated investment entities primarily for their working capital needs. These cash advances are due upon demand.

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.

DERIVATIVE FINANCIAL INSTRUMENTS

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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 $11,000 and $214,000 as of December 31, 2010 and December 31, 2009, respectively. Accumulated amortization related to leasing costs totaled $24,000 and $16,000 as of December 31, 2010 and December 31, 2009, respectively.

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 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. The Texas Margin Tax accrued as of December 31, 2010 and 2009 totaled $11,000 and $34,000, 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 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:

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	•	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.

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 upon comparable market sales data which 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 the fair value measurements fall within Level 3 of the fair value hierarchy.

Notes Payable – 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 December 31, 2010 and December 31, 2009, the carrying value of debt obligations associated with our consolidated entities was approximately $6.1 million and $29.9 million, respectively, $6.1 million of which represents a fixed-rate obligation with an estimated fair value of $6.4 million and $5.7 million, respectively.

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


	Level 1		Level 2		Level 3
Notes Payable	$	—	$	6,367	$	—
Investment in Non-Consolidated Entities	$	—	$	—	$	225

NEW ACCOUNTING STANDARDS

In June 2009, the FASB amended the consolidation guidance applicable to variable interest entities in ASC 810, Consolidation. The amendments will significantly affect the overall consolidation analysis under FASB Interpretation No. 46(R), Consolidation of Variable Interest Entities–an interpretation of ARB No. 51, and changes the way entities account for securitizations and variable interest entities as a result of the elimination of the Qualified Special Purpose Entity (“QSPE”) concept in SFAS No.166. We adopted the provisions of ASC 810 on January 1, 2010. The adoption of SFAS 167 did not have an effect on our results of operations or financial position.

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 since inception of the Partnership.

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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.

3. OPERATING LEASES

Our operating leases range from one month to twenty-five years and generally include one or more five year renewal options. A summary of minimum future base rentals to be received, exclusive of any renewals, under non-cancelable operating leases in existence at December 31, 2010 is as follows (in thousands):


2011	$	728
2012		477
2013		415
2014		361
2015		106
Thereafter		0
	$	2,087

Future minimum rental revenue excludes amounts that may be received from tenants for reimbursements of operating costs, real estate taxes and insurance. Expense reimbursements recognized as revenue totaled $606,000, $1.1 million and $1.4 million during the years ended December 31, 2010, 2009 and 2008, respectively.

4. 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 our share of an impairment loss at the property level of approximately $2.6 million which has been recorded as a component of equity in losses from non-consolidated subsidiaries in our consolidated statements of operations. During 2011, the joint venture defaulted on its loan in the amount of $8.1 million which was due to mature in June 2011. The lender currently has the right to foreclose on the property. We are currently in discussions with the lender, and they have indicated preliminarily that they are willing to defer a portion of the interest payments and extend the agreement through April 2012. However, there is no formal agreement in place with the lender to that effect and no assurance can be given that such an agreement will ultimately be consummated.

	•	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%).

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	•	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. As further discussed in Note 11, 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 our non-consolidated entities as of December 31, 2010 (at 100%) is summarized as follows:


	As of December 31,
Combined Balance Sheets (in thousands)	2010		2009
Assets
Property, net	$	179,461	$	156,648
Cash		5,484		2,439
Other assets		21,128		25,445
Total Assets	$	206,073	$	184,532
Liabilities and partners’ capital:
Notes payable		131,999		111,715
Other liabilities		12,467		12,485
Partners capital		61,607		60,332
Total Liabilities and Partners’ Capital	$	206,073	$	184,532

MIG IV share of net assets	$	9,961	$	12,042


	Years ended December 31,
Combined Statements of Operations (in thousands)	2010			2009			2008
Revenue
Total Revenue	$	13,920		$	11,854		$	10,126
Expense
Depreciation and amortization		6,117			5,872			4,033
Interest		6,295			5,793			5,191
Other		9,869			4,883			3,904
Total expense		22,281			16,548			13,128
Net loss	$	(8,361	)	$	(4,694	)	$	(3,002	)

MIG IV share of net loss	$	(3,591	)	$	(1,222	)	$	(795	)

5. 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. The amortization of above-market leases is recorded as a reduction of rental income, and the amortization of in-place leases is recorded to amortization expense. The amortization expense related to in-place leases was approximately $360,000, $1.4 million and $1.8 million for the years ended December 31, 2010, 2009 and 2008, respectively. We recorded disposals related to in-place leases of $1.9 million, $328,000 and $41,000 for the years ended December 31, 2010, 2009 and 2008, respectively, related to normal lease expirations and acceleration of amortization expense related to early move-outs. The amortization of above-market leases, which was recorded as a reduction of rental income, was approximately $21,000, $35,000, and $53,000 during the years ended December 31, 2010, 2009 and 2008, respectively. Acquired lease intangible liabilities (below-market leases) are accreted over the leases’ remaining non-cancelable lease term plus any fixed rate renewal options, if applicable, which range from two months to approximately thirteen years. Accretion of below-market leases was approximately $238,000, $441,000 and $491,000 during the years ended December 31, 2010, 2009 and 2008, respectively. Such accretion is recorded as an increase to rental income. We recorded disposals of below-market leases of $106,000, $41,000 and $0 for the years ended December 31, 2010, 2009 and 2008, respectively, related to lease expirations.

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


	December 31, 2010			December 31, 2009
Acquired lease intangible assets:
In-place leases	$	667		$	4,676
In-place leases – accumulated amortization		(587	)		(3,217	)
Above-market leases		13			193
Above-market leases – accumulated amortization		(13	)		(105	)
Acquired leases intangibles, net	$	80		$	1,547

Acquired lease intangible liabilities:
Below-market leases	$	150		$	2,599
Below-market leases – accumulated amortization		(132	)		(1,036	)
Acquired below-market lease intangibles, net	$	18		$	1,563

The estimated aggregate amortization amounts from acquired lease intangibles for each of the next five years are as follows (in thousands):


Year Ending December 31,	Amortization Expense (in-place lease value)		Rental Income (above and below market leases)
2011	$	30	$	9
2012		15		3
2013		15		3
2014		15		3
2015		6		1
	$	81	$	19

6. NOTES PAYABLE

Our outstanding debt at December 31, 2010 consisted of a fixed-rate mortgage loan of $6.1 million 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 December 31, 2010, the weighted-average interest rate on our fixed-rate debt is 5.5%, and the weighted average remaining life of such debt is 6.27 years.

As of December 31, 2010, scheduled principal repayments on notes payable were as follows (in thousands):


Scheduled Payments by Year		Scheduled Principal Payments		Term-Loan Maturities		Total Payments
	2011	$	86		—	$	86
	2012		90		—		90
	2013		96		—		96
	2014		102		—		102
	2015		107		—		107
	Thereafter		143		5,443		5,586
	Total	$	624	$	5,443	$	6,067

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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. The mortgage for one of those joint ventures in the amount of $8.1 million matures in the second quarter of 2011. We expect that mortgage to be refinanced by June 2011. 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 December 31, 2010 and December 31, 2009, the balance of our notes payable – related party was $1.3 million and $230,000, respectively. During 2010, we borrowed $800,000 from an affiliate of our General Partner. In August 2010, we repaid $200,000 of the balance due to the affiliate. The note accrues interest monthly at LIBOR plus a spread of 3.5% with a floor of 5.0% and is secured by our investment interest in the Woodlake Pointe property.

7. DERIVATIVE FINANCIAL INSTRUMENTS

We use derivative instruments primarily to manage exposures to interest rate risks. In order to manage the volatility relating to interest rate risk, we may enter into interest rate swaps from time to time. We do not use derivative financial instruments for trading or speculative purposes. In December 2007, Woodlake Square entered into an interest rate swap with a notional amount of $23.8 million and a fixed rate of 5.465% to hedge the interest rate risk on the $23.8 million variable-rate loan that was placed in conjunction with the 2007 acquisition of the Woodlake Square shopping center. The swap settled monthly with an amount paid to or received from our counterparty upon settlement being recorded as an adjustment to interest expense. We designated our interest rate swap as a hedge for financial reporting purposes. Accordingly, gains or losses resulting from changes in the value of our derivatives have been recorded as an adjustment to our partners’ capital through accumulated other comprehensive income. In conjunction with the refinancing of the underlying mortgage, we terminated this hedge. Accordingly, we reclassified into earnings the gain that had been deferred in accumulated other comprehensive income to appropriately offset the earnings impact of the remaining hedged forecasted interest payments and recognized the remainder as a result of the fact that some of the hedged forecasted transactions were probable not to occur. As such, we recorded $260,000 as a reduction of interest expense in July 2010. We do not use derivative financial instruments for trading or speculative purposes. For the years ended December 31, 2010, 2009 and 2008, we paid $461,000, $954,000 and $231,000, respectively, related to this swap which is included in interest expense.

Valuations are not actual market prices for which an offer would be for unwinding any transactions but rather are calculated mathematical approximations of market values derived from proprietary models as of a given date. These valuations are calculated on a mid-market basis and do not include the bid/offered spread that would be reflected in an actual price quotation; therefore, actual price quotations for unwinding our transactions would be different. These valuations and models rely on certain assumptions regarding past, present, and future market conditions. These valuations, models and assumptions are subject to change at any time. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

8. CONCENTRATIONS

As of December 31, 2010 and December 31, 2009, 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 each of the years ended December 31, 2010 and 2009. Houston is Texas’ largest city and the fourth largest city in the United States.

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Following are the base rents generated by the top tenants of our consolidated properties during the years ended December 31, 2010, 2009 and 2008 (in thousands):


Tenant	2010		2009		2008
Paesano’s	$	197	$	194	$	142
Louis Shanks (1)		136		0		0
Alamo Heights Pediactrics		71		71		54
Borders (2)		70		834		851
Rouse Dental Office		47		47		36
	$	521	$	1,146	$	1,083


(1)	This tenant represents a temporary lease that expired in January 2011. Because this property is under redevelopment, we recorded rental income as a reduction to the basis of the asset.

(2)	The Border’s lease expired in January 2010 and Border’s vacated its space. We expected this lease expiration when we acquired the property and believe that we will be able to recover its carrying value based on our property redevelopment plan. We are actively identifying potential lessees to occupy the premises as part of this redevelopment plan and are in active discussions with several potential tenants. The closing of any new leases would be subject to the negotiation and execution of definitive lease agreements and the fulfillment of customary conditions. Accordingly, no assurance can be given that a new lease will be procured on the same terms as the Borders’ lease, or at all.

9. PARTNERS’ CAPITAL AND MINORITY INTEREST

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.

Limited Optional Redemption — Our Units were sold pursuant to exemptions from registration under the Securities Act 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 one redemption request which was denied in the amount of $150,000 during the year ended December 31, 2010. During the year ended December 31, 2009, we received five redemption requests, three of which were denied in the aggregate amount of $253,000 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:

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	•	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.

10. 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 years ended December 31, 2010, 2009 and 2008:


Type of Service	Service Description & Compensation	2010		2009		2008
Dealer Manager Fees	Dealer manager fees (3.25%) received for placement of the limited partnership units.	$	—	$	—	$	557,971

Organizational and Offering Cost Reimbursements	Reimbursement of the Partnership’s organizational and offering costs, including legal and accounting fees, printing costs, filing fees and distribution costs.		—		—		41,058
Total		$	—	$	—	$	599,029

We have no employees or offices. Additionally, certain of our affiliates receive fees and compensation during the operating stage of the Partnership, including compensation for providing services to us in the areas of asset management, development and acquisitions, property management and leasing, financing, brokerage and administration. We reimburse our General Partner for an allocation of salary and other overhead costs. The following table summarizes the amount of such compensation paid to our affiliates during the years ended December 31, 2010, 2009 and 2008:

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Type of Service	Service Description & Compensation	2010		2009		2008
Asset Management	A fee equal to 1.0% of net invested capital under management for accounting related services, investor relations, facilitating the deployment of capital, and other services provided by our General Partner to us.	$	430,407	$	430,407	$	427,554

Acquisition	A fee not to exceed, for any single acquisition, 3% of the contract purchase price up to $20 million, and 2% of the contract purchase price in excess of $20 million.		—		—		264,000

Development and Redevelopment	Development and redevelopment fees on properties we acquire an interest in and for which we intend to develop, redevelop or substantially renovate. These fees will be based on the total project costs, including the cost of acquiring the property, and will be paid as project costs are incurred. These fees shall not exceed, for any single property, 6% of the project cost up to $10 million, 5% of the project cost between $10 million and $20 million, and 4% of the project cost in excess of $20 million. We will not pay both acquisition fees and development or redevelopment fees on the same property.		—		—		—

Property Management and Leasing	Property management fees not to exceed 4% of the gross revenues (including, without limitation, base rent, percentage rent and expense reimbursement) received from multi-tenant or multi-pad properties, for providing management, operating, maintenance and other services required to maintain a property. Leasing fees not to exceed 4% of base rent on a lease renewal and not to exceed 6% of base rent on an initial lease; provided, however, on leases of over 10,000 square feet, leasing commissions may be paid on the basis of square footage, not to exceed $6.00 per square foot.		157,436		252,612		197,112

Brokerage	A fee not to exceed 6% of the sales price on co-brokered transactions and not to exceed 4% of the sales price on individually brokered transactions. Additionally, our General Partner and its affiliates will not be paid real estate brokerage commissions on the sale of a property if the property being sold has not generated an annual return of at least 8.5% per annum on the equity contributed to such property.		—		—		—

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Type of Service	Service Description & Compensation	2010		2009		2008
Reimbursement of Operating Expenses	We reimburse the actual expenses incurred by our General Partner for performing acquisition, development, management and administrative functions for us, including construction and construction management fees for development and redevelopment projects.		319,909		336,698		131,675
Total		$	907,752	$	1,019,717	$	1,020,341

In addition to the above fees paid by us, the non-consolidated entities in which we have an investment paid a total of $978,000, $743,000 and $385,000 in property management, construction management and leasing fees to one of our affiliated entities for the years ended December 31, 2010, 2009 and 2008, respectively. Our Casa Linda Plaza property paid a total of $6.2 million in construction costs to one of our affiliated entities who acted as a general contractor on the redevelopment during 2008 and 2009.

11. REAL ESTATE ACQUISITIONS AND DISPOSITIONS

In July 2010, we and our affiliated joint venture partners on our Woodlake Square property, MIG III and ARIC, entered into a joint venture agreement with a third party on our Woodlake Square property. As part of this transaction, we and our affiliates sold 90% of our interest in the property and retained a 10% ownership interest, which carries a promoted interest in cash flows once an 11.65% preferred return threshold is met on the project. Prior to the transaction, we owned a 60% interest in the property, and we own a 6% interest, post-transaction. We recorded an impairment of approximately $618,000 on the transaction which has been recorded as impairment in our consolidated statements of operations. The sale generated cash proceeds of approximately $3.4 million (our share was approximately $2.0 million), and we, our affiliated partners, and our third party joint venture partner are responsible for funding our pro rata amount of the redevelopment costs on the project, which are currently estimated to be approximately $8.0 million. Additionally, as part of the transaction, the $23.8 million loan on the property, which was due to mature in September 2010, was paid in full at closing. The new entity in which we now own a 6% interest, VIF II/AmREIT Woodlake L.P., is the borrower on the new $20.9 million loan, which has a 3-year term with two one-year extension options, provided certain conditions are met. We, along with our affiliate, MIG III are joint and several repayment guarantors on the loan. As a result of our reduced ownership interest and decision-making ability, we no longer have a controlling financial interest in the property. In accordance with ASC 810, we deconsolidated this property as of the date of the transaction and began accounting for the property under the equity method of accounting.

See Note 4 for a discussion of our investment activity since our inception with respect to our non-consolidated entities.

12. 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.

In conjunction with our acquisition of the Woodlake Square shopping center in August 2007, we identified environmental exposures caused by businesses which were operated on the property prior to our ownership. We recorded an asset retirement obligation on the acquisition date related to these exposures. As of December 31, 2010, we believe that the environmental exposure no longer exists as a result of the property’s admittance into the Dry Cleaner Remediation Program.

13. SUBSEQUENT EVENTS

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

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Table of Contents

AmREIT MONTHLY INCOME & GROWTH FUND IV, L.P. AND SUBSIDIARIES
SCHEDULE III - Consolidated Real Estate Owned and Accumulated Depreciation
For the year ended December 31, 2010

Initial Cost

Total Cost

Property Description

Building and
Improvements

Land

Cost Capitalized
Subsequent to
Acquisition

Building and
Improvements

Land

Total

Accumulated
Depreciation

Date
Acquired

Encumbrances

Woodlake Pointe

7,617,318

8,845,089

332,096

7,547,243

9,247,260

16,794,503

(815,736

)

11/21/2007

—

Village on the Green

5,468,698

3,133,574

206,725

5,675,423

3,133,574

8,808,997

(630,479

)

3/25/2008

6,067,434

Total

13,086,016

11,978,663

538,821

13,222,666

12,380,834

25,603,500

(1,446,215

)

6,067,434

Activity within real estate and accumulated depreciation during the three years ended December 31, 2010 are as follows:


	Cost			Accumulated Depreciation
Balance at December 31, 2007	$	50,070,116		$	378,621
Acquisitions / additions (Note A)		13,002,961			—
Disposals		(8,606	)		(8,606	)
Depreciation expense (Note A)		—			1,544,331
Balance at December 31, 2008	$	63,064,471		$	1,914,346
Acquisitions / additions		475,886			—
Disposals		(41,733	)		(41,733	)
Depreciation expense		—			1,545,919
Balance at December 31, 2009	$	63,498,624		$	3,418,532
Acquisitions / additions		501,756			—
Disposals		(38,396,880	)		(9,234,155	)
Depreciation expense		—			7,261,838
Balance at December 31, 2010	$	25,603,500		$	1,446,215

Note A - MIG IV acquired 40% investment interests in Woodlake Square and Woodlake Pointe during 2007; thus, the operations of these properties were accounted for using the equity method of accounting. In June 2008, MIG IV acquired an additional investment interest of 20% in the two properties and began consolidating their results of operations, effective January 1, 2008.

S-1

Attached files

AmREIT Monthly Income & Growth Fund IV LP Reports

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