Exhibit 3.149.2

OFFICE OF THE
PUBLIC REGULATION COMMISSION

CERTIFICATE OF AMENDMENT

OF

N.M. ESPANOLA THREE PLUS ONE LIMITED COMPANY

3386604

     The Public Regulation Commission certifies that the Articles of Amendment, duly signed and verified pursuant to the provisions of the

LIMITED LIABILITY COMPANY ACT
(53-19-1 TO 53-19-74 NMSA 1978)

have been received by it and are found to conform to law.

     Accordingly, by virtue of the authority vested in it by law, the Public Regulation Commission issues this Certificate of Amendment and attaches hereto a duplicate of the Articles of Amendment.

Dated: AUGUST 19, 2010

In testimony whereof, the Public Regulation of the State of New Mexico has caused this certificate to be signed by its Chairman and the seal of said Commission to affixed at the City of Santa Fe.

/s/ David W. King

Chairman

/s/ Ann Echols

Bureau Chief

3386604          COPY FILED IN OFFICE OF
NM PUBLIC REG. COMM.

AUG 19 2010

CORPORATION BUREAU

Limited Liability Company
ARTICLES OF AMENDMENT
TO THE ARTICLES OF ORGANIZATION

Pursuant to the provisions of the New Mexico Limited Liability Company Act, the undersigned limited liability company adopts the following Articles of Amendment for the purpose of amending its Articles of Organization:

ARTICLE ONE: The name of the limited liability company is (include NMPRC#): NMPRC#1712314 N.M. Espanola Three Plus One Limited Company

ARTICLE TWO: The date the Articles of Organization were filed is: February 15, 1995

ARTICLE THREE: The Articles of Organization are amended as follows (identify by article number and attach additional pages if necessary):

Article 2 is hereby replaced with the following:

“This Company does not have a dissolution date. Its existence is perpetual.”

The final sentence of Article 3 is hereby replaced with the following:

“The address of the Company’s principal place of business is: 303 West Madison Street, Suite 2400, Chicago, Illinois 60606.”

ARTICLE FOUR: If these Articles of Amendment are not to be effective upon filing with the commission, the effective date is: (if an effective date is specified here, it cannot be a date prior to the date the articles are received by the commission)                                

Dated: AUGUST 18, 2010

N.M. Espanola Three Plus One Limited Company
Name of Limited Liability Company
By	See attached
Signature of Member or Manager
Aviv Financing I, L.L.C., its sole member
Printed Name and Title (Member or Manager)

Form DLLC-AM
(revised 10/02)

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SIGNATURE PAGE
TO
ARTICLES OF AMENDMENT

N.M. ESPANOLA THREE PLUS ONE LIMITED COMPANY
AVIV FINANCING I, L.L.C., its sole member
By:	AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P.
Its:	Sole member
	By:	AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP
	Its:	General partner
		By:	AVIV HEALTHCARE, L.L.C.
		Its:	General partner
		By: Name:	/s/ Craig M. Bernfield Craig M. Bernfield
		Its:	Manager

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