July 27, 2011

EXHIBIT 10.4

July 27, 2011

VIA FACSIMILE AND FEDERAL EXPRESS

Xxxxxx Creek Village, LLC
000 Xxxxx Xxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Fax (000) 000-0000
Telephone No. : (000) 000-0000
Attn: Xxx Xxxx

Re: Purchase and Sale Agreement with Joint Escrow Instructions dated as of June 24, 2011, as amended by that certain First Amendment to Purchase and Sale Agreement and Joint Escrow Instructions dated as of June 30, 2011, and that certain Second Amendment to Purchase and Sale Agreement and Joint Escrow Instructions dated as of July 8, 2011 (as so amended, the “Purchase Agreement”) between XXXXXX CREEK VILLAGE, LLC, a Kentucky limited liability company, as Seller (“Seller”) and STEADFAST ASSET HOLDINGS, INC., a California corporation, or its assigns, as Buyer (“Buyer”). Capitalized terms not defined in this letter shall have the respective meanings assigned to such terms in the Purchase Agreement.

Xx. Xxxx:

     In accordance with Section 5.2 of the Purchase Agreement, Buyer hereby notifies Seller in writing that Buyer is hereby exercising its Extension Option under Section 5.2 to extend the Initial Scheduled Closing Date one time for up to not later than August 30, 2011. The Extension Deposit will be deposited with Escrow Holder on July 29, 2011 as required by and subject to the terms and conditions, of the Purchase Agreement. Nothing in this letter shall be deemed to waive any rights of Buyer as otherwise set forth in the Purchase Agreement.

	Very truly yours, STEADFAST ASSET HOLDINGS, INC.
	By:	/s/ Xxx Xxxxx del Rio
		Name:	Xxx Xxxxx del Rio
		Title:	Secretary

cc:

Xxxxx Law Group
Attn: Xxx Xxxxx
0000 Xxxxxxxxxx Xxxx xxxx. xxxxx X
Xxxxxxxxxx, XX 00000
Fax (000) 000-0000
Telephone # (000) 000-0000

July 27, 2011
Page 2

First American Title Insurance Company
0 Xxxxx Xxxxxxxx Xxx
Xxxxx Xxx, Xxxxxxxxxx 00000
Attn: Xxxxxx Xxxxx