EXHIBIT 3.1

EXHIBIT 3.1
LTC PROPERTIES, INC.

ARTICLES SUPPLEMENTARY

LTC PROPERTIES, INC., a Maryland corporation (the "Company")
hereby certifies to the State Department of Assessments and Taxation of Maryland
(the "Department") that:

FIRST: Pursuant to the authority expressly vested in the Board
of Directors of the Company by Article SEVENTH of the Company's Articles of
Amendment and Restatement filed with the Department on August 3, 1992, as
amended and supplemented (the "Charter"), and Section 2-105 of the Maryland
General Corporation Law (the "MGCL"), the Board of Directors of the Company has,
by unanimous written consent in lieu of a meeting dated as of April 1, 2004,
adopted resolutions reclassifying and designating 3,080,000 authorized but
unissued shares of 9.5% Series A Cumulative ("Series A Preferred Stock"),
constituting all of the shares classified and designated as Series A Preferred
Stock, and 2,000,000 authorized but unissued shares of 9% Series B Cumulative
Preferred Stock ("Series B Preferred Stock"), constituting all of the shares
classified and designated as Series B Preferred Stock, as authorized but
unissued and unclassified shares of Preferred Stock (as defined in the Charter)
of the Company

SECOND: After giving effect to the reclassification and
designation of such authorized but unissued shares of Series A Preferred Stock
and Series B Preferred Stock described in Article FIRST, the number of
authorized but unissued shares of Series A Preferred Stock and Series B
Preferred Stock is zero, and of the Fifteen Million (15,000,000) shares of
Preferred Stock which the Company has authority to issue under its Charter, Two
Million (2,000,000) shares have been classified and designated as 8.5% Series C
Cumulative Convertible Preferred Stock ("Series C Preferred Stock"), Forty
Thousand (40,000) shares have been classified and designated as Series D Junior
Participating Preferred Stock ("Series D Preferred Stock"), Two Million Two
Hundred Thousand (2,200,000) shares have been classified and designated as 8.5%
Series E Cumulative Convertible Preferred Stock, Four Million (4,000,000) shares
have been classified and designated as 8% Series F Cumulative Preferred Stock
and Six Million Seven Hundred Sixty Thousand (6,760,000) shares have not been
classified and designated as a separate series. The total number of shares of
stock of all classes which the Company has authority to issue, consisting of
Fifty Million (50,000,000) shares, par value $.01 per share, remains unchanged.

THIRD: The shares of stock described herein have been
classified or reclassified by the Board of Directors under the authority
contained in the Charter of the Company.

FOURTH: These Articles Supplementary have been approved by the
Board of Directors of the Company in the manner and by the vote required by law.

FIFTH: The undersigned Vice Chairman of the Company
acknowledges these Articles Supplementary to be the corporate act of the Company
and, as to all matters or facts

STATE OF MARYLAND

I hereby certify that there is a true and complete copy of the 3 page document
on file in this office. DATED: April 1, 2004.

STATE DEPARTMENT OF ASSESSMENTS AND TAXATION

BY: [ILLEGIBLE], Custodian
This stamp replaces our previous certification system. Effective: 6/95


required to be verified under oath, the undersigned Vice Chairman of the Company
acknowledges that to the best of her knowledge, information and belief, these
matters and facts are true in all material respects and that this statement is
made under the penalties of perjury.

IN WITNESS WHEREOF, the Company has caused these Articles
Supplementary to be executed under seal in its name and on its behalf by its
Vice Chairman and attested to by its Secretary on this 1st day of April, 2004.

ATTEST: LTC PROPERTIES, INC.

/s/ Alex Chavez By: /s/ Wendy L. Simpson (SEAL)
- ------------------------ -----------------------------
Name: Alex Chavez Name: Wendy L. Simpson
Title: Secretary Title: Vice Chairman

[SEAL]
LTC PROPERTIES, INC.
CORPORATE SEAL
LTC 1992
MARYLAND

2