EXHIBIT 10.aaa



         THIS LEASE, dated as of this 30th day of August, 1986, by  and  between
 Meyers-Thornton Investment Co.("Landlord")and Heilig-Meyers Company ("Tenant').

                              W I T N E S S E T H:

         1.  Landlord  hereby  leases  to  Tenant,  subject  to  the  terms  and
conditions   hereof,   the  following   described  property  together  with  all
improvements thereon and appurtenances thereunto belonging (the "Premises"):

         That certain  described  tract or parcel of land with all  improvements
         thereon  and  appurtenances  thereunto  belonging,  lying  and being in
         Whiteville  township,  Columbus County, State of North Carolina bounded
         and described as follows, to wit:

         Beginning at an iron pin in the western  edge of old U.S.  Highway 701,
         now a continuation  of Madison  Street in the town of Whiteville,  said
         beginning  point being 180.65 feet  southwardly  from the  southwestern
         intersection  of the  western  line  of old  U.S.  Highway  701 and the
         southern  line of State N. C. Road No. 1949,  thence from said point of
         beginning  southwardly  along the western line of old U.S. route 701 (a
         course of south  32(degree)m  49' west) a distance  of 225.77 feet to a
         concrete  monument;  thence  north  60(degree)  37' west a distance  of
         300.45 feet to an iron pin; thence north 32(degree) 29' east a distance
         of  243.6  feet to an iron  pin;  thence  south  57(degree)  13' east a
         distance of 301.34 feet to the point and place of beginning.

for a term of fifteen  (15)  years,  commencing  on August 1, 1986 and ending on
July 31, 2001 at 12:00 Midnight.

         2. (a)  Beginning  with the  commencement  date,  Tenant  shall  pay to
Landlord a monthly  rental of Four thousand five hundred two and 08/100  dollars
($4,502.08) payable in advance on the first day of every month.

              (b) The annual rental shall be changed every three (3) years to an
amount  equal to four (4) percent of Tenant's  net sales at the Premises for the
previous  year.  Previous  year is defined as the last full fiscal year prior to
the  anniversary  date of this  Lease.  Net sales is defined as gross sales less
returned sales and sales taxes.  Credit service  charges,  insurance and service
sales are not included in "Net Sales".

         3.   Tenant agrees that it shall:

              (a)   pay all charges for water, electricity, gas and other
 utilities;

              (b) Keep the interior ad exterior of the  Premises,  together with
all plumbing, heating, air conditioning,  ventilating, electrical and mechanical
equipment  in good  order and  repair  (including  termite  control)  at its own
expense;  and  upon  termination  of this  Lease  surrender  the same in as good
condition as then received,  expecting  depreciation caused by ordinary wear and
tear and damage caused by fire, accident, casualty or act of God;

              (c) Cause the  Premises  to be insured  against  loss by fire with
extended coverage in an amount sufficient for replacement of the Premises in the
event of total loss by  facilities of the same size and quality as existed prior
to such loss;


                                      149
<PAGE>
              (d) Pay when due all ad valorem real estate taxes and  assessments
against the Premises. (All real estate taxes payable by Tenant shall be prorated
as of the commencement date and to the termination date of this Lease.  Landlord
shall promptly  forward to Tenant all bills received by Landlord for taxes which
are to be paid be Tenant,  and  Tenant  shall  deliver  promptly  thereafter  to
Landlord receipts  evidencing payment of all such taxes.  Tenant may file in the
name of  Landlord  all such  protests or other  instruments  and  institute  and
prosecute  proceedings  for the purpose of  contesting  any of such  taxes,  but
shall,  at the request of  Landlord,  furnish  reasonable  assurance to Landlord
indemnifying it against any loss or liability by reason of such contest.  Tenant
shall not be deemed to be in default  hereunder  so long as Tenant shall in good
faith contest such tax.  Nothing herein contained shall be construed to obligate
Tenant to pay any part of any income,  estate or  inheritance  tax  assessed any
governmental authority against the Landlord, its successors or assigns.);

              (e) Tenant agrees, at its own expense, to promptly comply with all
requirements of any legally constituted public authority.

              (f)   Not use or permit the Premises to be used for any unlawful
or disorderly purpose; and

              (g) Permit  Landlord to post one "For Rent" sign to and to exhibit
the  Premises  to  prospective  tenants  during  the last six (6)  months of the
Lease's  duration   provided  that  Landlord  shall  cause  the  least  possible
disruption of Tenant's business.

         4.   Tenant shall have the right to:

              (a)  As  its  own  expense  make  such  alterations,  changes  and
improvements  to the Premises  (including  installation  of signs) as Tenant may
deem  necessary;  provided,  however,  that no  structural  alternations  to the
Premises shall be made without Landlord's consent;

              (b) Assign or sublet the Premises or any portion  thereof  without
consent; provided,  however, that no such assignment or subletting shall relieve
Tenant of liability  for the  performance  of the terms and  conditions  of this
Lease; and

              (c) Remove any equipment,  improvements  or fixtures  installed by
it,  except that  Tenant may elect to leave the same,  in which event they shall
become the property of Landlord upon termination of this Lease.

         5.   Landlord agrees that it shall:

              (a) Take no action (except at Tenant's  request) which would cause
an increase in the taxes or insurance  premiums  assessable  with respect to the
Premises;

              (b)  Reimburse  Tenant  for one half of the  taxes  and  insurance
premiums paid with respect to the Premises; and

              (c) Hold Tenant and its agents harmless for any and all claims and
demands resulting from acts or omissions of Landlord or its agents.

         6.   Landlord covenants, warrants and agrees:

              (a) That  Landlord  has full and  complete  authority to make this
Lease and that so long as Tenant is not in default hereunder,  Tenant shall have
quiet and peaceable possession and enjoyment of the Premises for the duration of
this Lease  without  hindrance on the part of Landlord or any other  parties and
that Landlord  shall warrant and defend  Tenant in such  possession  against the
claim of al parties;

              (b) That Landlord shall deliver to Tenant  physical  possession of
the Premises upon the  commencement  of the term,  free and clear of all tenants
and occupants ad the rights of either, and of all encumbrances and violations of
laws relating to the use and occupancy of the Premises; and

              (c) That the Premises and all plumbing, heating, air conditioning,
ventilating,  electrical  and  mechanical  equipment  are in good  condition and
operating order.

         7. Landlord and Tenant  hereby waive all claims  against each other for
loss or damage caused by fire or perils capable of coverage by standard fire and
extended coverage  insurance,  regardless of the cause of such damage.  Landlord
and Tenant  will cause an  appropriate  waiver of  subrogation  provision  to be
inserted in their policies of insurance on the Premises.


                                      150
<PAGE>



         8. (a)  Tenant  shall  maintain  at is  expense,  throughout  the term,
insurance covering the building and other improvements now or hereafter existing
upon the  property  against  loss or  damage by fire or such  other  risk now or
hereafter  embraced  by  the  term  "extended  coverage"  and by  vandalism  and
malicious  mischief,  in an  amount  not less than the full  insurable  value as
determined  by  Tenant's  insurer.  As used in this  subsection,  the term "full
insurable value" shall mean the actual replacement cost, excluding foundation an
excavation  costs,   without   deduction  for  physical   depreciation  as  such
replacement cost shall be adjusted by Tenant's insurer every year due to changes
in the cost of construction and other relevant factors.

              (b) Tenant  shall  maintain at its expense,  throughout  the term,
insurance  against loss or liability in connection  with bodily  injury,  death,
property  damage or  destruction,  occurring on or about the property or arising
out of the use thereof by Tenant or its agents, employees, officers or invitees,
visitors  and  guests,  under  on e or more  policies  of  comprehensive  public
liability   insurance,   including  insurance  against  assumed  or  contractual
liability  under this Lease,  having  such  limits as to each as are  reasonably
required  by Landlord  from time to time,  but in any event of not less than Two
Million Five Hundred  Thousand Dollars  ($2,500,000.00)  for bodily injury to or
death  of  all  persons  and  for  property  damage  or  destruction  in  anyone
occurrence.

              (c) Each policy  referenced  above shall (a) name as the  insureds
thereunder  Landlord and Tenant and, at  landlord's  request,  any  mortgagee of
Landlord holding a note secured by a deed of trust or other security  instrument
encumbering the Property);  except that for the policies described in subsection
8(b) Landlord shall be named as an additional  insured (b) by its terms,  not be
cancelable  without at least  thirty (3) days prior  written  notice to Landlord
(and, at Landlord's request, any mortgagee),  and (c) be issued by an insurer of
recognized  responsibility  licensed to issue such policy in the state where the
Property is located. At least five (5) days before the commencement date, Tenant
shall  deliver to Landlord  each such policy or a  certificate  of insurance for
each such policy,  and at least thirty (30) days before any such policy expires,
Tenant shall deliver to Landlord a replacement policy or certificate therefor.

              (d)  General.  In the event  that,  at any time during the term of
this Agreement of Lease, the buildings and improvements  portion of the property
(i) are  destroyed or (ii) are damaged to the extent of fifty  percent  (50%) or
more of their Gross Leasable Area, then within sixty (60) days after such damage
or  destruction,  Tenant shall notify  Landlord of its exercise of or its desire
not to exercise the hereby  granted  option to terminate this Agreement of Lease
not later than and  effective on the end of such sixty (60) day period.  Failure
to so  exercise  such  option  will  obligate  Tenant to repair and  restore the
property as hereinafter rp4rovided. In all other events, Tenant shall repair and
restore the property as hereinafter provided.

              (e)  Repair and  Rebuilding.  In the event  that  Tenant  does not
terminate  this Agreement of Lease as provided for in Section 8 above and in all
other events,  the Tenant,  at its own cost and expense,  shall,  subject to the
other  provisions of this Section 8, cause the same to be repaired,  replaced or
rebuilt as nearly as possible to its condition  immediately  prior to the damage
or  destruction  subject to such  alterations  or changes as Tenant may elect to
make in conformity  with Section 8 hereof  within a period of time which,  under
all prevailing circumstances,  shall be reasonable. If Tenant shall exercise its
option to  terminate  this  Lease,  this Lease  shall  expire  automatically  as
provided in  subsection  8(d) in which event Tenant shall be under no obligation
to repair, replace or rebuild the buildings and improvements on the property but
shall  clear away the ruins and leave the Demised  Premises in a clean,  orderly
and slightly  condition.  In the event that (i) Tenant shall fail to give notice
of its  exercise  of its option to  terminate  within such period or (ii) if the
buildings and  improvements on the demised  Premises shall not be damaged to the
extent of more than fifty  percent  (505) of this  gross  leasable  Area,  then,
Tenant shall,  subject to the other provisions of this Section 8, cause the same
to be  repaired,  replaced  or  rebuilt  at its own cost and  expense  as herein
provided. If Tenant does not repair, replace or rebuild any damaged or destroyed
buildings or improvements,  all insurance  proceeds that are payable as a result
of the  destruction  or  damage  to such  buildings  or  improvements  plus  the
deductible,  if any, shall be paid to Landlord and this Agreement of Lease shall
terminate on the date of such payment.


                                      151
<PAGE>

         9. (a) If all or  substantially  all of the Property or such portion of
the  improvements  located  on the  property  as to render  the  balance of such
improvements  unsuitable in Landlord's and tenant's  reasonable judgment for the
purposes of tenant is taken by the exercise of any power of eminent domain or is
conveyed to or at the direction of any governmental entity under a threat of any
such  taking,  Landlord  shall be  entitled  to  collect  from  such  condemning
authority  the  entire  amount of any award  made in any such  proceeding  or as
consideration for such conveyance, without deduction therefrom for any leasehold
or other estate held by tenant under this lease, except as specifically provided
for  herein  this  Lease  shall  terminate  on the date that  possession  of the
property is taken by such  condemning  authority  and all Rent,  Taxes and other
charges payable hereunder will be apportioned and paid to such date.

              (b) Tenant  hereby (a) assigns to Landlord all of Tenant's  right,
title and  interest,  if any, in any to any such award (b) waives any right that
it may otherwise have in connection with such condemnation,  against Landlord or
such   condemning   authority,   to  any  payment  for  (i)  the  value  of  the
then-unexpired portion of the Term, (ii) leasehold damages, and (iii) any damage
to or diminution of the value of Tenant's  leasehold  interest  hereunder or any
portion of the  Property  not  covered by such  Condemnation,  and (c) agrees to
execute  any and all  further  documents  which may be  required  to  facilitate
Landlord's  collection of any and all such awards;  provided,  however,  that if
Tenant shall have made  improvements  or  alterations  to the property after the
date hereof and shall have not yet fully  amortized  its  expenditures  for such
improvements or alterations under generally accepted accounting procedures, then
Landlord  shall,  and  hereby  does,  assign to Tenant  out of any award paid to
Landlord  a sum  equal  to the  unamortized  portion  of any  such  expenditures
subject,  in all events,  (i) to all  mortgagees  of  Landlord  having been paid
amounts due to them form such award  according to their loan  documents and also
(ii) to their being available excess funds form the award to pay such amounts to
Tenant after all amounts due and owing to Landlord  hereunder and its mortgagees
are paid from such award.

              (c)  Subject  in all  events to the  operation  and  effect of the
foregoing provision of this Section, Tenant may seek a separate award on account
of any damages or costs incurred by Tenant as a result of such condemnation,  so
long as such  separate  award in no way  diminishes  any award or payment  which
Landlord would otherwise receive as a result of such Condemnation.

              (d) Partial Condemnation. If a (i) portion of the Property that is
not improved by buildings or  structures  as of the date of this Lease or (ii) a
portion  of the  improvements  portion  of the  property  is so taken so that no
termination of this Lease occurs  according to subsection 9(a), then Landlord is
entitled to collect  form such  condemning  authority  the entire  amount of any
award in any such proceeding or as consideration  for any such conveyance,  this
Lease shall not terminate and Landlord shall,  upon its receipt of such award in
condemnation, restore said building improvements to as complete a building as is
reasonable  and  practically  possible in design,  character  and quality of the
conditions  of the  building  immediately  prior to the  condemnation;  provided
however,  in any event,  Landlord  shall not be  required  to spend for any such
repair,  restoration  or  alteration  work an amount  in  excess of the  amounts
received by Landlord as damage for the taking of such building improvements part
of the property and Tenant, at its own cost and expense shall make all necessary
repairs and alterations to its trade fixtures,  decoration, signs, machinery and
contents.  Base rent payable after any such taking will thereafter be reduced in
the same  proportion as the gross leasable area of the improvement is reduced by
or as a  consequence  of  such  condemnation.  There  will  be no  reduction  or
abatement of base rent or any other charges  payable by Tenant  hereunder in the
event Tenant is only temporarily  deprived in whole or in part of the use of any
portion of the property, for a period not in excess of ninety (90) days.

              (e)  Liability  Upon  Condemnation.  If there  is a  condemnation,
Landlord shall have no liability to Tenant on account of any (a) interruption of
tenant's  business upon the property,  (b) diminution in Tenant's ability to use
Th property,  or (c) other  injury or damage  sustained by Tenant as a result of
such condemnation.

              (f) Condemnation Proceedings. Except for any proceeding brought by
Tenant under the  provisions of subsection  9(c),  Landlord shall be entitled to
conduct any such  condemnation  proceeding  and any  settlement  thereof free of
interference from Tenant,  and Tenant hereby waives any right which it otherwise
has to participate therein.


                                      152
<PAGE>



       10. In the event Tenant shall  default in the  performance  of any of the
terms  herein  contained  and shall not remedy the same within  thirty (30) days
after  written  notice  thereof  by  Landlord  or in  the  event  Tenant  cannot
reasonably  remedy said  default  within  thirty (30) days,  if Tenant shall not
commence to cure within  said thirty (30) day period and  diligently  pursue the
same to completion)  or, if Tenant shall be adjudicated a bankrupt or shall make
a general  assignment  for the benefit of creditors,  or if a receiver  shall be
appointed for Tenant and not removed within sixty (60) days, Landlord shall have
the right to re-enter  and take  possession  of the  Premises  and to remove any
property  therein and to terminate this Lease. In he event of such  termination,
Landlord  may relet the  Premises  or any part  thereof  on such terms as it may
determine.

       11. (a) All  notices  called  hereunder  shall be in writing and shall be
deemed to have been given when sent postage  prepaid by  registered of certified
mail, return receipt  requested,  to the address stated beside signature,  or to
such other address as the party to receive such notice may  hereafter  direct by
written notice.

              (b) This  Lease sets forth the  entire  agreement  of the  parties
regarding  the  Premises,  and there are no promises,  agreement,  conditions or
understandings,  either  oral or  implied,  other than as set forth  herein.  No
subsequent  amendment or  modification  of this Lease shall be binding unless in
writing and signed by both parties.

              (c) This Lease  shall be binding  upon and enure to the benefit of
the parties hereto, their heirs, successors, assigns, and legal representatives

       WITNESS the following signatures and seals.:

                                          TENANT:

                                          HEILIG-MEYERS COMPANY

                                          By: _____________________________
                                              President

                                          Address:     3228 West Cary Street
                                          Richmond, VA 23221

(Corporate Seal)

ATTEST:

-------------------------------
              Secretary




                                          LANDLORD:

                                          MEYERS-THORNTON INVESTMENT CO.

                                          By: _____________________________
                                              Partner


                                          Address:




                                      153
<PAGE>