EXHIBIT 10.23

                         REAL ESTATE PURCHASE AGREEMENT

     THIS REAL ESTATE PURCHASE  AGREEMENT  ("Agreement") is made to be effective
as of  the  Effective  Date  (as  hereinafter  defined),  between  Golden  Books
Publishing Company, Inc.  (hereinafter the "Seller"),  with a notice address c/o
Squire,  Sanders & Dempsey,  L.L.P.,  350 Park Ave., New York, NY 10022, fax no.
212-872-9815,  ATTN:  Arnold  S.  Lehman,  Esq.,  and  ABLAH  ENTERPRISES,  INC.
(hereinafter the "Buyer"),  with a notice address of 3101 North Rock Road, Suite
125, Wichita, Kansas 67226, fax no. 316-636-2380, ATTN: George J. Ablah.

                              W I T N E S S E T H:

          1. Sale of the Real Property.  Subject to the other provisions of this
Agreement,  Seller  agrees to sell and Buyer  agrees to  purchase,  on the terms
hereafter  stated,  certain  real  property  located  near  Fayetteville,  North
Carolina  ("Real  Property"),  which Real  Property is  described on Exhibit "A"
hereto, together with (a) all buildings thereon and all related improvements and
all  equipment and fixtures  appurtenant  thereto,  (b) any current  service and
supply  contracts,  if any,  pertaining to the Real Property;  (c) any unexpired
warranties and  guaranties  relating to the Real Property and  improvements  and
fixtures  thereon,  if any;  and (d) the  Lease  (as  defined  in  Section  3.E.
below)related to the Property (with the items referenced in sub-paragraphs  (a),
(b), (c), and (d) hereafter  collectively  the  "Property".  The date the Seller
delivers a fully-executed  counterpart of this Agreement to the Title Company is
referred to herein as the "Effective Date".

          2. Purchase  Price.  The purchase  price  ("Purchase  Price") shall be
$7,250,000.00.  Buyer shall  deposit  $50,000 (the "Earnest  Money  Deposit") as
earnest money with a mutually  agreed upon title company (the "Title  Company"),
within three (3) business  days  following  the  Effective  Date,  to be applied
against the Purchase Price payable on the Closing Date, or otherwise to be dealt
with as provided  herein.  The  Earnest  Money  Deposit  shall be  increased  as
provided in paragraph 7 below.

          3. Title; Survey; Environmental Information; Lease, Etc.

                  A. Within twenty (20) days following the Effective Date, Buyer
         will endeavor to obtain a preliminary binder for issuance of an owner's
         title  insurance  policy ("Title  Report")  issued by the Chicago Title
         Insurance  Company  through  its agent,  The  Security  Abstract  Title
         Company, Inc., 434 North Main Street,  Wichita, Kansas 67202, phone no.
         (316)  267-8371,  facsimile no. (316)  267-8115 (the "Title  Company"),
         showing  Buyer as the  prospective  named  insured,  showing the policy
         amount as the Purchase  Price,  showing the status of Seller's title to
         the Property,  and containing  legible copies of all documents referred
         to in the Title  Report.  Within  the same  time,  Buyer  shall  obtain
         reports of searches made of the Uniform  Commercial Code Records of the
         county in which the Real  Property is located and those  maintained  in
         the Office  of  the  Secretary  of State of North Carolina (the "U.C.C.
         Searches").

                  On the Closing  Date (as  defined in  paragraph  4.A.  below),
         Seller  will  cause to be  issued to Buyer a policy  of  owner's  title
         insurance in an amount equal to the Purchase Price, insuring fee simple
         title to the Property in Buyer, subject only to those title exceptions



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         contained in the Title  Report (as  corrected  pursuant  to the mutual
         agreements of Seller and Buyer) and U.C.C. Searches.

                  B. Within twenty (20) days following the Effective Date, Buyer
         will  endeavor to obtain a survey of the Real  Property,  prepared  and
         certified  by a licensed  surveyor,  which  survey  shall be  certified
         subsequent to the Effective  Date and shall be in conformity  with ALTA
         As-Built  Survey of Property  requirements in accordance with ALTA/ACSM
         Land Title Surveys.

                  C. Within ten (10) days following the Effective  Date,  Seller
         shall  provide  Buyer copies of all plans,  specifications,  structural
         reports,  floor and roof  reports,  reports of any  inspections  of the
         mechanical and electrical  systems of the buildings located on the Real
         Property,  environmental  reports and audits in the possession or under
         the  control  of  Seller  concerning  the  Property,   along  with  all
         communications to and from environmental agencies or authorities.

                  D. Within ten (10) days following the Effective  Date,  Seller
         shall  provide Buyer an accurate  copy of any  management,  service and
         supply contracts to which Seller is a party concerning the Property.

                  E.  Within  twenty (20) days  following  the  Effective  Date,
         Seller shall  provide  Buyer with a complete  and accurate  copy of the
         only  lease  ("Lease")  encumbering  the  Property,   and  an  estoppel
         certificate,  in form and substance  satisfactory  to Buyer,  from each
         tenant  thereunder  which:  (1) ratifies such lease;  (2) expresses the
         commencement  and  termination  dates  thereof;  (3) certifies that the
         lease is in full force and effect and has not been assigned,  modified,
         supplemented or amended  (except by such written  documents as shall be
         stated); (4) states that all conditions under the lease to be performed
         by the  landlord  have been  satisfied;  (5)  states  that there are no
         defenses  or  offsets  against  the  enforcement  of the  lease  by the
         landlord, or stating those claimed by the tenant; (6) states the amount
         of advance rent, if any (or none if such is the case),  paid by tenant;
         (7) states  the date to which  rent has been  paid;  and (8) states the
         amount of security deposited with the landlord, if any.

          4.  Closing.  Buyer and Seller agree that the purchase of the Property
will be consummated as follows:

                  A.  Closing  Date.   Subject  to  the   satisfaction   of  any
         contingencies  contained  herein  and to prior  termination  hereof  as
         otherwise  permitted  hereunder,  this  transaction  shall  close  (the
         "Closing") on the  fifteenth  day  following the  expiration of Buyer's
         Feasibility Period (the "Closing Date"); provided, however, that in the
         event such fifteenth day is a weekend day or holiday,  the Closing Date
         shall be the next succeeding  business day. The Closing will take place
         at an office of the Title  Company,  with the exact time for Closing to
         be designated by Buyer and approved by Seller.




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                  B. Seller's Deliveries.  At the Closing, Seller shall cause to
         be delivered to Buyer the following  items (all  documents will be duly
         executed and acknowledged where required):

                           (1)  A  General  Warranty  Deed  conveying  to  Buyer
                  the Property;

                           (2)  Affidavits  in  form  acceptable  to  the  Title
                  Company  concerning  Seller's payment in full of all costs for
                  labor and materials  delivered to, or in connection  with, the
                  Property and related matters;

                           (3) An updated  certificate of the representations of
                  Seller indicating  whether the same remain true and correct in
                  all  material  respects  to the time of  Closing,  or, if such
                  representations are no longer accurate, a statement indicating
                  the changes thereto;

                           (4) An   assignment  of  the  Lease  related to   the
                  Property;

                           (5) An assignment of all service and supply contracts
                  disclosed to Buyer hereunder;

                           (6) An assignment of all  warranties  and  guarantees
                  required to be disclosed to Buyer hereunder;

                           (7) Originals or true copies of building  permits and
                  certificates of occupancy for the buildings;

                           (8) An affidavit of non-foreign  status in compliance
                  with Section 1445 of the Internal Revenue Code; and

                           (9) A Closing statement.

                  C. Buyer's  Deliveries.  Buyer shall pay the Purchase Price by
         wire transfer of funds, subject to any adjustments provided herein, and
         less the Earnest  Money  Deposit,  which shall  become the  property of
         Seller. Buyer shall execute such documents as are reasonably acceptable
         to Seller in order that Buyer  assume for the period from and after the
         Closing the  Seller's  obligations  under the Lease and the service and
         supply contracts hereunder transferred.

                  D. Costs.  Seller shall pay the entire premium associated with
         the standard owner's title insurance  policy;  the cost for the survey;
         and one-half of the Closing fee and cost  reimbursement  charged by the
         Title  Company.  Buyer  shall  pay the  costs  of  recording  the  deed
         conveying  title to the  Property to Buyer and  one-half of the Closing
         fee and cost reimbursement charged by the Title Company.

          5.  Possession;   Prorations.  Possession  of  the  Property  will  be
delivered to Buyer on the Closing  Date,  subject to the Lease.  All  utilities;
payments under service and supply contracts to be



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assigned  hereunder;  rent and other  payments  under the Lease;  real  property
taxes; and installments of special  assessments,  if any, pertaining to the Real
Property for the calendar year in which the Closing occurs, shall be prorated to
the Closing Date;  provided,  if the taxes or assessments for such calendar year
are not known as of the Closing Date, the proration  shall be computed using the
best evidence and information  available and, when actual figures are available,
a cash  settlement  shall be made  between  Seller  and Buyer.  Seller  shall be
responsible  for all  operating  expenses  applicable  to the Property  prior to
Closing and Buyer shall be  responsible  for the same  applicable  following the
Closing.

          6. Representations,  Warranties and Covenants of Seller. Seller hereby
represents,  warrants,  and covenants to Buyer as follows, which representations
and  warranties  shall be true and  correct  as of the  Closing  Date and  shall
survive the Closing:

                  A. The management,  service and supply contracts  delivered to
         Buyer by Seller pursuant to paragraph 3.D. above are true,  correct and
         complete,  and,  to  the  best  of  Seller's  knowledge,  there  are no
         defaults,  or events  which with the  passage of time will  mature into
         defaults, thereunder.

                  B.  The  Lease  delivered  to  Buyer  by  Seller  pursuant  to
         paragraph 3.E. above is true, correct and complete, and, to the best of
         Seller's  knowledge,  there are no  defaults,  or events which with the
         passage of time will mature into defaults, thereunder.

                  C.  Seller has full right, power,  and authority to enter into
         this Agreement and to perform its obligations hereunder.

                  D.  There are no  pending  claims,  arbitrations,  regulatory,
         legal or other  proceedings  or,  to the  best of  Seller's  knowledge,
         threatened,  against Seller, or any basis therefor,  that arises out of
         the use or ownership of the Property or that might detrimentally affect
         the use or operation of the  Property  for its  intended  purpose,  the
         value of the  Property,  or  adversely  affect the ability of Seller to
         perform its obligations  under this Agreement,  and Seller is not aware
         of any contemplated condemnation, eminent domain or similar proceedings
         relating to the Property.

                  E. To the best of  Seller's  knowledge,  except  as  disclosed
         within the Phase I environmental report previously provided to Buyer by
         Seller  concerning  the Property:  (i) none of the Property,  including
         subsurface soil and groundwater, contains any substance, including, but
         not limited to, any  radioactive  substance,  hydrocarbons,  industrial
         solvents, oil, petroleum, oil byproducts, petroleum byproducts, metals,
         flammables,  or other hazardous  substances or toxic  materials,  which
         could presently,  or at any time in the future, cause a health,  safety
         or environmental  hazard on the Property or to any person who may enter
         or use the Property or which may require  remediation at the request of
         any governmental authority (collectively,  "Hazardous Materials"); (ii)
         the  ownership,  operation,  use or condition of all of the Property is
         not in  violation  of any  federal,  state or local law,  ordinance  or
         regulation  relating to the Hazardous  Materials,  industrial  hygiene,
         hazardous  or  toxic  materials  (or  similarly   defined   substances,
         materials or wastes or environmental protection); (iii) no person



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         has generated,  manufactured,  stored, treated or disposed of Hazardous
         Materials on, into or under the Property or  transported  any Hazardous
         Materials  to,  from or  across  the  Property;  and  (iv)  none of the
         Property contains any underground treatment or storage tanks.

                  F. Seller has not received any notice of any  violation of any
         laws, ordinances,  rules or administrative or judicial orders affecting
         or regarding the Property.

                  G. So long as this  Agreement  is in effect,  Seller shall not
         modify the terms of the Lease, management,  service or supply contracts
         referenced  herein and shall not enter into any new lease,  management,
         service or supply  contracts  which  extend  beyond the  Closing  Date,
         without Buyer's prior written consent.

                  H. As of the Effective Date, all of the mechanical systems and
         electrical systems,  including,  without limitation, all HVAC equipment
         and systems, fire sprinkler systems, boilers, heaters, and doors of any
         building comprising a portion of the Property (collectively  "Systems")
         are in  good  working  condition  and  repair,  except  to  the  extent
         referenced  on Exhibit "B" hereto,  which  Exhibit shall be attached by
         Seller prior to the Effective  Date.  Additionally,  from the Effective
         Date to the Closing Date, Seller shall maintain, repair and replace the
         improvements  comprising the Property,  and Systems therein, so that as
         of the  Closing,  such  improvements  and  equipment  are  in the  same
         condition as of the date hereof, reasonable wear and tear excepted.

          7. Feasibility  Period,  Termination  Rights,  and Additional  Earnest
Money.

                  A. Buyer shall have a period of thirty (30) days following the
         Effective  Date (the  "Feasibility  Period") to enter onto the Property
         and to  inspect  and  investigate  the  Property,  at its sole cost and
         expense;  to make  such  studies  thereof  as it deems  appropriate  to
         consider  and  evaluate  the  suitability  of the  Property for Buyer's
         purposes.  Buyer agrees to indemnify and hold Seller  harmless and free
         from  all  claims,   proceedings,   actions,  liens,  costs,  expenses,
         liabilities,  and damages incurred on or arising in connection with any
         work done or performed by Buyer or its contractors, representatives, or
         agents on the Property.  Notwithstanding  the  foregoing,  in the event
         Buyer has not received the Title  Report,  UCC searches and survey,  in
         accordance with  subparagraph  3.A. and B. above, on or before the 20th
         day following the Effective Date hereof,  the Feasibility  Period shall
         be extended for the number of days which elapse following such 20th day
         until Buyer has received all the  documents  required by  subparagraphs
         3.A. and B. For example,  if Buyer does not actually receive the survey
         referenced  in  subparagraph  3.B.  until  the 25th day  following  the
         Effective Date, the Feasibility Period shall extend 35 days rather than
         30.

                  B. Buyer  shall  have the right to  terminate  this  Agreement
         without any excuse or reason at any time prior to the expiration of the
         Feasibility  Period upon written notice to the Seller.  In the event of
         such  termination,  the Earnest Money  Deposit,  with accrued  interest
         thereon,  less  $100.00,  shall be returned to Buyer and neither  party
         shall have any further obligation  hereunder.  The remaining $100.00 of
         the Earnest Money Deposit shall be paid



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         to Seller. Seller  acknowledges that the $100.00 shall constitute good,
         valid and sufficient consideration for this Agreement.

                  C.  In  the  event  Buyer  does  not  exercise  its  right  of
         termination  under  subparagraph  B above,  Buyer  shall  increase  the
         Earnest  Money  Deposit  from  $50,000  to  $100,000  on the  first day
         following the expiration of the Feasibility Period.

          8.  Default;  Remedy.  In the event that either party fails to perform
such party's  obligations  hereunder (except as excused by the other's default),
the party  claiming  default will make written demand for  performance  upon the
defaulting  party.  If the  defaulting  party fails to comply with such  written
demand  within  five (5) days  after  receipt  of such  notice to  perform,  the
non-defaulting  party  shall  have the  option to (a) waive  such  default;  (b)
terminate  this  Agreement  and, in the event the  terminating  party is (i) the
Buyer, the Earnest Money Deposit,  together with accrued interest thereon, shall
be  returned  to  Buyer,  and  Buyer  shall  have  the  right  to seek  specific
performance of Seller's obligations  hereunder,  or (ii) the Seller, the Earnest
Money Deposit shall be delivered to Seller by the Title  Company,  together with
accrued  interest  thereon as  Seller's  sole  remedy.  The rights and  remedies
specified in this paragraph shall be the exclusive rights and remedies available
to the parties hereunder.

          9. Damage or  Destruction.  In the event any buildings  and/or related
improvements  that are a part of the Property are damaged or destroyed  prior to
the Closing,  Seller shall give Buyer prompt notice thereof. Unless Seller shall
repair  and  restore  the same in a good  and  workmanlike  manner  prior to the
Closing  Date;  agrees in writing to complete  the same within  thirty (30) days
following  the Closing  Date;  or unless the insurance in effect with respect to
the  Property  will cover the entire cost of  restoration  (less any  deductible
which  Seller  shall pay) to the  satisfaction  of Buyer and Seller  assigns its
rights to the insurance  proceeds to Buyer as part of the Closing,  then, except
as otherwise agreed by the parties, this Agreement shall terminate automatically
and Buyer's Earnest Money Deposit, together with accrued interest thereon, shall
be returned to Buyer.

          10. Condition of Real Property. Except as specifically provided herein
and in Sellers  representations and warranties  contained above, Seller makes no
representation or warranty of any kind, express or implied,  with respect to the
Property,  the same, except as specifically  provided herein, being sold "AS IS,
WHERE IS, WITH ALL FAULTS."

          11. Miscellaneous. It is further agreed as follows:

               A. Time. Time is of the essence of this Agreement.

               B. Fees and  Expenses.  Each party shall be  responsible  for and
          shall pay their own attorneys  fees  incurred in connection  with this
          transaction. Additionally, Buyer and Seller each represent and warrant
          to each other that they have not engaged the services of any broker in
          connection with this Agreement or the transaction  contemplated hereby
          and that no  person  or entity  can  properly  claim a right to a real
          estate  commission,  real estate finder's fee, real estate acquisition
          fee, or other real estate  brokerage type  compensation  (collectively
          "Real  Estate  Compensation")  based  upon the acts of that party with
          respect to the transaction



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         contemplated by this Agreement, except for the Hart Corporation,  whose
         fees shall be paid by Seller. Each party hereto agrees to indemnify and
         defend the other  against and to hold the other  harmless  from any and
         all costs, loss,  liability or expense (including,  but not limited to,
         attorneys  fees and return  commissions)  resulting  from any claim for
         Real  Estate  Compensation  by any  person  or entity  based  upon such
         party's acts. The indemnity  contained in this provision  shall survive
         the Closing of the transaction contemplated by this Agreement.

                  C.  Notices.  Any  notice  pursuant  hereto  shall be given in
         writing by (a) personal  delivery,  or (b) expedited  delivery  service
         with proof of delivery,  or (c) United  States Mail,  postage  prepaid,
         registered  or  certified  mail,  return  receipt  requested,   or  (d)
         telefacsimile    transmission   (provided   that   such   telefacsimile
         transmission is confirmed by expedited  delivery  service or by mail in
         the manner previously described), sent to the intended addressee at the
         address set forth above,  and shall be deemed to have been given either
         at the time of personal delivery or, in the case of expedited  delivery
         service  or mail,  as of the date of first  attempted  delivery  at the
         address or, in the case of  telefacsimile  transmission,  upon receipt.
         Any such notices may be under the  signature of the Seller's or Buyer's
         (as the case may be) agent, attorney, or representative.

                  D.  Entire  Agreement;  Amendment;  Survival.  This  Agreement
         constitutes  the entire  understanding  between  Buyer and Seller,  and
         there are no agreements, understandings,  warranties or representations
         between  Buyer and Seller except as set forth  herein.  This  Agreement
         cannot be amended except in writing  executed by Buyer and Seller.  The
         representations,   warranties  and  covenants  contained  herein  shall
         survive the Closing.

                  E. Binding Effect. This Agreement will inure to the benefit of
         and bind the respective successors and assigns of the parties hereto.

                  F. Execution.  This Agreement has been executed by the parties
         on the dates set forth below their respective signatures.

                  G. Governing Law. This Agreement is to be governed by the laws
         of the state in which the Property is located.

                  H.  Assignment. Buyer may assign  its rights  and  obligations
         hereunder to  an entity owned entirely or controlled by Buyer;  however
         such assignment shall not release Buyer hereunder.

                  I. Acceptance.  Seller must accept this Agreement on or before
         5 o'clock  p.m.  C.D.S.T.  on October 23, 1998,  by  delivering a fully
         executed copy of this Agreement to the Title Company no later than said
         date. Should Seller fail to timely accept this Agreement,  then Buyer's
         offer herein contained shall be null and void.




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         IN WITNESS WHEREOF, this instrument has been executed by the parties to
be effective as of the Effective Date.


"BUYER":                                   "SELLER":

ABLAH ENTERPRISES, INC.                    GOLDEN BOOKS PUBLISHING COMPANY, INC.


By:  /s/                                   By:  /s/
    -----------------------------          ---------------------------------
    George J. Ablah, President             Name:                          
                                           Title:                        

Date:  October 12, 1998                                Date:  October __, 1998