SECOND AMENDMENT TO NET LEASE AGREEMENT


      THIS  SECOND  AMENDMENT TO NET  LEASE AGREEMENT,  made  and
entered  into effective as of the 3rd day of September, 1999,  by
and   between  Net  Lease  Income  &  Growth  Fund  84-A  Limited
Partnership ("Fund 84-A" or "Lessor") and AEI Real Estate Fund 85-
A    Limited   Partnership   ("85-A"   or   "Lessor")(hereinafter
collectively referred to as "Lessor"), and RTM Mid-America,  Inc.
(hereinafter referred to as "Lessee");

                          WITNESSETH:

      WHEREAS,  Lessee and Lessor have entered into that  certain
Net  Lease  Agreement  dated December  17,   1998  (the  "Lease")
providing for the lease of said real property and Building  (said
real property and Building hereinafter referred to as the "Leased
Premises"),  from  Lessor upon the terms and  conditions  therein
provided in the Lease;

      WHEREAS,  Lessee and Lessor entered into that certain First
Amendment  to Net Lease Agreement dated effective as of September
3, 1999, and the same did not correctly reflect the understanding
of  the  parties as to the terms thereof as mandated by  the  Net
Lease Agreement;

      NOW,  THEREFORE,  in  consideration of  the  Rents,  terms,
covenants, conditions, and agreements hereinafter described to be
paid, kept, and performed by Lessee, including the completion  of
the  Building  and  other  improvements constituting  the  Leased
Premises, Lessee and Lessor do hereby agree to amend the Lease as
follows:

1.    Article 2(A) and (B) of the Lease shall henceforth read  as
follows:

ARTICLE 2.     TERM

      (A)   The term of this Lease ("Term") shall be Twenty  (20)
consecutive "Lease Years", as hereinafter defined, commencing  on
the  date  hereof, plus the period commencing December  17,  1998
("Occupancy Date") through the date hereof, with the contemplated
initial term hereof ending on September 30, 2019.

     (B)  The first full Lease Year shall commence on the date of
this First Amendment and continue through September 30, 2000.

2.    Article 4(A) and (B) of the Lease shall henceforth read  as
follows:

ARTICLE 4.  RENT PAYMENTS

                Rent  Payable  for  the  first  Lease  Year:
          Lessee  shall  pay  to  Lessor  a  Base  Rent   of
          $5,896.72  per month for the first six  months  of
          the  First Lease Year (plus the pro-rated  portion
          of  the  same  monthly Rent for  the  period  from
          September  3, 1999, through September  30,  1999),
          which  amount shall be payable in advance  on  the
          first   day   of  each  month  in  equal   monthly
          installments  of  $2,358.68  to  Fund   84-A   and
          $3,538.02 to Fund 85-A.  If the first day  of  the
          first full Lease Year of the Lease Term is not the
          first  day  of a calendar month, then the  monthly
          Rent  payable for that partial month  shall  be  a
          prorated  portion of the equal monthly installment
          of  Base Rent.  For the second six months  of  the
          First  Lease Year, beginning April 1, 2000, Lessee
          shall  pay to Lessor a Base Rent of $8,164.70  per
          month for the second six months of the First Lease
          Year, which amount shall be payable in advance  on
          the  first  day  of  each month in  equal  monthly
          installments  of  $3,265.88  to  Fund   84-A   and
          $4,898.82 to Fund 85-A.

                Annual  Rent  Payable for the  second  Lease
          Year:   Lessee shall pay to Lessor an annual  Base
          Rent  of $97,976.34, which amount shall be payable
          in advance on the first day of each month in equal
          monthly installments of $3,265.88 to Fund 84-A and
          $4,898.82 to Fund 85-A.

3.    All other terms and conditions of the Lease shall remain in
     full force and effect.

4.   This  Agreement  may  be executed in multiple  counterparts,
     each  of which shall be deemed an original and all of  which
     shall constitute one and the same instrument.

IN  WITNESS  WHEREOF, Lessor and Lessee have respectively  signed
and sealed this Lease as of the day and year first above written.

                                   LESSEE:  RTM Mid-America, Inc.,

                                   By:/s/ P G Skinner
                                   Its:Senior Vice President

                                   By: /s/ Robert S. Stallings
                                   Its: VP Asst. Secretary





STATE OF GEORGIA)
                    )SS.
COUNTY OF  FULTON)

      The  foregoing instrument was acknowledged before  me  this
28th  day  of September 1999, by  Philip G Skinner and  Robert  S
Stallings, as SVP and VP Asst. Secy of RTM Mid-America,  Inc.  on
behalf of said company.

                     /s/ Jacqueline M Stubbs
                         Notary Public

                         [notary seal]






          [Remainder of page intentionally left blank]

                    LESSOR:   NET LEASE INCOME  & GROWTH FUND 84-A
                              LIMITED PARTNERSHIP

                              By:  Net Lease Management 84-A, Inc.

                              By: /s/ Robert P Johnson

                                      Robert P. Johnson, President



STATE OF MINNESOTA  )
                                   )SS.
COUNTY OF RAMSEY    )

      The foregoing instrument was acknowledged before me the 5th
day  of October, 1999, by Robert P Johnson, the President of  Net
Lease  Management 84-A, Inc., a Minnesota corporation,  corporate
general  partner of Net Lease Income & Growth Fund  84-A  Limited
Partnership, on behalf of said limited partnership.

                              /s/ Barbara J Kochevar
                                    Notary Public

               [notary seal]


                    LESSOR:   AEI REAL ESTATE FUND 85-A
                              LIMITED PARTNERSHIP

                              By:  Net Lease Management 85-A, Inc.

                              By: /s/ Robert P Johnson

                                      Robert P. Johnson, President

STATE OF MINNESOTA  )
                                   )SS.
COUNTY OF RAMSEY    )

      The foregoing instrument was acknowledged before me the 5th
day  of October, 1999, by Robert P Johnson, the President of  Net
Lease  Management 85-A, Inc., a Minnesota corporation,  corporate
general partner of AEI Real Estate Fund 85-A Limited Partnership,
on behalf of said limited partnership.

                              /s/ Barbara J Kochevar
                                    Notary Public

                    [notary seal]







                         FINAL CALCULATION OF RENT

                   FINAL FUNDING DATE:  September 3, 1999
                            RTM MID-AMERICA, Inc.
                              Hudsonville, MI


                             September 3, 1999




Rent during 1st six months:

$1,102,000.00      TOTAL RTM PROJECT COST
x   6.421115%      rental rate

= $70,760.69 annual rent


Payable to FUND 84-A 40.00% =   $28,304.28
Payable to FUND 85-A 60.00% =   $42,456.41
                                 ---------
                                $70,760.69

INITIAL  MONTHLY RENT:  $70,760.69 annual rent/12 Mos = $5,896.72
per month


Payable to FUND 84-A 40.00% =   $2,358.69
Payable to FUND 85-A 60.00% =   $3,538.03
                                 --------
                                $5,896.72



RENT DUE AUGUST 27, 1999 $5,896.72/31 days x 5 days  = $951.08


Payable to FUND 84-A 40.00% =   $380.43
Payable to FUND 85-A 60.00% =   $570.65
                                 ------
                                $951.08


OWNERSHIP INTERESTS AT DEVELOPMENT FINANCING CLOSING:

          FUND XXII = 100.00%





          FINAL CALCULATION OF RENT 2ND SIX MONTHS AND 2ND YEAR

                         MID AMERICA INC
                         HUDSONVILLE, MI


     2nd Six months and Seconds Lease Year:

     $1,102,000.00       TOTAL RTM PROJECT COST
     x  8.890775%        rental rate

     = $97,976.34 annual rent


Payable to FUND 84-A 40.00% =   $39,190.54
Payable to FUND 85-A 60.00% =   $58,785.80
                                 ---------
                                $97,976.34

INITIAL MONTHLY RENT:  $97,976.34 annual rent/12 Mos =$8,164.70 per month


Payable to FUND 84-A 40.00% =   $3,265.88
Payable to FUND 85-A 60.00% =   $4,898.82
                                 --------
                                $8,164.70