PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
              (Arby's Restaurant - Hudsonville, MI)

THIS CO-TENANCY AGREEMENT,

Made  and entered into as of the 25th day of April, 2000, by  and
between Scorpion Enterprises, LLC (hereinafter called "Scorpion")
and  AEI  Real  Estate Fund 85-A Limited Partnership (hereinafter
called "Fund 85-A") (Scorpion, Fund 85-A (and any other Owner  in
Fee  where  the context so indicates) being hereinafter sometimes
collectively  called "Co-Tenants" and referred to in  the  neuter
gender).

WITNESSETH:

WHEREAS,  Fund 85-A presently owns an undivided 54.6064% interest
in  and  to,  and  Scorpion presently owns an undivided  21.4337%
interest  in and to, and James Juan Spillet and Carol T. Spillet,
married  as  joint  tenants presently own an  undivided  23.9599%
interest  in and to the land situated in the City of Hudsonville,
County of Ottawa and State of MI, (legally described upon Exhibit
A  attached hereto and hereby made a part hereof) and in  and  to
the improvements located thereon (hereinafter called "Premises");

WHEREAS,  The  parties  hereto wish to provide  for  the  orderly
operation and management of the Premises and Scorpion's  interest
by Fund 85-A; the continued leasing of space within the Premises;
for  the distribution of income from and the pro-rata sharing  in
expenses of the Premises.

NOW THEREFORE, in consideration of the purchase by Scorpion of an
undivided  interest  in and to the Premises,  for  at  least  One
Dollar  ($1.00) and other good and valuable consideration by  the
parties  hereto  to  one another in hand paid,  the  receipt  and
sufficiency of which are hereby acknowledged, and of  the  mutual
covenants and agreements herein contained, it is hereby agreed by
and between the parties hereto, as follows:

  1.   The  operation  and  management of the Premises  shall  be
  delegated to Fund 85-A, or its  designated   agent,  successors
  or  assigns.   Provided,  however, if  Fund 85-A shall sell all
  of its interest  in  the Premises,  the  duties and obligations
  of Fund 85-A respecting management of the Premises as set forth
  herein, including  but not  limited to paragraphs 2, 3,  and  4
  hereof,  shall  be  exercised  by  the  holder  or holders of a
  majority   undivided  co-tenancy   interest  in  the  Premises.
  Except as  hereinafter expressly provided to the contrary, each
  of the parties  hereto agrees  to  be bound by the decisions of
  Fund 85-A with respect to  all  administrative, operational and
  management matters of the  property  comprising  the  Premises,
  including  but  not limited  to the management of the net lease
  agreement  for  the  Premises.   The   parties   hereto  hereby
  designate  Fund  85-A  as   their  sole  and exclusive agent to
  deal with,  and  Fund  85-A retains  the  sole  right  to  deal
  with, any property  agent  or tenant  and  to  monitor, execute
  and enforce the terms of leases of  space  within the Premises,
  including  but  not  limited  to any amendments,   consents  to
  assignment,  sublet,  releases  or modifications  to  leases or
  guarantees of lease  or  easements affecting the


Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI


  Premises, on behalf of Scorpion. As long as Fund 85-A  owns  an
  interest  in the Premises, only Fund 85-A may obligate Scorpion
  with respect to any expense for the Premises.

As  further set forth in paragraph 2 hereof, Fund 85-A agrees  to
require any lessee of the Premises to name Scorpion as an insured
or  additional insured in all insurance policies provided for, or
contemplated by, any lease on the Premises. Fund 85-A  shall  use
its best efforts to obtain endorsements adding Co-Tenants to said
policies  from  lessee  within 30 days of  commencement  of  this
agreement. In any event, Fund 85-A shall distribute any insurance
proceeds it may receive, to the extent consistent with any  lease
on  the  Premises,  to  the Co-Tenants  in  proportion  to  their
respective ownership of the Premises.

2.    Income and expenses shall be allocated among the Co-Tenants
in  proportion to their respective share(s) of ownership.  Shares
of  net income shall be pro-rated for any partial calendar  years
included within the term of this Agreement. Fund 85-A may  offset
against,  pay  to  itself  and deduct from  any  payment  due  to
Scorpion  under this Agreement, and may pay to itself the  amount
of  Scorpion's share of any legitimate expenses of  the  Premises
which  are  not  paid by Scorpion to Fund 85-A  or  its  assigns,
within  ten  (10) days after demand by Fund 85-A.  In  the  event
there  is  insufficient operating income  from  which  to  deduct
Scorpion's  unpaid  share of operating expenses,  Fund  85-A  may
pursue any and all legal remedies for collection.

Operating  Expenses  shall include all normal operating  expense,
including  but not limited to: maintenance, utilities,  supplies,
labor, management, advertising and promotional expenses, salaries
and wages of rental and management personnel, leasing commissions
to  third  parties, a monthly accrual to pay insurance  premiums,
real  estate taxes, installments of special assessments  and  for
structural repairs and replacements, management fees, legal  fees
and accounting fees, but excluding all operating expenses paid by
Tenant under terms of any lease agreement of the Premises.

Scorpion  has no requirement to, but has, nonetheless elected  to
retain, and agrees to annually reimburse, Fund 85-A in the amount
of  $735 for the expenses, direct and indirect, incurred by  Fund
85-A   in  providing  Scorpion  with  quarterly  accounting   and
distributions of Scorpion's share of net income and for tracking,
reporting  and assessing the calculation of Scorpion's  share  of
operating  expenses  incurred from  the  Premises.  This  invoice
amount   shall  be  pro-rated  for  partial  years  and  Scorpion
authorizes Fund 85-A to deduct such amount from Scorpion's  share
of  revenue  from  the  Premises.  Scorpion  may  terminate  this
agreement   in   this   paragraph   respecting   accounting   and
distributions  at any time and attempt to collect  its  share  of
rental  income directly from the tenant; however, enforcement  of
all  other provisions of the lease remains the sole right of Fund
85-A  pursuant to Section 1 hereof.  Fund 85-A may terminate  its
obligation  under this paragraph upon 30 days notice to  Scorpion
prior  to  the end of each anniversary hereof, unless  agreed  in
writing to the contrary.

  2. Full, accurate and complete books of account shall  be  kept
  in accordance with generally   accepted  accounting  principles
  at Fund  85-A's principal office, and each Co-Tenant shall have
  access to such books  and may inspect and copy any part thereof
  during normal business hours. Within ninety (90) days after the
  end  of  each calendar year during the term hereof, Fund 85-A


Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI



  shall  prepare  an accurate income statement for the  ownership
  of  the  Premis  es  for said calendar year and  shall  furnish
  copies  of the same to all Co-Tenants. Quarterly, as its share,
  Scorpion shall be entitled to receive 21.4337% of all items  of
  income and expense generated by the Premises.  Upon receipt  of
  said  accounting,  if the payments received by  each  Co-Tenant
  pursuant  to  this Paragraph 3 do not equal, in the  aggregate,
  the amounts which each are entitled to receive proportional  to
  its  share  of  ownership with respect to  said  calendar  year
  pursuant  to  Paragraph  2  hereof, an  appropriate  adjustment
  shall  be  made so that each Co-Tenant receives the  amount  to
  which it is entitled.

4.    If  Net Income from the Premises is less than $0.00  (i.e.,
the  Premises  operates  at a loss), or if capital  improvements,
repairs, and/or replacements, for which adequate reserves do  not
exist,  need  to  be made to the Premises, the  Co-Tenants,  upon
receipt  of  a  written request therefor from Fund  85-A,  shall,
within  fifteen (15) business days after receipt of notice,  make
payment to Fund 85-A sufficient to pay said net operating  losses
and  to provide necessary operating capital for the premises  and
to   pay   for   said   capital  improvements,   repairs   and/or
replacements, all in proportion to their undivided  interests  in
and to the Premises.

5.    Co-Tenants  may, at any time, sell, finance,  or  otherwise
create  a lien upon their interest in the Premises but only  upon
their  interest  and not upon any part of the interest  held,  or
owned, by any other Co-Tenant.  All Co-Tenants reserve the  right
to escrow proceeds from a sale of their interests in the Premises
to obtain tax deferral by the purchase of replacement property.

6.    If any Co-Tenant shall be in default with respect to any of
its  obligations hereunder, and if said default is not  corrected
within  thirty  (30)  days after receipt by said  defaulting  Co-
Tenant  of written notice of said default, or within a reasonable
period  if  said default does not consist solely of a failure  to
pay money, the remaining Co-Tenant(s) may resort to any available
remedy to cure said default at law, in equity, or by statute.

7.    This  property management agreement shall continue in  full
force  and effect and shall bind and inure to the benefit of  the
Co-Tenant  and their respective heirs, executors, administrators,
personal representatives, successors and permitted assigns  until
September  30,  2029 or upon the sale of the entire  Premises  in
accordance with the terms hereof and proper disbursement  of  the
proceeds   thereof,   whichever  shall   first   occur.    Unless
specifically   identified  as  a  personal  contract   right   or
obligation herein, this agreement shall run with any interest  in
the  Property and with the title thereto. Once any person,  party
or entity has ceased to have an interest in fee in any portion of
the  Entire  Property, it shall not be bound by,  subject  to  or
benefit   from  the  terms  hereof;  but  its  heirs,  executors,
administrators, personal representatives, successors or  assigns,
as the case may be, shall be substituted for it hereunder.

8.    Any notice or election required or permitted to be given or
served by any party hereto to, or upon any other, shall be deemed
given  or  served  in  accordance with  the  provisions  of  this
Agreement, if said notice or elections addressed as follows;


Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI




If to Fund 85-A:

AEI Real Estate Fund 85-A Limited Partnership
1300 Minnesota World Trade Center
30 E. Seventh Street
St. Paul, Minnesota  55101

If to Fund 84-A:

Net Lease Income & Growth Fund 84-A Limited Partnership
1300 Minnesota World Trade Center
30 E. Seventh Street
St. Paul, Minnesota  55101

If to Scorpion:

Scorpion Enterprises, LLC
4010 N. Bend Road
Cincinnati, OH  45211

If to Spillet:

James Juan and Carol T. Spillet
4546 Highway 37 South, Box 278
Rockland, ID  83271

Each mailed notice or election shall be deemed to have been given
to,  or served upon, the party to which addressed on the date the
same  is  deposited in the United States certified  mail,  return
receipt  requested,  postage prepaid, or given  to  a  nationally
recognized  courier  service guaranteeing overnight  delivery  as
properly addressed in the manner above provided. Any party hereto
may  change  its address for the service of notice  hereunder  by
delivering  written notice of said change to  the  other  parties
hereunder, in the manner above specified, at least ten (10)  days
prior to the effective date of said change.

9.    This  Agreement shall not create any partnership  or  joint
venture  among or between the Co-Tenants or any of them, and  the
only  relationship  among  and between the  Co-Tenants  hereunder
shall  be  that  of owners of the premises as tenants  in  common
subject to the terms hereof.

10.    The  unenforceability or invalidity of  any  provision  or
provisions  of  this Agreement as to any person or  circumstances
shall  not render that provision, nor any other provision hereof,
unenforceable or invalid as to any other person or circumstances,
and  all  provisions hereof, in all other respects, shall  remain
valid and enforceable.

11.  In  the  event  any  litigation  arises between the  parties
     hereto  relating to this Agreement, or any of the provisions
     hereof, the party prevailing in such action shall be entitled
     to receive from


Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI




  the  losing  party, in addition to all other  relief,  remedies
  and  damages to which it is otherwise entitled, all  reasonable
  costs  and  expenses,  including  reasonable  attorneys'  fees,
  incurred  by  the  prevailing party  in  connection  with  said
  litigation.


IN WITNESS WHEREOF, The parties hereto have caused this Agreement
to be executed and delivered, as of the day and year first above
                            written.

Scorpion: Scorpion Enterprises, LLC

          By:/s/ Bernard Meierjohan
                 Bernard Meierjohan, Member


          By:/s/ Carmen Meierjohan
                 Carmen Meierjohan, Member


          By:/s/ Ralph Meierjohan
                 Ralph Meierjohan, Member


               WITNESS:
          (as to all signers)

          /s/ Camille A Wolf
     .
              Camille A Wolf
               (Print Name)



State of Ohio)
                         ) ss.
County of Hamilton)

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 20th day of  April,
2000,  Bernard Meierjohan, who executed the foregoing  instrument
in said capacity.

                          /s/  Camille A Wolf        [notary seal]
                               Notary Public



State of Ohio)
                        ) ss.
County of Hamilton)

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 20th day of  April,
2000, Carmen Meierjohan, who executed the foregoing instrument in
said capacity.

                           /s/  Camille A Wolf        [notary seal]
                                Notary Public





State of Ohio)
                  ) ss.
County of Hamilton)

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 20th day of  April,
2000, Ralph Meierjohan, who executed the foregoing instrument  in
said capacity.

                          /s/  Camille A Wolf       [notary seal]
                               Notary Public
















Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI




Fund 85-A: AEI Real Estate Fund 85-A Limited Partnership

           By: Net Lease Management 85-A, Inc., its corporate general partner

           By:/s/ Robert P Johnson
                  Robert P. Johnson, President


              WITNESS:

          /s/ Jill Rayburn

              Jill Rayburn
              (Print Name)


State of Minnesota )
                                   ) ss.
County of Ramsey  )

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 25th day of  April,
2000,  Robert P. Johnson, President of Net Lease Management 85-A,
Inc.,  corporate  general partner of AEI Real  Estate  Fund  85-A
Limited  Partnership,  who executed the foregoing  instrument  in
said capacity and on behalf of the corporation in its capacity as
corporate general partner, on behalf of said limited partnership.

                              /s/ Linda A Bisdorf
                                   Notary Public

                              [notary seal]


Co-Tenant Initial: /s/ BM /s/ CM /s/ RM
Co-Tenancy Agreement for Arby's Restaurant - Hudsonville, MI







                              EXHIBIT "A"

                         [HUDSONVILLE, MICHIGAN]


Part  of the Northeast fractional 1/4 of Section 5, Town 5 North,
Range 13 West, City of Hudsonville, Michigan, described as:

COMMENCING at the Northeast corner of said Section, thence  South
02  degrees 21 minutes 30 seconds West 995.20 feet along the East
line  of  said  Section; thence North 89 degrees  26  minutes  38
seconds  West 33.02 feet; thence South 02 degrees 21  minutes  30
seconds  West 28.51 feet; thence North 87 degrees 28  minutes  30
seconds  West 17.00 feet to the PLACE OF BEGINNING; thence  South
02  degrees 21 minutes 30 seconds West 147.02 feet along the West
right-of-way  line  of 32nd Avenue; thence North  89  degrees  26
minutes  38 seconds West 250.00 feet; thence North 02 degrees  21
minutes  30 seconds East 175.00 feet; thence south 89 degrees  26
minutes  28 seconds East 250.00 feet; thence South 02 degrees  21
minutes 30 seconds West 27.98 feet to the PLACE OF BEGINNING.

SUBJECT  TO AND TOGETHER WITH an easement for ingress and  egress
over  part  of the Northeast fractional 1/4 , Section 5,  Town  5
North,  Range  13  West,  City  of  Hudsonville,  Ottawa  County,
Michigan, described as:

COMMENCING at the Northeast corner of said Section, thence  South
02 degrees 21 minutes 30 seconds West 1170.20 feet along the East
line  of  said  Section; thence North 89 degrees  26  minutes  38
seconds  West 93.88 feet to the POING OF BEGINNING; thence  South
00  degrees, 33 minutes 22 seconds West 10.52 feet; thence  South
88 degrees 27 minutes 06 seconds East 43.52 feet; thence South 02
degrees  21  minutes 30 seconds West 26.00 feet  along  the  West
Right-of-Way  line  of 32nd Avenue; thence North  88  degrees  27
minutes  06  seconds West 42.86 feet; thence South 02 degrees  21
minutes  20 seconds West 136.00 feet; thence North 87 degrees  38
minutes  05  seconds West 76.54 feet; thence South 47 degrees  38
minutes  40  seconds West 14.21 feet; thence South 02 degrees  55
minutes  25  seconds West 20.20 feet; thence North 89 degrees  26
minutes  38  seconds West 16.01 feet along the North Right-of-Way
line  of  Highland Drive; thence North 02 degrees 55  minutes  25
seconds  East 30.70 feet; thence North 87 degrees 38  minutes  05
seconds  West  9.00 feet; thence South 47 degrees 38  minutes  40
seconds  West  7.11 feet; thence South 02 degrees 55  minutes  25
seconds  West 26.15 feet; thence North 89 degrees 26  minutes  38
seconds  West  16.01  feet  along said North  Right-of-Way  line;
thence  North 02 degrees 55 minutes 25 seconds East  55.65  feet;
thence  South 87 degrees 38 minutes 05 seconds East 106.31  feet;
thence  North 02 degrees 21 minutes 20 seconds East 116.81  feet;
thence  North 00 degrees 33 minutes 22 seconds East  30.90  feet;
thence South 89 degrees 26 minutes 38 seconds East 26.00 feet  to
the POINT OF BEGINNING.