PURCHASE AGREEMENT
                Rio Bravo Cantina - St. Paul, MN

This  AGREEMENT, entered into effective as of the  27th  of  Oct,
1998.

l.   PARTIES.  Seller  is  AEI  Real  Estate  Fund  85-A  Limited
Partnership which owns an undivided 26.7096% interest in the  fee
title  to  that  certain real property legally described  in  the
attached  Exhibit "A" (the "Entire Property")  Buyer is Jean  Ann
Morrison,  Trustee  of  The Jean Morrison  Trust,  dated  4/26/85
("Buyer").  Seller  wishes to sell and  Buyer  wishes  to  buy  a
portion  as  Tenant in Common of Seller's interest in the  Entire
Property.

2. PROPERTY. The Property to be sold to Buyer in this transaction
consists    of   an   undivided   11.5653   percentage   interest
(hereinafter, simply the "Property") as Tenant in Common  in  the
Entire Property.

3.  PURCHASE  PRICE  .  The purchase price  for  this  percentage
interest in the Entire Property is $201,650 all cash.

4.  TERMS.  The purchase price for the Property will be  paid  by
Buyer as follows:
     
     (a)  When this agreement is executed, Buyer will pay  $5,000
     to Seller (which shall be deposited into escrow according to
     the  terms hereof) (the "First Payment"). The First  Payment
     will  be  credited against the purchase price  when  and  if
     escrow closes and the sale is completed.
     
     (b)  Buyer  will deposit the balance of the purchase  price,
     $196,650  (the  "Second Payment") into escrow in  sufficient
     time to allow escrow to close on the closing date.

5.  CLOSING  DATE.  Escrow shall close on or before  October  30,
1998.

6.  DUE  DILIGENCE. Buyer will have until the expiration  of  the
fifth  business day (The "Review Period") after delivery of  each
of  following items, to be supplied by Seller, to conduct all  of
its  inspections  and due diligence and satisfy itself  regarding
each  item, the Property, and this transaction.  Buyer agrees  to
indemnify and hold Seller harmless for any loss or damage to  the
Entire  Property or persons caused by Buyer or its agents arising
out of such physical inspections of the Entire Property.
     
     (a)   The  original  and  one  copy  of  a  title  insurance
     commitment  for  an  Owner's  Title  insurance  policy  (see
     paragraph 8 below).
     
     (b)  A  copy  of  a Certificate of Occupancy or  other  such
     document  certifying completion and granting  permission  to
     permanently  occupy the improvements on the Entire  Property
     as are in Seller's possession.
     
     (c)  A  copy of an "as built" survey of the Entire  Property
     done concurrent with Seller's acquisition of the Property.
     
     (d) Lease (as further set forth in paragraph 11(a) below) of
     the Entire Property showing occupancy date, lease expiration
     date,  rent,  and  Guarantys, if any,  accompanied  by  such
     tenant  financial statements as may have been provided  most
     recently to Seller by the Tenant and/or Guarantors.
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     It is a contingency upon Seller's obligations hereunder that
two  (2)  copies  of  Co-Tenancy Agreement in the  form  attached
hereto  duly  executed  by Buyer and AEI Real  Estate  Fund  85-A
Limited Partnership and dated on escrow closing date be delivered
to the Seller on the closing date.

      Buyer may cancel this agreement for ANY REASON in its  sole
discretion  by  delivering a cancellation notice, return  receipt
requested,  to Seller and escrow holder before the expiration  of
the  Review  Period. Such notice shall be deemed  effective  only
upon  receipt  by Seller.  If this Agreement is not cancelled  as
set forth above, the First Payment shall be non-refundable unless
Seller shall default hereunder.

      If  Buyer  cancels this Agreement as permitted  under  this
Section,  except  for  any  escrow  cancellation  fees  and   any
liabilities  under sections 15(a) of this agreement  (which  will
survive),  Buyer  (after execution of such  documents  reasonably
requested by Seller to evidence the termination hereof) shall  be
returned  its  First Payment, and Buyer will have  absolutely  no
rights,  claims  or interest of any type in connection  with  the
Property  or this transaction, regardless of any alleged  conduct
by Seller or anyone else.

      Unless this Agreement is canceled by Buyer pursuant to  the
terms  hereof, if Buyer fails to make the Second Payment,  Seller
shall   be  entitled  to  retain  the  First  Payment  and  Buyer
irrevocably will be deemed to be in default under this Agreement.
Seller  may, at its option, retain the First Payment and  declare
this Agreement null and void, in which event Buyer will be deemed
to  have canceled this Agreement and relinquish all rights in and
to  the  Property or Seller may exercise its rights under Section
14  hereof.   If  this Agreement is not canceled and  the  Second
Payment  is  made  when required, all of Buyer's  conditions  and
contingencies will be deemed satisfied.

7.  ESCROW. Escrow shall be opened by Seller and funds  deposited
in  escrow upon acceptance of this agreement by both parties. The
escrow  holder  will  be a nationally-recognized  escrow  company
selected by Seller. A copy of this Agreement will be delivered to
the  escrow holder and will serve as escrow instructions together
with the escrow holder's standard instructions and any additional
instructions required by the escrow holder to clarify its  rights
and  duties  (and  the  parties agree to  sign  these  additional
instructions).  If  there  is any conflict  between  these  other
instructions and this Agreement, this Agreement will control.

8.   TITLE.  Closing will be conditioned on the  agreement  of  a
title  company selected by Seller to issue an Owner's  policy  of
title  insurance, dated as of the close of escrow, in  an  amount
equal  to  the  purchase  price, insuring  that  Buyer  will  own
insurable  title  to  the Property subject  only  to:  the  title
company's  standard exceptions;  current real property taxes  and
assessments;  survey  exceptions;  the  rights  of   parties   in
possession pursuant to the lease defined in paragraph  11  below;
and  other  items of record disclosed to Buyer during the  Review
Period.

      Buyer shall be allowed five (5) days after receipt of  said
commitment  for examination and the making of any  objections  to
marketability thereto, said objections to be made in  writing  or
deemed  waived.  If any objections are so made, the Seller  shall
be  allowed eighty (80) days to make such title marketable or  in
the  alternative  to  obtain  a commitment  for  insurable  title
insuring over Buyer's objections.  If Seller shall decide to make
no  efforts to make title marketable, or is unable to make  title
marketable or obtain insurable title, (after execution  by  Buyer
of  such documents reasonably requested by Seller to evidence the
termination  hereof) Buyer's First Payment shall be returned  and
this Agreement shall be null and void and of no further force and
effect.  Seller has no obligation to spend any funds or make  any
effort to satisfy Buyer's objections, if any.

      Pending  satisfaction of Buyer's objections,  the  payments
hereunder  required shall be postponed, but upon satisfaction  of
Buyer's objections, and within ten (10) days after written notice
of  satisfaction of Buyer's objections to the Buyer, the  parties
shall perform this Agreement according to its terms.


     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN




9.   CLOSING COSTS.  Seller will pay one-half of escrow fees, the
cost  of  the  title  commitment and  any  brokerage  commissions
payable.   The  Buyer  will pay the cost of  issuing  a  Standard
Owners  Title Insurance Policy in the full amount of the purchase
price,  if  Buyer shall decide to purchase the same.  Buyer  will
pay all recording fees, one-half of the escrow fees, and the cost
of an update to the Survey in Sellers possession (if an update is
required by Buyer.)  Each party will pay its own attorney's  fees
and costs to document and close this transaction.

10.  REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS.

     (a)  Because the Entire Property (of which the Property is a
     part) is subject to a triple net lease (as further set forth
     in  paragraph 11(a)(i), the parties acknowledge  that  there
     shall  be no need for a real estate tax proration.  However,
     Seller  represents  that to the best of its  knowledge,  all
     real  estate  taxes and installments of special  assessments
     due  and  payable in all years prior to the year of  Closing
     have been paid in full.  Unpaid real estate taxes and unpaid
     levied and pending special assessments existing on the  date
     of  Closing shall be the responsibility of Buyer and  Seller
     in   proportion  to  their  respective  Tenant   in   Common
     interests,  pro-rated, however, to the date of  closing  for
     the   period   prior  to  closing,  which   shall   be   the
     responsibility of Seller if Tenant shall not pay  the  same.
     Seller  and  Buyer  shall likewise pay  all  taxes  due  and
     payable   in   the  year  after  Closing  and   any   unpaid
     installments  of special assessments payable  therewith  and
     thereafter,  if  such  unpaid  levied  and  pending  special
     assessments and real estate taxes are not paid by any tenant
     of the Entire Property.
     
     (b)   All income and all operating expenses from the  Entire
     Property  shall be prorated between the parties and adjusted
     by them as of the date of Closing.  Seller shall be entitled
     to  all  income  earned  and shall be  responsible  for  all
     expenses  incurred prior to the date of Closing,  and  Buyer
     shall  be entitled to its proportionate share of all  income
     earned and shall be responsible for its proportionate  share
     of all operating expenses of the Entire Property incurred on
     and after the date of closing.
     
11.  SELLER'S REPRESENTATION AND AGREEMENTS.

     (a)  Seller represents and warrants as of this date that:

     (i)    Except  for  the  Lease  Modification  and  Extension
     Agreement  in  existence between Net Lease Income  &  Growth
     Fund  84-A Limited Partnership and AEI Real Estate Fund 85-A
     Limited   Partnership   (as   "Landlord")   and   Innovative
     Restaurant  Concepts, Inc.("Tenant"),  dated  May  8,  1996,
     Seller  is  not  aware of any leases of the  Property.   The
     above  referenced lease agreement has an option to  purchase
     in  favor of the Tenant as set forth in paragraph 13 of said
     lease agreement.

     (ii)   It  is  not  aware  of  any  pending  litigation   or
     condemnation  proceedings against the Property  or  Seller's
     interest in the Property.
     
     (iii)   Except  as  previously disclosed  to  Buyer  and  as
     permitted in paragraph (b) below, Seller is not aware of any
     contracts Seller has executed that would be binding on Buyer
     after the closing date.
     
     (b)   Provided  that  Buyer performs  its  obligations  when
     required, Seller agrees that it will not enter into any  new
     contracts that would materially affect the Property  and  be
     binding  on  Buyer  after the Closing Date  without  Buyer's
     prior  consent,  which  will not be  unreasonably  withheld.
     However,  Buyer acknowledges that Seller retains  the  right
     both  prior to and after the Closing Date to freely transfer
     all or a portion of Seller's remaining undivided interest in
     the  Entire Property, provided such sale shall not  encumber
     the
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     
     Property being purchased by Buyer in violation of the  terms
     hereof or the contemplated Co-Tenancy Agreement.
     
12.  DISCLOSURES.

     (a)   Seller has received no notice that there are now,  and
     at  the  Closing  there  will be, no material,  physical  or
     mechanical  defects  of  the  Property,  including,  without
     limitation,   the   plumbing,  heating,  air   conditioning,
     ventilating, electrical systems, and all such items  are  in
     good  operating condition and repair and in compliance  with
     all  applicable  governmental , zoning and  land  use  laws,
     ordinances, regulations and requirements.
     
     (b)   Seller  has  received  no  notice  that  the  use  and
     operation of the Property now is, and at the time of Closing
     will  be, in full compliance with applicable building codes,
     safety,   fire,  zoning,  and  land  use  laws,  and   other
     applicable   local,  state  and  federal  laws,  ordinances,
     regulations and requirements.
     
     (c)   Seller  knows  of no facts nor has  Seller  failed  to
     disclose  to  Buyer  any fact known to  Seller  which  would
     prevent  the  Tenant from using and operating  the  Property
     after  the  Closing in the manner in which the Property  has
     been used and operated prior to the date of this Agreement.
     
     (d)  Seller has received no notice that the Property is not,
     and  as  of  the  Closing will not be, in violation  of  any
     federal,  state  or  local  law,  ordinance  or  regulations
     relating  to  industrial  hygiene or  to  the  environmental
     conditions  on, under, or about the Property including,  but
     not  limited  to, soil and groundwater conditions.   To  the
     best  of  Seller's  knowledge: there  is  no  proceeding  or
     inquiry  by any governmental authority with respect  to  the
     presence  of  Hazardous Materials on  the  Property  or  the
     migration  of Hazardous Materials from or to other property.
     Buyer agrees that Seller will have no liability of any  type
     to  Buyer  or Buyer's successors, assigns, or affiliates  in
     connection  with any Hazardous Materials on or in connection
     with  the Property either before or after the Closing  Date,
     except such Hazardous Materials on or in connection with the
     Property  arising out of Seller's negligence or  intentional
     misconduct  in violation of applicable state or federal  law
     or regulation.
     
     (e)   Buyer agrees that it shall be purchasing the  Property
     in  its  then present condition, as is, where is, and Seller
     has  no  obligations to construct or repair any improvements
     thereon  or to perform any other act regarding the Property,
     except as expressly provided herein.
     
     (f)    Buyer  acknowledges  that,  having  been  given   the
     opportunity  to  inspect  the Property  and  such  financial
     information  on the Lessee and Guarantors of  the  Lease  as
     Buyer   or   its  advisors  shall  request  if  in  Seller's
     possession, Buyer is relying solely on its own investigation
     of  the  Property  and  not on any information  provided  by
     Seller  or to be provided except as set forth herein.  Buyer
     further acknowledges that the information provided and to be
     provided by Seller with respect to the Property and  to  the
     Lessee  and Guarantors of Lease was obtained from a  variety
     of  sources  and  Seller neither (a)  has  made  independent
     investigation  or verification of such information,  or  (b)
     makes any representations as to the accuracy or completeness
     of  such  information.  The sale of the Property as provided
     for  herein is made on an "AS IS" basis, and Buyer expressly
     acknowledges  that, in consideration of  the  agreements  of
     Seller  herein,  except  as otherwise  specified  herein  in
     paragraph  11(a) and (b) above, Seller makes no Warranty  or
     representation, Express or Implied, or arising by  operation
     of  law,  including,  but not limited to,  any  warranty  or
     condition,  habitability,  tenantability,  suitability   for
     commercial  purposes,  merchantability,  or  fitness  for  a
     particular purpose, in respect of the Property.
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     
     The provisions (d) - (f) above shall survive Closing.
     
13.  CLOSING.

     (a)   Before  the  closing date, Seller  will  deposit  into
     escrow  an  executed special warranty deed warranting  title
     against  lawful  claims by, through, or under  a  conveyance
     from   Seller,  but  not  further  or  otherwise,  conveying
     insurable  title of the Property to Buyer,  subject  to  the
     exceptions contained in paragraph 8 above.
     
     (b)   On or before the closing date, Buyer will deposit into
     escrow:  the  balance  of the purchase price  when  required
     under  Section  4; any additional funds required  of  Buyer,
     (pursuant to this agreement or any other agreement  executed
     by  Buyer)  to  close escrow.  Both parties  will  sign  and
     deliver  to the escrow holder any other documents reasonably
     required by the escrow holder to close escrow.
     
     (c)   On  the  closing date, if escrow is in a  position  to
     close,  the  escrow  holder will: record  the  deed  in  the
     official  records  of  the  county  where  the  Property  is
     located;  cause  the title company to commit  to  issue  the
     title  policy; immediately deliver to Seller the portion  of
     the  purchase price deposited into escrow by cashier's check
     or  wire  transfer  (less debits and  prorations,  if  any);
     deliver  to  Seller  and Buyer a signed counterpart  of  the
     escrow  holder's certified closing statement  and  take  all
     other actions necessary to close escrow.

14.   DEFAULTS.  If Buyer defaults, Buyer will forfeit all rights
and  claims  and  Seller will be relieved of all obligations  and
will  be  entitled to retain all monies heretofore  paid  by  the
Buyer.   In  addition, Seller shall retain all remedies available
to Seller at law or in equity.

     If Seller shall default, Buyer irrevocably waives any rights
to file a lis pendens, a specific performance action or any other
claim,  action or proceeding of any type in connection  with  the
Property or this or any other transaction involving the Property,
and  will  not  do  anything to affect title to the  Property  or
hinder,  delay  or  prevent  any  other  sale,  lease  or   other
transaction involving the Property (any and all of which will  be
null  and void), unless: it has paid the First Payment, deposited
the  balance  of the Second Payment for the purchase  price  into
escrow, performed all of its other obligations and satisfied  all
conditions  under  this  Agreement, and unconditionally  notified
Seller  that it stands ready to tender full performance, purchase
the  Property and close escrow as per this Agreement,  regardless
of  any  alleged  default  or misconduct  by  Seller.   Provided,
however, that in no event shall Seller be liable for any  actual,
punitive, consequential or speculative damages arising out of any
default by Seller hereunder.
     
15.  BUYER'S REPRESENTATIONS AND WARRANTIES.
     
     a.  Buyer represents and warrants to Seller as follows:

     (i)   In  addition to the acts and deeds recited herein  and
     contemplated  to  be performed, executed, and  delivered  by
     Buyer, Buyer shall perform, execute and deliver or cause  to
     be  performed,  executed, and delivered at  the  Closing  or
     after  the  Closing,  any and all further  acts,  deeds  and
     assurances as Seller or the Title Company may require and be
     reasonable   in   order  to  consummate   the   transactions
     contemplated herein.
     
     (ii)   Buyer  has  all  requisite  power  and  authority  to
     consummate  the  transaction contemplated by this  Agreement
     and  has by proper proceedings duly authorized the execution
     and  delivery of this Agreement and the consummation of  the
     transaction contemplated hereby.
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     
     (iii)   To  Buyer's  knowledge, neither  the  execution  and
     delivery  of  this  Agreement nor the  consummation  of  the
     transaction  contemplated  hereby  will  violate  or  be  in
     conflict with (a) any applicable provisions of law, (b)  any
     order  of  any  court or other agency of  government  having
     jurisdiction  hereof, or (c) any agreement or instrument  to
     which Buyer is a party or by which Buyer is bound.
     
16.  DAMAGES, DESTRUCTION AND EMINENT DOMAIN.

     (a)   If, prior to closing, the Property or any part thereof
     be  destroyed  or further damaged by fire, the elements,  or
     any cause, due to events occurring subsequent to the date of
     this Agreement to the extent that the cost of repair exceeds
     $10,000.00,  this Agreement shall become null and  void,  at
     Buyer's  option exercised, if at all, by written  notice  to
     Seller within ten (10) days after Buyer has received written
     notice  from Seller of said destruction or damage.   Seller,
     however,  shall  have  the right to  adjust  or  settle  any
     insured  loss  until  (i)  all contingencies  set  forth  in
     Paragraph 6 hereof have been satisfied, or waived; and  (ii)
     any  ten-day  period provided for above in this Subparagraph
     16a  for  Buyer  to  elect to terminate this  Agreement  has
     expired  or  Buyer has, by written notice to Seller,  waived
     Buyer's right to terminate this Agreement.  If Buyer  elects
     to  proceed  and  to  consummate the purchase  despite  said
     damage  or  destruction, there shall be no reduction  in  or
     abatement of the purchase price, and Seller shall assign  to
     Buyer the Seller's right, title, and interest in and to  all
     insurance  proceeds  (pro-rata in  relation  to  the  Entire
     Property) resulting from said damage or destruction  to  the
     extent  that the same are payable with respect to damage  to
     the  Property, subject to rights of any Tenant of the Entire
     Property.
     
     If  the cost of repair is less than $10,000.00, Buyer  shall
     be  obligated  to  otherwise  perform  hereinunder  with  no
     adjustment  to  the Purchase Price, reduction or  abatement,
     and  Seller shall assign Seller's right, title and  interest
     in and to all insurance proceeds pro-rata in relation to the
     Entire  Property,  subject to rights of any  Tenant  of  the
     Entire Property.
     
     (b)   If,  prior  to  closing, the  Property,  or  any  part
     thereof,  is  taken by eminent domain, this Agreement  shall
     become null and void, at Buyer's option.  If Buyer elects to
     proceed  and to consummate the purchase despite said taking,
     there  shall  be  no  reduction in,  or  abatement  of,  the
     purchase  price,  and  Seller  shall  assign  to  Buyer  the
     Seller's  right,  title, and interest in and  to  any  award
     made, or to be made, in the condemnation proceeding pro-rata
     in relation to the Entire Property, subject to rights of any
     Tenant of the Entire Property.
     
      In the event that this Agreement is terminated by Buyer  as
provided  above  in  Subparagraph 16a or 16b, the  First  Payment
shall  be immediately returned to Buyer (after execution by Buyer
of  such documents reasonably requested by Seller to evidence the
termination hereof).

17.  BUYER'S 1031 TAX FREE EXCHANGE.

      While  Seller  acknowledges that Buyer  is  purchasing  the
Property  as  "replacement property" to  accomplish  a  tax  free
exchange,   Buyer   acknowledges  that   Seller   has   made   no
representations,  warranties, or agreements to Buyer  or  Buyer's
agents  that  the transaction contemplated by the Agreement  will
qualify  for such tax treatment, nor has there been any  reliance
thereon by Buyer respecting the legal or tax implications of  the
transactions contemplated hereby.  Buyer further represents  that
it has sought and obtained such third party advice and counsel as
it  deems  necessary in regards to the tax implications  of  this
transaction.

      Buyer  intends that this transaction qualify as an exchange
under  Section  1031 of the Internal Revenue  Code  of  1986  and
regulations  thereunder.   Buyer  intends  to  perfect  the  1031
exchange by way of a simultaneous exchange of properties  through
concurrently conditional


     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN



closing  escrows  conducted under escrow  instruction  that  will
qualify the transaction under Section 1031.

18.  CANCELLATION

     If  any party elects to cancel this Contract because of  any
     breach by another party or because escrow fails to close  by
     the  agreed date, the party electing to cancel shall deliver
     to escrow agent a notice containing the address of the party
     in  breach and stating that this Contract shall be cancelled
     unless  the  breach  is cured within 13 days  following  the
     delivery  of  the notice to the escrow agent.  Within  three
     days  after  receipt of such notice, the escrow agent  shall
     send it by United States Mail to the party in breach at  the
     address contained in the Notice and no further notice  shall
     be  required. If the breach is not cured within the 13  days
     following  the  delivery of the notice to the escrow  agent,
     this Contract shall be cancelled.

19.  MISCELLANEOUS.

     (a)  This Agreement may be amended only by written agreement
     signed by both Seller and Buyer, and all waivers must be  in
     writing  and signed by the waiving party.  Time  is  of  the
     essence.   This  Agreement  will not  be  construed  for  or
     against  a party whether or not that party has drafted  this
     Agreement.  If there is any action or proceeding between the
     parties relating to this Agreement the prevailing party will
     be  entitled to recover attorney's fees and costs.  This  is
     an  integrated  agreement containing all agreements  of  the
     parties  about the Property and the other matters described,
     and  it  supersedes any other agreements or  understandings.
     Exhibits  attached  to this Agreement are incorporated  into
     this Agreement.
     
     (b)   If  this  escrow has not closed by October  15,  1998,
     through  no  fault  of Seller, Seller  may  either,  at  its
     election,  extend  the closing date or exercise  any  remedy
     available   to   it  by  law,  including  terminating   this
     Agreement.
     
     (c)  Funds to be deposited or paid by Buyer must be good and
     clear  funds in the form of cash, cashier's checks  or  wire
     transfers.
     
     (d)   All notices from either of the parties hereto  to  the
     other  shall be in writing and shall be considered  to  have
     been  duly  given or served if sent by first class certified
     mail,  return receipt requested, postage prepaid,  or  by  a
     nationally recognized courier service guaranteeing overnight
     delivery to the party at his or its address set forth below,
     or  to  such  other  address  as such  party  may  hereafter
     designate by written notice to the other party.
     
     
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     
     If to Seller:
     
          Attention:  Robert P. Johnson
          AEI Real Estate Fund 85-A Limited Partnership
          1300 Minnesota World Trade Center
          30 E. 7th Street
          St. Paul, MN  55101
     
     
     If to Buyer:
     
          Jean Ann Morrison
          11368 Thurston Place
          Los Angeles, CA  90049
     
      When  accepted, this offer will be a binding agreement  for
valid  and  sufficient consideration which will bind and  benefit
Buyer, Seller and their respective successors and assigns.  Buyer
is  submitting  this offer by signing a copy of  this  offer  and
delivering it to Seller.  Seller has five (5) business days  from
receipt within which to accept this offer.

      IN WITNESS WHEREOF, the Seller and Buyer have executed this
Agreement effective as of the day and year above first written.

BUYER:   JEAN ANN MORRISON, TRUSTEE OF THE JEAN MORRISON  TRUST
         DATED 4/26/85

         By:/s/ Jean Ann Morrison, Trustee
                Jean Ann Morrison, Trustee






     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN



SELLER:   AEI REAL ESTATE FUND 85-A LIMITED PARTNERSHIP,  
          a Minnesota limited partnership
     
          By: Net Lease Management 85-A Inc.,  
              its  corporate general partner

          By:/s/ Robert P Johnson
                 Robert P. Johnson, President
     
     
     
     
     
     
     
     Buyer Initial: /s/ JAM
     Purchase Agreement for Rio Bravo-St. Paul, MN
     
     
     
     
     
     
     
     
                              EXHIBIT "A"
     
     Those  parts of Lots 5,6 and 7 and Lots B, I and J,  all  in
     Bohn's  Rearrangement,  St. Paul, Minn.,  according  to  the
     recorded  Partnership  thereof,  Ramsey  County,  Minnesota,
     described as beginning at the Northwest corner of  the  East
     10.00  feet  of said Lot 5; thence on an assumed bearing  of
     South, along the West line of said East 10.00 feet of Lot 5,
     a  distance of 336.83 feet, thence on a bearing  of  West  a
     distance  of  281.00 feet; thence on a bearing  of  South  a
     distance  of 178.96 feet to the Northerly right-of-way  line
     of  Interstate  Highway No. 94; thence South 89  degrees  53
     minutes  38  seconds West along said Northerly  right-of-way
     line  of Interstate Highway No. 94 a distance of 20.00 feet;
     thence  on  a  bearing of North a distance of  153.00  feet;
     thence on a bearing of West a distance of 182.64 feet  to  a
     line  of 135.00 feet Easterly of and parallel with the  most
     Westerly  line  of said  Lot 6 and its Northerly  extension;
     thence North 0 degrees 02 minutes 00 seconds East along said
     parallel line a distance of 79.54 feet, to the Northwesterly
     line  of  said  Lot  65;  thence  Northeasterly,  along  the
     Northwesterly lines of said Lots 6, I, J and 5 to the  point
     of beginning.
     
     Except the following described parcel:
     
     That  part of Lot 5, Bohn's Rearrangement, St. Paul,  Minn.,
     according to the plat thereof described as follows:
     
          Beginning at the Northeast corner of said Lot 5; thence
     on  an  assumed  bearing of South 0 degrees  06  minutes  40
     seconds  East, along the East line of said Lot 5, a distance
     of 13.16 feet; thence South 89 degrees 53 minutes 20 seconds
     West a distance of 26.46 feet, to the Northwesterly line  of
     said  Lot  5; thence Northeasterly, along said Northwesterly
     line  a  distance  of 29.55 feet to the point  of  beginning
     except the East 10 feet thereof.