<PAGE>
                                       
                                  EXHIBIT 10.6


                         REAL ESTATE PURCHASE AGREEMENT


     THIS REAL ESTATE PURCHASE AGREEMENT (hereinafter "Agreement") is made 
and entered into as of the 10th day of October, 1996,

     BY AND BETWEEN           BAGEL LAND, INC.,
                              an Oklahoma corporation,
                              hereinafter referred to as

                                   "SELLER"

     AND                      NEW YORK BAGEL ENTERPRISES, INC.,
                              a Kansas corporation,
                              hereinafter referred to as

                                   "BUYER"


     W I T N E S S E T H:

     WHEREAS, Seller desires to sell, and Buyer desires to purchase, the 
following described real estate owned by Seller, upon the terms and 
conditions set forth in this Agreement.

     NOW, THEREFORE, in consideration of the mutual promises, covenants and 
payments hereinafter set out, Seller and Buyer do hereby contract to, and 
agree with, each other as follows:

     1.   PROPERTY.  Seller does hereby agree to sell, and Buyer does hereby 
agree to purchase, upon the terms and conditions in this Agreement, the real 
estate together with all improvements located thereon described in Exhibit 
"A" attached hereto (hereinafter referred to as the "Property").

     2.   PURCHASE PRICE.  Buyer agrees to pay to Seller in consideration for 
the conveyance to Buyer of said Property a purchase price of Three Hundred 
Fifty-three Thousand Two Hundred Fifteen and 63/100 Dollars ($353,215.63) in 
cash or to Seller's lending institution for the benefit of Seller.

     3.   PRORATION OF TAXES.  All ad valorem taxes, including real estate 
taxes and special assessments, shall be adjusted and prorated as of the date 
of this Agreement.  General taxes shall be prorated for the year 1996 on the 
basis of taxes levied for the year 1995.  Special assessments shall be 
prorated on the basis of the amount due for the year 1996.  All ad valorem 
taxes, including real estate taxes and any special assessments for the year 
1995 and all prior years shall be paid by Seller.  On and after the date of 
this Agreement, Buyer shall be responsible for the payment of all such taxes 
and assessments levied against the Property.

     4.   RISK OF LOSS; INSURANCE.  Buyer assumes the risk of loss and shall 
be responsible to obtain such insurance or other protections for such loss as 
Buyer may so desire.  

     5.   CONDITION OF THE PROPERTY; REPRESENTATIONS.  Seller makes the 
following representations in respect to the condition of the Property:

     A.   ENVIRONMENTAL.  Seller states that Seller has not, nor have any of 
          Seller's agents, representatives or employees, contaminated the 
          Property during the term of Seller's ownership in violation of any 
          applicable federal, state or local law, rule, regulation or ordinance
          pertaining to the air, water, soil quality, water well, hazardous 
          waste, waste disposal and/or other environmental matters.  Seller 
          also represents that Seller has no knowledge that there has been any
          contamination on or under the Property prior to ownership by Seller,
          and that to the best of Seller's knowledge no contamination currently
          exists on or under the Property which would violate any applicable 
          federal, state and local law, rule, regulation or ordinance pertaining
          to air, water, soil quality, water well, hazardous waste, waste 
          disposal and/or other environmental matters.

     B.   UTILITIES.  There is available to the Property at its boundary lines 
          for use by Buyer water, sewer, electrical, gas and telephone lines 
          and systems having adequate capacity for the full and complete use 
          of the Property for commercial 

<PAGE>

          purposes.  If any of said utilities servicing the Property pass 
          through adjoining private lands, they do so in accordance with valid
          public easements.

     C.   SELLER'S AUTHORITY.  Seller represents and warrants to Buyer that 
          (i) it is duly authorized and empowered to execute, enter into and 
          perform this Real Estate Purchase Agreement, (ii) all action on its
          part requisite for the due extension, delivery and performance of 
          this Real Estate Purchase Agreement has been duly and effectively 
          taken, and (iii) the person signing this Real Estate Purchase 
          Agreement on behalf of Seller is duly authorized to do so.

     6.   CLOSING COSTS.  Buyer agrees to pay all costs associated with 
obtaining Buyer's financing, if any, including any mortgage registration 
fees.  Seller and Buyer, respectively, shall each be responsible to pay all 
costs associated with any attorneys' fees or other professional fees which 
they may individually engage to assist them in the closing of this 
transaction. Except as otherwise set forth in this Agreement, all other 
closing costs shall be split equally between Seller and Buyer.

     7.   SURVIVAL.  Where applicable, all of the terms and conditions of 
this Agreement shall survive closing and delivery of the deed.

     8.   TEXAS LAWS; HEIRS AND ASSIGNS.  This Agreement and its validity, 
construction and performance shall be governed by the laws of the State of 
Texas.  This Agreement shall be binding upon the parties hereto and their 
respective successors and assigns.

     9.   ASSIGNMENT.  Neither party may assign this Agreement or any rights 
arising thereunder without the prior written consent of the other party.

     IN WITNESS WHEREOF, the parties do hereby sign this Agreement as of the 
10th day of October, 1996.

                                            BAGEL LAND, INC.


                                            By
                                               --------------------------------
                                               Robert J. Geresi, President

                                                        "SELLER"

                                            NEW YORK BAGEL ENTERPRISES, INC.


                                            By
                                               --------------------------------
                                               Paul R. Hoover, Vice President-
                                                 Strategic Planning

                                                        "BUYER"