PURCHASE AGREEMENT





      This Purchase Agreement (the "Agreement") entered into
and  effective  as of the 16th day of April,  2003,  by  and
between  NMA  Fort Wayne, LLC (the "Seller")  and  AEI  Fund
Management,  Inc., a Minnesota corporation, or  its  assigns
(the "Buyer").

1.    PROPERTY.  Seller holds an undivided 100% interest  in
the   fee  title  to  that  certain  real  property  legally
described  in  the  attached  Exhibit  "A"  (the  "Parcel").
Seller  wishes  to  sell and Buyer wishes  to  purchase  the
Parcel  and  all  improvements thereon (the  "Improvements")
(the   Parcel   and   the  Improvements  collectively,   the
"Property").

2.    LEASE.   The  Property is being  sold  subject  to  an
existing  Lease  of the Property by and between  Seller,  as
lessor, and Biaggis Ristorante Italiano, LLC, as lessee (the
"Lessee"), dated February 27, 2001 (the "Lease").

3.   CLOSING DATE.  The closing date on the Buyer's purchase
of  the Property shall be the later of 30 days following the
mutual   execution  of  this  Purchase  Agreement   or   the
expiration  of the Due Diligence and Contingency  Period  as
defined in paragraph 8 below (the "Closing Date").

4.   PURCHASE PRICE.  The purchase price for the Property is
$2,711,111.00  (the "Purchase Price").   If  all  conditions
precedent  to  Buyer's  obligations to  purchase  have  been
satisfied,  Buyer shall deposit the Purchase  Price  with  a
title company acceptable to Buyer as described in Article  6
hereof (the "Closing Agent") on or before the Closing Date.

     Within five (5) business days of full execution of this
Agreement,  Buyer  will  deposit  $25,000.00  (the  "Earnest
Money")  in  an escrow account with the Closing Agent.   The
Earnest  Money  will be credited against the Purchase  Price
paid  by  Buyer  at  closing when  and  if  the  transaction
contemplated herein closes and the sale is completed.

     The balance of the Purchase Price is to be deposited by
Buyer  into an escrow account with the Closing Agent  on  or
before the Closing Date.

5.    ESCROW.   Escrow shall be opened by  Seller  with  the
Closing  Agent  upon  execution of this Agreement.  A  fully
executed  copy  of this Agreement will be delivered  to  the
Closing   Agent   by  Seller  and  will  serve   as   escrow
instructions   together  with  any  additional  instructions
required   by  Seller  and/or  Buyer  or  their   respective
counsels.   Seller  and Buyer agree to  cooperate  with  the
Closing   Agent   and   sign  any  additional   instructions
reasonably  required by the Closing Agent to  close  escrow.
If  there is any conflict between any other instructions and
this Agreement, this Agreement shall control.

6.    TITLE.  Seller shall deliver to Buyer a commitment for
an  ALTA  Owner's Policy of Title Insurance (ALTA owner-most
recent  edition)  issued  by a nationally  recognized  title
insurance company acceptable to Buyer (the "Title Company"),
insuring marketable title in the Property, subject  only  to
such  matters  as  Buyer  may  approve  and  containing  the
following  endorsements: extended coverage  (including  over
matters of survey and mechanic's lien coverage), zoning, and
owner's  comprehensive  coverage (the  "Title  Commitment").
The  Title  Commitment shall show Seller as the present  fee
owner of the Property and show Buyer as the fee owner to  be
insured.   The  Title  Commitment  shall  also  include   an
itemization   of   all  outstanding  and   pending   special
assessments  and  an  itemization  of  taxes  affecting  the
Property and the tax year to which they relate, shall  state
whether  taxes  are  current and if not,  show  the  amounts
unpaid,  the  tax parcel identification numbers and  whether
the tax parcel includes property other than the Property  to
be  purchased.   All easements, restrictions, documents  and
other items affecting title shall be listed in Schedule  "B"
of the Title Commitment.  Copies of all instruments creating
such exceptions must be attached to the Title Commitment.

      Buyer  shall  be allowed Six (6) business  days  after
receipt of the Title Commitment and copies of all underlying
documents  or  until  the  end  of  the  Due  Diligence  and
Contingency Period, whichever is later, for examination  and
the making of any objections thereto, said objections to  be
made in writing or deemed waived.  If any objections are  so
made,  the Seller shall be allowed thirty (30) days to  cure
such  objections.  If Seller shall decide to make no efforts
to  cure  Buyer's  objections within said  thirty  (30)  day
period,  this  Agreement shall be null and void  and  of  no
further  force  and effect and the Earnest  Money  shall  be
returned  in  full  to Buyer immediately and  neither  party
shall  have any further duties or obligations to  the  other
hereunder.

      The  Buyer  shall also have Six (6) business  days  to
review  and  approve  any easement, lien,  hypothecation  or
other  encumbrance placed of record affecting  the  Property
after  the  date of the Title Commitment. If necessary,  the
Closing  Date  shall  be  extended by  the  number  of  days
necessary  for  the Buyer to have Six (6) business  days  to
review  any  such items.  Such Six (6) business  day  review
period shall commence on the date the Buyer is provided with
a  legible copy of the instrument creating such exception to
title.   The Seller agrees to inform the Buyer of  any  item
executed  by  the  Seller  placed of  record  affecting  the
Property  after  the date of the Title Commitment.   If  any
objections  are so made, the Seller shall be allowed  thirty
(30)  days to cure such objections.  If Seller shall  decide
to  make  no efforts to cure Buyer's objections within  said
thirty  (30)  day period, this Agreement shall be  null  and
void  and  of  no further force and effect and  the  Earnest
Money  shall  be  returned in full to Buyer immediately  and
neither  party shall have any further duties or  obligations
to the other hereunder.

7.    SITE  INSPECTION.  As a condition precedent to Buyer's
obligations  hereunder, the Property shall be inspected  and
approved by Buyer prior to the end of the Due Diligence  and
Contingency Period.

8.   DUE DILIGENCE AND CONTINGENCY PERIOD.

8.01  DUE DILIGENCE DOCUMENTS AND CONTINGENCY PERIOD.  Buyer
shall  have  the  later  of  30 days  following  the  mutual
execution  of  this Purchase Agreement or Six  (6)  business
days after the delivery of the last of the items below to be
supplied  by  Seller to conduct all of its inspections,  due
diligence  and review to satisfy itself regarding each  item
to be supplied by Seller at Seller's expense:

     (a)  The Title Commitment as set forth in paragraph 6;

     (b)   Such survey of the Property as may be in Seller's
     immediate possession.

     (c)  Seller represents that Buyer has received true and
     correct  copies  of  the Lease and all  amendments  and
     assignments thereto;

     (d)   Phase I environmental assessment report  prepared
     by Pioneer Engineering and Environmental Services, Inc.
     containing evidence that the Property complies with all
     federal, state and local environmental regulations;

     (e)  Seller represents that Buyer has received true and
     correct copies of certificates of insurance provided by
     the Lessee as required by the Lease;

     (f)   MAI  appraisal, stating the value of the Property
     with the completed Improvements thereon;

     (g)   As-built  survey  as  described  on  Exhibit  "B"
     attached hereto;

     (h)  Any documents or written summary of facts known to
     Seller  that  materially change or  render  incomplete,
     invalid,   or  inaccurate  any  of  the  Due  Diligence
     Documents; and

     (i)  Seller to provide statement to Buyer signed by the
     Seller's  chief financial officer that  Seller  is  not
     insolvent.

     After receipt and review of the Due Diligence Documents
or  after  Buyer's  inspection of the  Property,  Buyer  may
cancel  this Agreement for any reason in its sole discretion
by   delivering   a  cancellation  notice,  return   receipt
requested, to Seller and Closing Agent prior to the  end  of
the  Contingency  Period  and the  Earnest  Money  shall  be
returned  in  full  to Buyer immediately and  neither  party
shall  have any further duties or obligations to  the  other
hereunder.   Such  notice  shall be  deemed  effective  upon
receipt by Seller.

8.02  FORM  OF CLOSING DOCUMENTS.  Prior to the end  of  the
Contingency Period, Seller and Buyer shall agree on the form
of  the following documents to be delivered to Buyer on  the
Closing Date by Seller as set forth in Article 14 hereof:

     (a)  General warranty deed;

     (b)  Seller's Affidavit;

     (c)  FIRPTA Affidavit;

     (d)  Assignment of the Lease;

     (e)  Assignment of warranties from the party or parties
          constructing the Improvements on the Property;

     (f)  Estoppel from Lessee; and

     (g)  Hazardous   Substances  Indemnification  Agreement
          consistent with Seller's representations set forth
          in paragraph 12(h) hereof.

In  the  event  that Seller and Buyer do  not  reach  mutual
agreement on the form of the above described documents prior
to  the end of the Contingency Period, this Agreement may be
terminated  by either Seller or Buyer and the Earnest  Money
shall  be  returned  in  full to the Buyer  immediately  and
neither  party shall have any further duties or  obligations
to the other hereunder.

       It   shall  be  a  condition  precedent  to   Buyer's
obligations  to  close hereunder that  there  have  been  no
material changes in any of the information reflected in  the
Due  Diligence Documents after the date of such document and
prior to closing.

      Until this Agreement is terminated or the Closing  has
occurred,  the  Seller  shall  deliver  to  the  Buyer   any
documentation  that  comes in the Seller's  possession  that
modifies  any of the Due Diligence Documents, including  the
Lease  and  the  Guaranty, or could render any  of  the  Due
Diligence  Documents  materially inaccurate,  incomplete  or
invalid.   The  Buyer  shall, in any event,  have  five  (5)
business  days  before the Closing Date to review  any  such
document  and,  if  necessary, the  Closing  Date  shall  be
extended  by the number of days necessary for the  Buyer  to
have  five (5) business days to review any such document  or
documents.

9.    CLOSING COSTS.  Seller shall pay all costs of closing,
including,  but not limited to, the owner's title  insurance
policy,  recording  fees, escrow  fees,  the  costs  of  the
updating  and certifying all Due Diligence Documents  unless
otherwise designated herein to be paid by Buyer.  Each party
will pay its own attorneys' fees to close this transaction.

10.   REAL  ESTATE TAXES AND ASSESSMENTS.  Seller represents
to  Buyer that to the best of its knowledge, all real estate
taxes  and  installments  of  special  assessments  due  and
payable  on or before the Closing Date have been or will  be
paid  in  full  as  of the Closing Date.  It  is  understood
between  Seller and Buyer that all unpaid levied and pending
special assessments are paid by the Lessee and shall be  the
responsibility  of  the Lessee under  the  Lease  after  the
Closing Date.

       In   the  event  Lessee  does  not  pay  any  special
assessments or real estate taxes that are the responsibility
of  the  Lessee under the Lease, Seller and Buyer agreed  to
each  pay its prorata share of said assessments or taxes  as
of the Closing Date.  This provision shall survive closing.

11.  Prorations. The Buyer and the Seller, as of the Closing
Date,  shall prorate: (i) all rent due under the  Lease,  if
any, (ii) ad valorem taxes, personal property taxes, charges
or  assignments affecting the Property (on a  calendar  year
basis), (iii) utility charges, including charges for  water,
gas,  electricity,  and sewer, if any, (iv)  other  expenses
relating to the Property which have accrued but not paid  as
of   the   Closing  Date,  based  upon  the   most   current
ascertainable   tax   bill   and  other   relevant   billing
information, including any charges arising under any of  the
encumbrances   to   the  Property.   To  the   extent   that
information for any such proration is not available  on  the
Closing  Date or if the actual amount of such taxes, charges
or  expenses differs from the amount used in the  prorations
at  closing,  then  the parties shall make  any  adjustments
necessary  so  that the prorations at closing  are  adjusted
based  upon  the  actual amount of such  taxes,  charges  or
expenses.   The  parties agree to make such reprorations  as
soon  as  possible after the actual amount  of  real  estate
taxes,  charges  or  expenses prorated  at  closing  becomes
available.  This provision shall survive closing.

12.    SELLER'S  REPRESENTATIONS  AND  WARRANTIES.    Seller
represents and warrants as of this date and to the  best  of
Seller's knowledge after due inquiry that:

     (a)  Except  for  this Agreement and the Lease  between
          Seller and Biaggi's Ristorante Italino, LLC, it is
          not  aware  of any other unrecorded agreements  or
          leases entered into by Seller with respect to  the
          Property that shall survive closing and be binding
          upon Buyer.

     (b)  Seller  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 hereunder.

     (c)  It  does  not  have  any  actions  or  proceedings
          pending,   which  would  materially   affect   the
          Property,   except   matters  fully   covered   by
          insurance;

     (d)  The  consummation of the transactions contemplated
          hereunder,  and the performance of this  Agreement
          and  the  delivery of the warranty deed to  Buyer,
          will not result in any breach of, or constitute  a
          default under, any instrument to which Seller is a
          party or by which Seller may be bound or affected;

     (e)  All   of   Seller's  covenants,  agreements,   and
          representations made herein, and in  any  and  all
          documents which may be delivered pursuant  hereto,
          shall  survive the delivery to AEI of the warranty
          deed  and  other documents furnished in accordance
          with this Agreement and shall be deemed to be true
          and  correct  as  of  the Closing  Date,  and  the
          provision  hereof  shall  continue  to  inure   to
          Buyer's benefit and its successors and assigns for
          a period of one year from the closing;

     (f)  To the best of Seller's knowledge, the Property is
          in good condition, substantially undamaged by fire
          and  other  hazards, and has  not  been  made  the
          subject of any condemnation proceeding;

     (g)  To  the best of Seller's knowledge without inquiry
          of local authorities, the use and operation of the
          Property now is in full compliance with applicable
          local,   state   and  federal  laws,   ordinances,
          regulations and requirements;

     (h)  Seller has not caused or permitted any, and to the
          best of Seller's knowledge after due inquiry,  the
          Property is not 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.  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;


13.    BUYER'S   REPRESENTATIONS  AND   WARRANTIES.    Buyer
represents and warrants to Seller that:

     (a)  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 hereunder;

     (b)  To  Buyer's  knowledge, neither the execution  and
          delivery of this Agreement nor the consummation of
          the   transaction  contemplated   hereunder   will
          violate  or  be in conflict with any agreement  or
          instrument to which Buyer is a party or  by  which
          Buyer is bound;

     (c)  These   Buyer's  representations  and   warranties
          deemed  to  be true and correct as of the  Closing
          Date and shall survive the closing.

14.  CLOSING.

(a)   Three  (3)  days  prior  to  the  Closing  Date,  with
simultaneous copy to Buyer, Seller will deposit into  escrow
with  the Closing Agent the following documents on or before
the Closing Date:

     (1)  A  general warranty deed conveying insurable title
          to the Property to Buyer, in form and substance as
          agreed  to  between Seller and  Buyer  during  the
          First Contingency Period;

     (2)  Estoppel letter from Lessee, in form and substance
          as  agreed to between Seller and Buyer during  the
          First Contingency Period;

     (2)  Affidavit  of  Seller, in form  and  substance  as
          agreed  to  between Seller and  Buyer  during  the
          First Contingency Period;

     (3)  FIRPTA  Affidavit, in form and substance as agreed
          to  between  Seller  and Buyer  during  the  First
          Contingency Period;

     (4)  Assignment  of  Lease, in form  and  substance  as
          agreed  to  between Seller and  Buyer  during  the
          First Contingency Period;

     (5)  Assignments  of  all warranties (and  the  written
          consents  of the assignments thereof by the  party
          giving  the  warranty) from the party  or  parties
          constructing the Improvements on the Property.

     (6)  A down-dated title commitment for an owner's title
          insurance   policy,  reflecting   only   permitted
          exceptions  approved  by Buyer  during  the  First
          Contingency  Period and including all endorsements
          required   by   Buyer,   with   all   Schedule   C
          requirements removed;

     (7)  Copies in Seller's possession, if any, of any  and
          all  certificates,  permits,  licenses  and  other
          authorizations   of  any  governmental   body   or
          authority  which are necessary to permit  the  use
          and occupancy of the Improvements; and

     (8)  Hazardous Substances Indemnity Agreement executed
          by Seller.

(b)   On or before the Closing Date, Buyer will deposit  the
Purchase Price with the Closing Agent;

(c)  Both parties will sign and deliver to the Closing Agent
any other documents reasonably required by the Closing Agent
and/or the Title Company.

15.  TERMINATION.  This Agreement may be terminated prior to
closing at Buyer's option (and the Earnest Money returned to
Buyer  in  full  immediately) in the event  of  any  of  the
following occurrences:

     (a)  Seller  fails  to  comply with any  of  the  terms
          hereof;

     (b)  Any   representation  made  or  contained  in  any
          submission  from Seller, Lessee,  or  in  the  Due
          Diligence   Documents,  proves   to   be   untrue,
          substantially  false  or misleading  at  any  time
          prior to the Closing Date;

     (c)  There  has been a material adverse change  in  the
          financial condition of Lessee or there shall be  a
          material  action,  suit or proceeding  pending  or
          threatened  against Seller which affects  Seller's
          ability to perform under this Agreement or against
          Lessee which affects its ability to perform  under
          the Lease;

     (d)  Any    bankruptcy,   reorganization,   insolvency,
          withdrawal, or similar proceeding is instituted by
          or against Seller or Lessee;

     (e)  Seller or Lessee shall be dissolved, liquidated or
          wound up;

     (f)  Lessee is not in possession of the Property and/or
          is  not paying rent under the Lease by the Closing
          Date;

     (g)  Notice  given  by Buyer pursuant to any  right  of
          termination herein.

16.  DAMAGES, DESTRUCTION AND EMINENT DOMAIN.  If, prior  to
the  Closing Date, the Property, or any part thereof, should
be  destroyed  or further damaged by fire, the elements,  or
any cause, due to events occurring subsequent to the date of
this  Agreement, this Agreement shall become null and  void,
at  Buyer's  option, exercised by written notice  to  Seller
within  ten  (10)  business 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 (a) all contingencies set  forth  in
Article 8 hereof have been satisfied, or waived; and (b) any
period  provided for above in Article 8 hereof 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
resulting form said damage or destruction to the extent that
the same are payable with respect to damage to the Property,
subject to rights of the Lessee.

     If prior to closing, the Property, or any part thereof,
is taken by eminent domain, which taking delays commencement
of  the  Lease  or delays payment of rent by the  Lessee  or
renders  the Lease invalid 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 all the Seller's right,  title
and interest in and to any award made, or to be made, in the
condemnation  proceeding,  subject  to  the  rights  of  the
Lessee.

     In the event that this Agreement is terminated by Buyer
as  provided  above, the Earnest Money shall be returned  to
Buyer immediately after execution by Buyer of such documents
reasonably  requested by Seller to evidence the  termination
hereof.

17.  NOTICES.  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.

If to Seller:

          Marc Blum
          Mike Weaver
          Next Realty
          Two Northfield Plaza
          Suite 320
          Northfield, IL  60093


If to Buyer:

          AEI Fund Management, Inc.
          1300 Minnesota World Trade Center
          30 E. 7th Street
          St. Paul, Minnesota 55101
          Attention:  Robert P. Johnson
          Phone No.: (612) 227-7333

      Notice shall be deemed received 48 hours after  proper
deposit in U.S. Mail, or 24 hours after proper deposit  with
a nationally recognized overnight courier.

18.  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 agreement or  understandings.
Exhibits  attached  to this Agreement are incorporated  into
this Agreement.

b.    If  the  transaction contemplated hereunder  does  not
close  by the Closing Date, through no fault of Buyer, Buyer
may  either,  at  it  election,  extend  the  Closing  Date,
exercise  any  remedy available to it by law,  or  terminate
this  Agreement and receive its Earnest Money back  in  full
immediately.

c.    This  Agreement shall be assignable by Buyer,  at  its
option,  in  whole or in part, in such manner as  Buyer  may
determine, to an affiliate of affiliates of Buyer.

d.    The  Buyer and Seller each warrant to the  other  that
except for the Commision payable to Next Realty, LLC,  which
will  be  paid  fully  by Seller, no other  commissions  are
payable to any party.


      Buyer  is submitting this offer by signing a  copy  of
this Agreement and delivering it to Seller. Seller has until
April  18,  2003 within which time to accept this  offer  by
signing and returning this Agreement to Buyer. When executed
by  both parties, this Agreement will be a binding agreement
for  valid and sufficient consideration which will bind  and
benefit  Seller, Buyer and their respective  successors  and
assigns.

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


SELLER:

NMA Fort Wayne, LLC

By:  /s/ Marc Blum
Its: Managing Member




BUYER:

AEI FUND MANAGEMENT, INC.

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





                         EXHIBIT "A"

                      LEGAL DESCRIPTION

                          PARCEL 7

A  TRACT  OF LAND LYING SOUTHERLY  OF THE SOUTHERLY RIGHT-OF-
WAY LINE OF ILLINOIS ROAD, LYING  NORTHERLY  OF THE NORTHERLY
RIGHT-OF-WAY LINE OF JEFFERSON  BOULEVARD, ALSO KNOWN AS U.S.
HIGHWAY NO. 24,  AND  LYING  EASTERLY  OF  THE  WESTERLY LINE
OF  A  PARCEL  OF  LAND  AS DESCRIBED IN DOCUMENT  91-055566,
RECORDS  OF  ALLEN  COUNTY, INDIANA ALL LOCATED IN SECTION 8,
TOWNSHIP  30  NORTH,  RANGE  12  EAST  OF THE 2ND P.M., ALLEN
COUNTY, INDIANA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:


COMMENCING AT A POINT ON THE SOUTHERLY  RIGHT-OF-WAY LINE  OF
ILLINOIS ROAD,  SAID POINT BEING 75  FEET  SOUTH OF THE NORTH
LINE  OF  LOT  NUMBER  12  IN  EDSALL'S  SUBDIVISION OF LaGRO
RESERVE IN SAID SECTION AND 159.99 FEET EAST OF THE WEST LINE
OF SAID LOT NUMBER 12; THENCE  ON ASSUMED BEARING OF NORTH 90
DEGREES  00  MINUTES  00  SECONDS  EAST  ALONG SAID SOUTHERLY
RIGHT-OF-WAY  LINE A  DISTANCE OF 491.28  FEET; THENCE AROUND
A CURVE IN A CLOCKWISE DIRECTION, ALONG SAID SOUTHERLY RIGHT-
OF-WAY LINE, HAVING A RADIUS OF 2789.93 FEET, AN  ARC  LENGTH
OF 1048.80  FEET, A DELTA  ANGLE  OF 21 DEGREES 32 MINUTES 20
SECONDS,  A CHORD BEARING OF SOUTH  79  DEGREES 13 MINUTES 50
SECONDS  EAST  AND  A  CHORD LENGTH  OF 1042.64  FEET; THENCE
SOUTH 63  DEGREES  26 MINUTES  20  SECONDS  EAST  ALONG  SAID
SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 68.40  FEET; THENCE
AROUND  A  CURVE   IN  A  CLOCKWISE  DIRECTION,  ALONG   SAID
SOUTHERLY RIGHT-OF-WAY LINE, HAVING A RADIUS OF 2789.93 FEET,
AN  ARC LENGTH OF 515.50  FEET,  A  DELTA ANGLE OF 10 DEGREES
35  MINUTES  12 SECONDS, A CHORD  BEARING OF SOUTH 61 DEGREES
45 MINUTES 34 SECONDS EAST AND A CHORD LENGTH OF 514.77 FEET;
THENCE SOUTH 49 DEGREES 13 MINUTES  20  SECONDS  EAST   ALONG
SAID SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE  OF  158.80 FEET;
THENCE  SOUTH  53 DEGREES 05  MINUTES 20 SECONDS  EAST  ALONG
SAID  SOUTHERLY   RIGHT-OF-WAY   LINE A  DISTANCE  OF  387.00
FEET;  THENCE  SOUTH 02 DEGREES  45  MINUTES  20 SECONDS EAST
ALONG SAID SOUTHERLY RIGHT-OF-WAY  LINE  A  DISTANCE OF 21.88
FEET TO THE TRUE POINT OF BEGINNING; THENCE  SOUTH 02 DEGREES
45 MINUTES 20 SECONDS EAST,  ALONG THE NORTHERLY RIGHT-OF-WAY
LINE OF WEST JEFFERSON BOULEVARD,  A DISTANCE  OF 24.12 FEET;
THENCE SOUTH 47 DEGREES  43  MINUTES  40  SECONDS WEST, ALONG
SAID  NORTHERLY  RIGHT-OF-WAY LINE,  A  DISTANCE   OF  343.30
FEET;  THENCE NORTH 34 DEGREES 26 MINUTES18 SECONDS  WEST,  A
DISTANCE OF  221.26  FEET;   THENCE  NORTH  02   DEGREES   45
MINUTES  20  SECONDS WEST, A  DISTANCE  OF 54.28 FEET; THENCE
NORTH 87  DEGREES  14   MINUTES  40 SECONDS EAST  A  DISTANCE
OF   381.04  FEET    TO  THE    TRUE   POINT   OF  BEGINNING.
SAID  TRACT  CONTAINS A CALCULATED  AREA OF 52,559.93  SQUARE
FEET OR 1.21 ACRES MORE OR LESS.


                        EXHIBIT :"B"

                     SURVEY REQUIREMENTS



1.   The  plat  or  map of such survey must bear  the  name,
     address and signature of the licensed land surveyor who
     made  the  survey,  that surveyor's official  seal  and
     license number (if any, or both), and the date  of  the
     survey, with the following certification:

     I,   _________________________,   a   registered   land
     surveyor, in and for the State of ___________ do hereby
     certify  to  AEI  Fund Management,  Inc.,  a  Minnesota
     corporation,  or  its  assigns  (PLEASE  CONTACT  AEI'S
     CLOSING  SPECIALIST AT 1-800-328-3519 FOR INFORMATION),
     and   ____________________  (insert   name   of   title
     company),  that this is a true and correct  plat  of  a
     survey of

          (Insert Legal Description)

     which  correctly shows the location of  all  buildings,
     structures  and improvements on said described  Parcel;
     that  there are no visible encroachments onto adjoining
     properties, streets, alleys, easements or setback lines
     by  any  of said buildings, structures or improvements;
     that there are no recorded or visible right of ways  or
     easements on said described Parcel, except as shown  on
     said  survey; that there are no party walls or  visible
     encroachments  on said described Parcel  by  buildings,
     structures or other improvements situated on  adjoining
     property,  except as shown on said plat or survey;  and
     that  the  described  Parcel has  direct  access  to  a
     publicly  dedicated right-of-way at the location  shown
     on said plat or survey.

          By:  _________________________

          Dated:  _______________________

2.   If  the  street address of the Parcel is available,  it
     should be noted on the survey.

3.   The  survey  boundary should be drawn to  a  convenient
     scale, with that scale clearly indicated.  If feasible,
     a  graphic  scale should be indicated.  When practical,
     the  plat or map of survey should be oriented  so  that
     North  is at the top of the drawing.  Supplementary  or
     exaggerated   scale   diagrams  should   be   presented
     accurately on the plat or map and drawn to  scale.   No
     plat  or map drawing less than the minimum size  of  8-
     1/2" by 11" will be acceptable.

4.   The  plat or map of survey should meet with the minimum
     Standard Detail Requirements for Land Title Surveys  as
     adopted  by the American Title Association and American
     Congress on Surveying and Mapping.

5.   The  character and location of all buildings  upon  the
     Parcel  must  be  shown and their location  given  with
     reference to boundaries.  Proper street numbers  should
     be   shown  where  available.   Physical  evidence   of
     easements and/or servitudes of all kinds, including but
     not  limited to those created by roads, rights of  way,
     water courses, drains, telephone, telegraph or electric
     lines, water, sewer, oil or gas pipelines, etc., on  or
     across  the surveyed Parcel and on adjoining properties
     if  they appear to affect the enjoyment of the surveyed
     Parcel  should be located and noted.  If  the  surveyor
     has  knowledge of any such easements and/or servitudes,
     not physically evidenced at the time the present survey
     is  made,  such physical non-evidence should be  noted.
     All  recorded easements, rights of way and other record
     matters  affecting  the Parcel should  be  located  and
     identified by recording date.  Surface indications,  if
     any,  of underground easements and/or servitudes should
     also  be  shown.  If there are no buildings erected  on
     the  Parcel being surveyed, the plat or map  of  survey
     should  bear the statement "No Buildings".   Curb  cuts
     and adjoining streets should be shown.

6.   Joint or common driveways and alleys must be indicated.
     Independent driveways along the boundary must be  shown
     together   with   the   width   thereof.    Encroaching
     driveways,  strips, ribbons, aprons,  etc.,  should  be
     noted.   Rights of access to public highways should  be
     shown.  The right-of-way line of any public street must
     be shown in relationship to the Parcel surveyed and the
     street must be labeled "Publicly Dedicated" or "Private
     Thoroughfare" as the case may be.

7.   As  a  minimum requirement, at least three (3) sets  of
     prints of the plat or map of survey should be furnished
     to AEI and one (1) set to the title company.

8.   The  survey  should  certify as  to  the  total  square
     footage  of  the  area surveyed and as  to  the  square
     footage  at  the exterior walls of any improvements  on
     the Parcel.  The survey should note the absence of,  or
     indicate the existence of, any building restriction  or
     setback  lines.  Paved areas should be  shown  and  the
     survey  should designate the area for parking  and  its
     dimensions.   If completed, the survey should  indicate
     the  actual number of parking spaces and, if  possible,
     the  actual  parking spaces should be outlined  on  the
     survey.

                         EXHIBIT "C"

            FINANCIAL DOCUMENTATION REQUIREMENTS

Prior  to  closing, the following must be received
and  approved  by  AEI,  along  with  those  items
specified more fully in the Purchase Agreement:

        I.  Lessee's prior two (2) fiscal years' Annual
        financial reports.