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                                                                    EXHIBIT 10.1

                                                                      LEARJET 45

                          AIRPLANE PURCHASE AGREEMENT

     This Agreement is made by and between Learjet Inc., a Delaware corporation 
with its principal offices in Wichita, Kansas ("Learjet"), and TRC REALTY CO. 
("Buyer") and shall be effective as of the date of its acceptance by Learjet.

     In consideration of the mutual covenants made herein and subject to the 
following terms and conditions, Learjet agrees to sell and Buyer agrees to buy 
the new Learjet airplane (the "Airplane") described below.

                        SECTION I. AIRPLANE DESCRIPTION

     A. The Airplane is a new Learjet 45, Serial Number 119, more fully 
described in the Specification and Description dated 09-97 (the 
"Specification") attached hereto as Exhibit "A" and made a part hereof by 
reference, together with the avionics, other equipment, and interior and 
exterior installations and finishings ("Options") selected by Buyer.

     B. The Options are described and the price of the Options is set forth in
the Optional Equipment Description & Pricing List dated 05-97 attached hereto
Exhibit "F". Buyer agrees to specify the Options that are in addition to or
different from those specified on Exhibit "C" to be installed on the Airplane on
or before 180 days prior prior to the "Anticipated Delivery Date" (the "Option
Date").

              SECTION II. PRICE AND PAYMENT AND DELIVERY SCHEDULE

     A. Subject to adjustments of any deleted options or additional options (as 
hereinafter defined) selected by Buyer after the date hereof, the purchase 
price of the Airplane shall be:

                                      Base Price            $7,200,000.00  U.S.
                                                            -------------
     B. Optional Equipment and Miscellaneous items:
     
     Exhibits "B" (Special Conditions); "C" (Aircraft Profile); "D" (Warranty 
Bill of Sale); "E" (Aircraft Acceptance Certificate) are attached hereto and 
made a part of this Agreement.   TBD = To Be Determined _______________
          Total Optional Equipment and Miscellaneous Items:  $262,100.00  U.S.
                                                             ------------
     C. Total Purchase Price:                               $7,462,100.00 U.S.
                                                            -------------

     D. The Purchase Price shall be payable in U.S. Dollars as follows: See 
Exhibit "B" Item #2

     E. See Exhibit "B" Item #3

EXCEPT FOR THE EXPRESS TERMS OF THE LEARJET AIRPLANE WARRANTY POLICY SET FORTH 
IN THE SPECIFICATION, LEARJET MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS 
OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR OTHERWISE. 
SUCH WRITTEN WARRANTY IS MADE IN LIEU OF ALL OTHER WARRANTIES, OBLIGATIONS OR 
LIABILITIES OR LEARJET WITH RESPECT TO THE MANUFACTURE, SALE, LEASE, OPERATION 
OR USE OF THE AIRPLANE AND, EXCEPT AS SET FORTH THEREIN, LEARJET SHALL NOT BE 
LIABLE IN WARRANTY, NEGLIGENCE, OR STRICT LIABILITY FOR ANY DEFECTS, FAILURES 
OR MALFUNCTIONS IN PERFORMANCE, DESIGN, MANUFACTURE OR OTHERWISE, WHETHER 
PATENT OR LATENT. THE EXTENT OF LEARJET'S LIABILITY UNDER SUCH WARRANTY IS 
LIMITED TO THE REPAIR OR REPLACEMENT OR DEFECTS IN THE MANNER DESCRIBED IN SUCH 
WARRANTY, AND ALL OTHER REMEDIES AGAINST LEARJET FOR INCIDENTAL, CONSEQUENTIAL 
OR OTHER DAMAGES ARISING OUT OF THE MANUFACTURE, SALE, LEASE, OPERATION OR USE 
OF THE AIRPLANE ARE EXPRESSLY EXCLUDED.

     In the event the Buyer is a natural person or sole proprietorship then, 
notwithstanding anything herein to the contrary, the limits on warranties or on 
remedies for breach shall not apply to the extent (but only to the extant) such 
limitations are prohibited by New York Law.

     Buyer and Learjet agree that this transaction is governed solely by the 
terms and conditions set forth (1) above, (2) on the reverse side hereof, (3) in
the exhibits referenced and incorporated herein, and (4) in all amendments 
hereto, all of which together constitute the complete agreement between Buyer
and Learjet with respect to the Airplane. Buyer acknowledges that Buyer has read
and understands the complete agreement, and that this Agreement shall be not
binding upon Learjet until it has been executed by both an authorized officer of
Learjet and an authorized representative of Learjet's Marketing Administration
Department at the address set forth below.

BUYER HEREBY ACKNOWLEDGES AND AGREES THAT NONE OF LEARJET'S SALESMEN ARE 
AUTHORIZED TO WAIVE OR ALTER ANY TERM, PROVISION OR CONDITION OF THIS 
AGREEMENT, OR TO MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THIS 
AGREEMENT OR THE AIRPLANE.

BUYER                                      LEARJET
Name:  D. M. Smith                         One Learjet Way
     ---------------------------------     P.O. Box 7707
                          8-31-98          Wichita KS, 67277-7707

Address: One Pierce Place, Suite 100E
        ------------------------------
         Itasca, Illinois 60143-1246
-------------------------------------- 
                                           By:
                                              ---------------------------------
                                           Title: Vice President Sales N.D.
                                                 ------------------------------
By:      Donald N. Smith                   By: Linda Merse - Daly
   ----------------------------------         ---------------------------------
Title:   Chief Executive Officer           Title: Director - Contracts
      -------------------------------            ------------------------------
Date:    8/31/98                           Date:  9/3/98
      -------------------------------           -------------------------------


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                                                                      LEARJET 45

                          AIRPLANE PURCHASE AGREEMENT
                              SECTION IV. DELIVERY

         A. DELIVERY PERIOD. Learjet may tender delivery of the Airplane 
anytime within the Delivery Period; provided, however, that in the event (1) 
Buyer fails to specify the Options by the Option Date; (2) Buyer selects, with 
the approval of Learjet, additional or alternative avionics, other equipment, 
interior or exterior installations or furnishings or other changes in the 
Airplane after the Option Date ("Additional Options"); (3) installation of any 
of the Options and/or Additional Options affects Learjet's ability to timely 
deliver the Airplane; (4) delivery is delayed due to causes beyond Learjet's 
control; or (5) defects are noted during the inspection and acceptance flight 
provided for under Section V.A. hereof, then the Delivery Period shall be 
extended for the period of time reasonably necessary, under the circumstances, 
to permit Learjet to deliver the Airplane. If delivery of the Airplane can be 
made prior to the Anticipated Delivery Date, and Learjet elects to make such 
prior delivery, then Learjet agrees to give Buyer at least ten (10) days prior 
written notice of the date upon which delivery will be made.

         B. PLACE OF DELIVERY. Delivery of the Airplane to Buyer shall be 
F.A.F. Windsor Locks, Connecticut or Wichita, Kansas, at Buyer's option, at 
Learjet's expense, unless a different location is agreed upon in writing by 
Buyer and Learjet.

                        SECTION V. LEARJET'S OBLIGATIONS

         A. DELIVERY AND ACCEPTANCE. Learjet will notify Buyer when the 
Airplane is ready for delivery and permit Buyer to inspect the Airplane and 
participate in an acceptance flight of not more than two (2) hours duration 
which shall be controlled by Learjet. If no defects are noted during the 
inspection and acceptance flight, Buyer shall accept and pay for the Airplane 
on the Delivery Date. If any defects are noted during such inspection and 
acceptance flight, Learjet shall correct the same within a reasonable time and, 
if necessary, and as provided in Section VI.C. hereof, the Delivery Period 
shall be extended to permit Learjet to correct such defects. ALL EXPENSES FOR 
THE ACCEPTANCE AND DELIVERY FLIGHTS SHALL BE AT LEARJET'S EXPENSE. ALL AIRPLANE 
SYSTEMS WILL BE FULLY OPERATIONAL, ALL AIRWORTHINESS DIRECTIVES AND ALL 
MANDATORY AND RECOMMENDED MANUFACTURER'S SERVICE BULLETINS MUST BE FULLY 
COMPLIED WITH, AND MAINTENANCE CHAPTER 5 ITEMS WILL BE COMPLIED WITH.

         B. TRANSFER OF TITLE. At the time of delivery, Learjet shall transfer, 
or cause to be transferred, title to the Airplane to Buyer, free and clear of 
all liens and encumbrances, by means of a Bill of Sale duly prepared and 
executed on the appropriate U. S. Federal Aviation Administration ("FAA") form 
and Warranty Bill of Sale in the form of Exhibit "D".

         C. CERTIFICATE OF AIRWORTHINESS. At the time of delivery, Learjet 
shall furnish the Buyer with a Standard Airworthiness Certificate issued by the 
FAA certifying that, as of the date of issuance, the Airplane has been 
inspected and found to conform in all respects to the applicable FAA Type 
Certificate. The airworthiness certificate shall have no restrictions or 
limitations except for those restrictions or limitations set forth in the 
Flight Manual and or the Type Certificate.

         D. PUBLICATIONS. Learjet shall furnish the Buyer with one copy each of 
the applicable Flight Manual, Maintenance Manual, Parts Catalog, and Wiring 
Manual and, for a period of one (1) year after delivery of the Airplane, 
Learjet shall furnish to the Buyer, without charge, any revisions to such 
publications.

         E. TRAINING. The price of the Airplane includes, and Learjet shall 
make available to Buyer, ground school, simulator, flight training, and type 
rating check ride for THREE (3) qualified pilots in accordance with the terms 
of the Crew Training Agreement set forth in the Specification.

                        SECTION VI. BUYER'S OBLIGATIONS

         A. PAYMENTS. Buyer agrees to make all deposits and payments required 
to be made pursuant to Section II. hereof as and when the same are due. Late 
payments shall be subject to interest charges from the date due until paid a 
rate equal to the PRIME RATE as reported from time to time by the Wall Street 
Journal.

         B. SPECIFICATION OF OPTIONS AND CHANGES. Buyer agrees to specify the 
Options on or before the Option Date in accordance with Section I. hereof. Any 
Additional Options requested by Buyer after the Option Date shall be subject to 
Learjet's approval. Buyer understands and agrees that such changes may result 
in additional charges and/or delays in the Delivery Date.

         C. INSPECTION. Within three (3) business days after Learjet notifies 
Buyer that the Airplane is ready for delivery, Buyer agrees to inspect the 
Airplane, and if the Airplane meets the Specification and the terms of this 
Airplane Purchase Agreement to accept and pay for the Airplane on the Delivery 
Date. If Buyer has not accepted the Airplane within seven business (7) days 
after the date Learjet notifies Buyer that the Airplane is ready for delivery, 
then Buyer agrees to immediately notify Learjet, in writing, of the reasons for 
Buyer's failure to accept the Airplane. The unpaid balance of the Purchase 
Price shall be subject to interest charges from the date the Airplane is ready 
for delivery until paid at the rate described in Paragraph A. of this Section 
VI; provided, however, that if Buyer's failure to accept and pay for the 
Airplane is due to the fact that the Airplane does not meet the Specification, 
then no interest shall accrue unless and until such time as the Airplane meets 
the Specification and is tendered for delivery by Learjet and Buyer refuses 
acceptance.

         If for any reason the Airplane tendered for delivery by Learjet does 
not meet the Specification, and Buyer refuses to accept delivery thereof, Buyer 
agrees to specify, in writing, the basis of Buyer's refusal to accept delivery 
and to give Learjet a reasonable opportunity or opportunities to cure any 
defect and thereafter, deliver the Airplane to Buyer. If defects in the 
Airplane are discovered by Buyer subsequent to delivery, Buyer agrees to 
immediately notify Learjet, in writing, of such defects and further agrees to 
provide Learjet a reasonable opportunity or opportunities to cure the same in 
accordance with the terms of the Learjet Airplane Warranty Policy set forth in 
the Specification.

         D. TAXES. At the time of delivery of the Airplane, Buyer shall remit 
to Learjet (or furnish satisfactory evidence of direct payment by Buyer), in 
addition to any other amounts due Learjet hereunder, (1) any and all federal, 
state, or local sales or other taxes


                                       2
         
<PAGE>   3
                                                                      LEARJET 45
                          AIRPLANE PURCHASE AGREEMENT

applicable to the sale and delivery of the Airplane, (2) any and all import 
duties, import taxes, or other import charges levied by other than the United 
States Government. Buyer hereby agrees to indemnify and hold Learjet harmless 
from and against any and all applicable sales, use or other taxes which, 
inadvertently or for any other reason, are not collected by Learjet at the time 
delivery.

                   SECTION VII. GENERAL TERMS AND CONDITIONS

         A. LOSS, DAMAGE OR DESTRUCTION OF THE AIRPLANE. In the event of loss, 
damage or destruction of the Airplane prior to delivery, Learjet shall be 
excused from and not be liable for any delay or failure in the performance of 
this Agreement. In such event Buyer shall have the right to accept delivery of 
the next available airplane, as determined by Learjet, or to terminate this 
Agreement. Buyer shall notify Learjet of its decision within fifteen (15) days 
from the date of receipt of notice from Learjet of the loss, damage or 
destruction of the Airplane and the anticipated delivery date and price of the 
next available Learjet 45 priced as per this agreement. In the event of 
termination of this Agreement hereunder. Buyer shall be entitled to recover all 
amounts paid to Learjet on account of the Airplane together with interest 
thereon at the PRIME RATE as reported from time to time by the Wall Street 
Journal.

         B. TITLE AND RISK OF LOSS. Title and risk of loss to the Airplane 
shall pass to Buyer at the time of delivery and upon the execution of an 
Aircraft Acceptance Certificate in the form of Exhibit "E".

         C. FAILURE OR DELAY IN DELIVERY. Learjet shall not be liable for any 
failure to deliver or delay in delivery of the Airplane due to causes beyond 
its control and the Delivery Period shall be extended by a period of time equal 
to such delay. Such causes include, but are not limited to, acts of God or 
public enemy, war, civil commotion, insurrection, riot, embargo, fire, 
explosion, earthquake, lightning, flood, drought, windstorm, tornado, other 
action of the elements, epidemics, governmental acts, regulations or 
directives, labor strikes or work stoppages or slowdown, delays in vendor 
deliveries, failure after due diligence to obtain type approval or 
airworthiness certification, or any other cause beyond Learjet's control or not 
attributable to Learjet's negligence.

         D. TERMINATION.

               (1) Learjet may terminate this Agreement immediately at any time 
prior to delivery of the Airplane by written notice to the Buyer in the event 
(a) Buyer makes an assignment for the benefit of creditors, admits an inability 
to pay its debts as they become due, (b) a receiver or trustee is appointed for 
Buyer or for substantially all of Buyer's assets and, if appointed without 
Buyer's consent, such appointment is not discharged or stayed within thirty 
(30) days, or (c) proceeding under any law of bankruptcy, insolvency, or 
reorganization or relief of debtors is instituted by or against Buyer and, if 
not contested by Buyer, not dismissed or stayed within thirty (30) days.

               (2) Learjet may terminate this Agreement immediately upon 
written notice to Buyer in the event Buyer (a) fails to make any payment 
required to be made by Buyer hereunder when due, (b) fails to specify the 
Options within fifteen (15) days after the Option Date, or (c) fails or refuses 
to accept delivery of the Airplane within seven (7) days (i) after the date the 
Airplane is ready for delivery or (ii) after Learjet has cured, within a 
reasonable time, any defects noted during Buyer's inspection of the Airplane. 
In the event of termination of this Agreement by Learjet under either 
subparagraph (1) or subparagraph (2) of this Paragraph D. of Section VII., all 
of Buyer's right, title and interest in, to and under this Agreement and the 
Airplane shall be extinguished, and Learjet shall retain all payments therefore 
made by the Buyer as liquidated damages and not as a penalty and as Learjet's 
sole and exclusive remedy, and the parties shall thenceforth be released from 
all further obligations. Such damages may include, but are not limited to, loss 
of profit on this sale, direct and indirect costs incurred as a result of 
disruption in production, training expense advances, and selling expenses in 
effecting resale of the Airplane. The parties agree that the amount of 
liquidated damages set forth herein is a reasonable forecast of anticipated or 
actual loss in view of the difficulty of estimating the actual damages.

               (3) Buyer may terminate this Agreement at any time prior to 
delivery of the Airplane by giving not less than ten (10) days written notice 
to Learjet in the event Learjet (a) fails to tender delivery of the Airplane 
within the Delivery Period and such failure is not excused pursuant to 
Paragraph C. of this Section VII. or (b) Learjet fails for any reason 
whatsoever to tender delivery of the Airplane within three (3) months after the 
end of the Delivery Period. In the event of termination of this Agreement by 
Buyer under subparagraph (3) of this Paragraph D. of Section VII. Learjet shall 
promptly refund all amounts paid by Buyer on account of the Airplane, together 
with interest thereon at the PRIME RATE as reported from time to time by the 
Wall Street Journal, from the date of deposit to the date of refund, which 
shall be Buyer's sole and exclusive remedy for Learjet's failure to deliver the 
Airplane as set forth in subparagraph (3) of this Paragraph D. of Section VII.

               (4) Buyer recognizes, understands and agrees that Buyer shall 
not have the right to terminate this Agreement because of any change or 
fluctuation in the value of any currency.

          E. ASSIGNMENT. Buyer may until the delivery date of the Airplane and 
upon 30 days prior written notice to Learjet, assign all of its rights and 
obligations under this Airplane Purchase Agreement (i) without Learjet's prior 
written consent, to a subsidiary or to other affiliate owned, or controlled by, 
or under common control or ownership with, Buyer, or (ii) without Learjet's 
prior written consent, to a bank or other financial institution as lender or 
lessor under a lease or financing of the Airplane by Buyer. BUYER GUARANTEES 
FULL PAYMENT ON AIRCRAFT AT DELIVERY. Learjet reserves the right to assign and 
transfer its rights under this Agreement to a financing institution for 
financial and accounting purposes. Buyer agrees to acknowledge its consent 
thereto by executing and delivering such documents or instruments as Learjet 
may reasonably request.


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                                                                      LEARJET 45

                          AIRPLANE PURCHASE AGREEMENT

         F. NOTICES. Any notice to be given hereunder shall be sent by certified
or registered mail, commercial courier, telegram, or telecopier to the party to 
which such notice is to be given at the address set forth above or such other 
address as the party to receive such notice shall designate in writing. Notice 
so sent shall be deemed to be received upon actual receipt.

         G. ENTIRE AGREEMENT. This Agreement and the matters referred to herein 
constitute the entire agreement of Learjet and Buyer with respect to the 
Airplane and supersede and cancel all prior statements, representations, 
negotiations, understandings, agreements, undertakings, and communications, 
whether verbal or written, with respect to or in connection with the subject 
matter hereof. This Agreement may only be amended or changed by a written 
instrument signed by both parties hereto.

         H. APPLICABLE LAW. This Agreement shall be governed by and interpreted 
in accordance with the laws of the State of New York.

         I. ARBITRATION. All disputes arising under this Agreement which cannot 
be settled amicably between Learjet and Buyer shall be resolved by arbitration 
conducted in Wichita, Kansas, in accordance with the rules of the American 
Arbitration Association. The decision of the arbitrators shall be final and 
binding upon both parties.

         J. SEVERABILITY. If any of the terms or provisions of this Agreement 
are determined or held to be illegal or unenforceable under applicable law, 
such terms and provisions shall be deemed to be ineffective and severed from 
the remaining terms and provisions hereof which shall be unimpaired and remain 
in full force and effect.

         K. ACCEPTANCE IN WICHITA. This Agreement shall become a binding 
contract upon its acceptance and execution by Learjet at its principal offices 
in Wichita, Kansas.










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                                                               [BOMBARDIER LOGO]


                                                                BOMBARDIER
                                                                AEROSPACE
                                                                Learjet Inc.


                                  EXHIBIT "B"
                               SPECIAL CONDITIONS


1.  Base Price shall be adjusted by the percentage difference in the Consumer 
    Price Index, Wage Earners and Clerical Workers (CPI-W) 1982-1984=100 as 
    published by the U.S. Department of Labor, Bureau of Labor Statistics, for 
    the month of October, 1997 (158.5) and up to and including the scheduled 
    month of delivery.

2.  Section II, Paragraph D, of this Airplane Purchase Agreement is amended to 
    read as follows:

          a) Prior to the execution of this Airplane Purchase Agreement Buyer 
             has provided Seller a fully refundable deposit of $500,000.

          b) The balance of the Purchase Price in the amount of $6,962,100, 
             plus applicable taxes and other charges, shall be paid by 
             cashier's check drawn on a U.S. bank or wire transfer at the time 
             of delivery of the Airplane.

3.  The Airplane will be delivered to Buyer, or its assigns, between April 1, 
    1999 and September 30, 1999 (the "Delivery Period"). On or before October 
    21, 1998, Seller shall identify the serial number of the Airplane and its 
    scheduled date of delivery to Buyer (the "Anticipated Delivery Date"). In 
    the event that the Airplane is not so identified by such date, the $500,000 
    Deposit shall be promptly returned to Buyer. The Buyer may, at its option, 
    on or before October 21, 1998, determine to accept delivery of Learjet 45 
    Serial Number 119 (currently scheduled for delivery in May 2000), which for 
    purposes of this Airplane Purchase Agreement, shall then become the 
    Airplane.

4.  Should an earlier delivery position for a Learjet 45 become available, 
    Buyer will be notified with pertinent information as it relates to block 
    changes and the improvements on or round that serial number by Learjet and 
    may transfer the Airplane Purchase Agreement one time to such earlier 
    delivery position within 48 hours after such notification from Learjet.

5.  On the date of delivery, the Flight Management system of the Airplane shall 
    be equipped with the latest software then available.



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                                                             Buyer's Initial ___
                                                           Learjet's Initial ___
           
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                                                               [BOMBARDIER LOGO]


                                                                BOMBARDIER
                                                                AEROSPACE
                                                                Learjet Inc.


                                  EXHIBIT "B"
                               SPECIAL CONDITIONS


6.   Without additional charge, Learjet shall furnish Buyer a two year 
     subscription to LASER.

7.   Warranty Labor includes labor access to remove and install aircraft parts 
     during the warranty period.

8.   Learjet will ensure that AlliedSignal will provide to the Buyer 400 flight 
     hours of free MSP (Maintenance Service Plan) or the reduced rate, if the 
     Buyer chooses to enroll for a five year term.

9.   The Airplane shall have no more than 25 hours of flight time and all 
     calendar limited components shall be fresh within 30 days of delivery.

10.  Learjet agrees that Buyer shall have the option to trade-in Learjet 45-TBD 
     on a new, greater value Bombardier Business aircraft provided that the 
     Buyer's new aircraft delivers within the following years of operation on 
     said trade-in:

          -  Three (3) years, credit 85% of the purchase price of the aircraft 
             and not-to-exceed 1,200 hours

          -  Four (4) years, credit 80% of the purchase price of the aircraft 
             and not-to-exceed 1,600 hours

          -  Five (5) years, credit 75% of the purchase price of the aircraft 
             and to not-to-exceed 2,000 hours




 



                                                             Buyer's Initial ___
                                                           Learjet's Initial ___
           


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