Limited Option of First Sale

     This Agreement, by and between The Thomas W. Adamson Family
Limited Partnership ("Adamson"), and AEI Real Estate Fund XVIII
Limited Partnership (the "AEI Partnership"), is effective as of
the 21 day of March, 1997, and supercedes in its entirety that
certain Limited Option of First Sale dated March 3, 1997.

                            RECITALS

Whereas, Adamson has purchased an undivided 14.1798% interest in
that certain property legally described on Exhibit A attached
hereto (the "Property"), as a Co-Tenant with the AEI Partnership,
which as of the date hereof owns an undivided 18.0202% interest
in the Property; and

Whereas, as consideration for Adamson's purchase of its interest
in the Property from the AEI Partnership, the AEI Partnership has
granted Adamson the Limited Option of First Sale of Adamson's
interest in the Property, but only upon the limited terms set
forth herein.

     Now, therefore, in Consideration of the purchase by Adamson
of its undivided interest in the Property, Adamson and the AEI
Partnership (in its individual capacity as a matter of contract
right and not as a covenant running with the AEI Partnership's
interest in the Property) agree that:

1.   Freedom of Transfer.  Adamson shall be free to dispose of
its interest in the Property, whether according to this
Agreement, or upon such terms and conditions as Adamson shall
determine.  However, the rights afforded Adamson hereunder are
personal to Adamson, and may not be assigned and do not run with
Adamson's interest in the Property.  The AEI Partnership shall be
free to sell or transfer all any part of its interest in the
Property, provided, however, for as long as Adamson shall retain
an undivided interest in the Property, the AEI Partnership will
retain at least a 5% ownership interest in the Property, subject
to disposition by the AEI Partnership as further set forth
herein.  The AEI Partnership's sale or transfer of its remaining
5% interest shall be governed by the terms hereof.

2.   Limited Option of First Sale.  At such time as the AEI
Partnership intends to sell all or any portion of its remaining
interest in the Property (provided such sale is not in connection
with a Liquidation Plan (defined below)), which sale would bring
the AEI Partnership's interest below an undivided 5% interest,
the AEI Partnership agrees it will:

     AA.  Notice of Intent to Sell.  Provide Adamson with written
     notice of the AEI Partnership's intent to sell the AEI
     Partnership's remaining interest of or below 5% of the
     Property ("Remaining Interest"), prior to accepting any
     offer to sell such Remaining Interest;

     BB.  Notice of Buyer's Offer.  Provide Adamson with written
     notice ("AEI Partnership Notice") containing all of the
     relevant terms and conditions of the offer, including a copy
     of the Purchase Agreement from a buyer willing to make a
     valid offer for the purchase of all or a portion of the
     Remaining Interest held by the AEI Partnership, and a
     statement of the costs incurred by the AEI Partnership
     (including reasonable outside attorney's fees, if any) in
     obtaining said offer.

     C.   Notice of Acceptance or Deemed Rejection.  Within 10
     business days of receipt of such AEI Partnership Notice,
     Adamson will either:
               (a) accept by written notification an assignment
          of such offer for themselves and sell part, or all, of
          its interest in the property to the buyer upon terms
          contained in the AEI Partnership Notice, in which event
          Adamson agrees to reimburse the AEI Partnership for the
          costs incurred by the AEI Partnership in obtaining said
          offer; or

               (b) reject the offer contained in the AEI
          Partnership Notice; if no written acceptance of the AEI
          Partnership's offer to assign its interest is received
          by the AEI Partnership within said ten days, Adamson
          will have been deemed to have rejected such offer.

     Upon Adamson's rejection of the offer, the AEI Partnership
     shall be free to sell all, or part, of its Remaining
     Interest in the Property to such buyer upon such terms and
     conditions as stated in the notice to Adamson.

     D.   Termination or Survival of Limited Option.  If the
     buyer is willing and able to acquire the entire interest
     owned by Adamson, and Adamson decline to sell its entire
     interest, then the AEI Partnership shall have no continuing
     obligation to provide Adamson with any further notice of an
     option to sell any interest in the Property.  If the buyer
     is willing to acquire only a portion of the interest in the
     property owned by Adamson, then the AEI Partnership shall
     remain subject to the provisions hereof until released
     therefrom according to the terms hereof.

3.   Plan of Liquidation.  Notwithstanding anything herein to the
contrary, the aforesaid Option to Sell shall not apply nor be
binding on the AEI Partnership, if the AEI Partnership shall
dispose of all of its interest in the Property according to a
written plan of liquidation ("Plan of Liquidation") executed
prior to the disposition of the AEI Partnership's remaining
interest in the Property, said Plan of Liquidation contemplating
the sale of all of the AEI Partnership's assets over a continuous
period in a series of related transactions commenced with the
express design to liquidate the AEI Partnership's interests in
all assets, and no damages shall accrue to Adamson if in fact
such liquidation occurs within a commercially reasonable time in
accordance with such written Plan of Liquidation.

4.   Miscellaneous.

     A.   All notices provided for herein shall be in writing and
shall be deemed to have been given when delivered, personally or
by registered or certified mail or nationally recognized
overnight carrier, return receipt requested, postage prepaid,
addressed as follows:


if to Adamson at:
          Wayne Adamson, General Partner
          1400 West Walnut
          Marion, Il.  62959
and
          Gerald Adamson
          206 Palm Avenue
          Bullhead, Az.  86430

if to AEI at:

Attention:   Robert P. Johnson, President
             AEI Fund Management XVIII, Inc.
             1300 Minnesota World Trade Center
             30 East Seventh Street
             Saint Paul, Minnesota    55101

or addressed to any such party at such address as such party
shall hereinafter furnish by notice to the other parties.

     B.   This Agreement shall be construed according to the laws
of the State of Minnesota and the parties agree to be governed by
the jurisdiction of and consent to venue of any action to enforce
this agreement in the State of Minnesota or the principal place
of business of Adamson or the situs of the Property, said choice
of venue to be at the sole discretion of AEI.

     C.   In the event it becomes necessary for either party to
bring suit to enforce the terms or conditions hereof, the
successful party shall have the right to recover reasonable
attorney's fees and costs.



     In witness whereof, the parties have executed this Agreement
effective as of the date first written above.

THE THOMAS W. ADAMSON FAMILY LIMITED PARTNERSHIP

By: /s/ Gerald E Adamson
        Its General Partner

By: /s/ Wayne K Adamson
        Its General Partner



AEI REAL ESTATE FUND XVIII LIMITED PARTNERSHIP
By:  AEI FUND MANAGEMENT XVIII, INC.
    By: /s/ Robert P Johnson
            Robert P. Johnson, President





     LEGAL DESCRIPTION
     
     Situated in the State of Ohio, County of Franklin,  City  of
     Columbus, being located in Section 2, Township 2, Range  18,
     United  States Military Lands, and being part of a  43.  161
     acre tract of land (Parcel No. 610-146452) conveyed to Forty-
     One Corporation (the Grantor), by deed of record in Official
     Record  15500  A-G, all references being to records  in  the
     Recorder's  Office,  Franklin County Ohio,  and  being  more
     particularly described as follows:
     
     Beginning  for reference at the intersection of  North  High
     Street (US 23) and East Campus View Boulevard (80.00 feet in
     width) as shown in Plat Book 60, Page 26:
     
     thence  S  86 49' 53" E, along the centerline of  said  East
     Campus View Boulevard, a distance of 900.00 feet to a  point
     of curvature,
     
     thence  along  the  centerline  of  said  East  Campus  View
     Boulevard,  with  a  curve tot he left having  a  radius  of
     1350.00 feet, a chord bearing of N 89 27' 50" E, and a chord
     distance  of 174.45 feet to the intersection with centerline
     of High Cross Boulevard (80.00 feet in width);
     
     thence S 1 53'32" E, along the centerline of said High cross
     Boulevard a distance of 74.72 feet to a point;
     
     thence  N 88 06'28" E, a distance of 40.00 feet to  an  iron
     pin set in the easterly right of way line of said High Cross
     Boulevard,  said point being the True Point of Beginning  of
     herein described tract;
     
     thence  along  the easterly right of way line of  said  High
     Cross  Boulevard, with a curve to the right, having a radius
     of 40.00 feet, a chord bearing of N 40 23'34" E, and a chord
     distance  of 53.83 feet to an iron pin set in the  southerly
     right of way line of said East Campus View Boulevard;
     
     thence  along the southerly right of way line of  said  East
     Campus  View  Boulevard  and the northerly  line  of  herein
     described tract, with a curve to the left, having  a  radius
     of  1390.00 feet, a chord bearing of N 82 25'24"  E,  and  a
     chord distance of 12.36 feet to an iron  pin set;
     
     thence N 82 10' 07" E, along the southerly right of way line
     of said East Campus View boulevard and the northerly line of
     herein described tract, a distance of 209.28 feet to an iron
     pin  set  at  the  northeasterly corner of herein  described
     tract;
     
     thence  s  7  49' 49" E, along the easterly line  of  herein
     described  tract, a distance of 312.60 feet to an  iron  pin
     set at the southeasterly corner of herein described tract;
     
     thence  S  82 10'11" W, along the southerly line  of  herein
     described  tract, a distance of 318.01 feet to an  iron  pin
     set  in  the  easterly right of way line of said High  Cross
     Boulevard  at  the southwesterly corner of herein  described
     tract;
     
     thence  along  the easterly right of way line of  said  High
     Cross  Boulevard  and the westerly line of herein  described
     tract, with a curve to the right, having a radius of 2960.00
     feet, a chord bearing of N 9 21' 59" E, and a chord distance
     of 10/.64 feet to an iron pin set;
     
     thence N 9 28'10" E, along the easterly right of way line of
     said  High  Cross Boulevard and the westerly line of  herein
     described tract a distance of 89.24 feet to an iron pin set;
     
     thence  along  the easterly right of way line of  said  High
     Cross  Boulevard  and the westerly line of herein  described
     tract,  with a curve to the left, having a radius of  390.00
     feet, a chord bearing at N 3 47' 19" E, and a chord distance
     of 77.21 feet to an iron pin set;
     
     thence N 53' 32" W, along the easterly right of way line  of
     said  High  Cross Boulevard and the westerly line of  herein
     described tract a distance of 106/36 feet to the True  Point
     of  Beginning  containing 2,005 acres,  more  or  less,  and
     subject to any rights of way, easements, and restrictions of
     record.
     
     The  Basis  of Bearing in this description is the centerline
     of  East  Campus View Boulevard, being S 86 49'  53"  E,  as
     shown  in Plat Book 61, Page 79, Recorder's Office, Franklin
     County, Ohio.