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 29.138% 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 37.6447% 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



                    EXHIBIT A LEGAL DESCRIPTION


A  certain  tract of land, containing 2.74 acres, more  or  less,
situated,  lying,  and being in the City of Bristol  and  in  the
County  of Washington, State of Virginia, as described  by  metes
and bounds as follows:

      Located  in  Washington County and  the  City  of  Bristol,
Virginia  within      the  Wal-mart Shopping Center  Development;
being  a  portion of Tract No. 8     (Wal-Mart Stores,  Inc.)  as
shown  on  Plat of Record in Plat Book 4, Page       63,  in  the
recorders  office  for  Washington County, Virginia;  being  more
particularly described as follows;

      BEGINNING at an iron pin corner to Walnut Grove Church  and
Tract  5 of     the Wal-Mart Development, thence proceeding  with
the  line of Walnut  Grove Church North 86 degrees 02 minutes  35
seconds  West for a distance   of 337.57 feet to an iron pin  set
this  survey;  thence leaving the line    of Walnut Grove  Church
and  proceeding with a new line North 46 degrees   10 minutes  34
seconds  East for a distance of 591.56 feet to an iron pin    set
this  survey in the line of Tract 7; said iron pin being  on  the
south      side  of  said  road South 43 degrees  49  minutes  26
seconds  East for a  distance of 250.00 feet to an iron  pin  set
this  survey and corner to     Tract 5; thence with the  line  of
Tract  5  South  46  degrees 10 minutes 34  seconds  West  for  a
distance of 364.723 feet to the BEGINNING, containing  2.74 acres
more or less as surveyed by Frizzell Engineering July, 1995.

A  part or, but NOT all of Tract No. 8 of the subdivision of  the
Wal-Mart Shopping Center as shown on a plat dated April 20,  1993
which plat is of record in the Office of the Clerk of the Circuit
Court  of  Washington County, Virginia in Plat Book 28, pages  42
through 45, and in records of the City of Bristol in Plat Book 4,
pages 60 through 63, to which plat reference is hereto made for a
more particular description.

TOGETHER  WITH a non-exclusive easement for the use of the  drive
lanes, as set forth in Easements With Convenants And Restrictions
Affecting  Land ("ECR") by and between Wal-Mart Stores,  Inc.,  a
Delaware  corporation  and  Lowe's Home  Center,  Inc.,  a  North
Carolina  corporation, dated November 16, 1993, recorded  in  the
Clerk's Office Circuit Court, County of Washington, Virginia,  in
Deed Book 888, page 345.

BEING  a  portion  of  the same real estate conveyed  to  Tractor
Supply  Company,  a Tennessee corporation by deed  from  Wal-Mart
Stores,  Inc.,  a  Delaware corporation, dated October  2,  1995,
recorded  November  29,  1995, recorded in  the  Clerk's  Office,
Circuit Court, County of Washington, Virginia, in Deed Book  931,
page  231,  and  in the Clerk's Office, Circuit  Court,  City  of
Bristol, Virginia, in Deed Book 329, page 19.