PURCHASE AGREEMENT
                         former Pancho's
                         Round Rock, TX

This  AGREEMENT ("Agreement"), entered into effective as  of  the
19th of September, 2005.

l.    PARTIES.  Seller is AEI Income & Growth Fund 24  LLC  which
owns  an undivided 100% interest in the fee simple title to  that
certain  real  property  and  all  improvements  thereon  legally
described in the attached Exhibit "A" (the "Property")  Buyer  is
Hamid Zarafshani or his assigns.  Seller wishes to sell and Buyer
wishes to buy the Property.

2.    PROPERTY.  The  Property  to  be  sold  to  Buyer  in  this
transaction  consists  of  an  undivided  100%  interest  in  the
Property.  There  are  also  certain  fixtures  attached  to  the
improvements  to  the Property being conveyed  by  Seller,  which
fixtures   are   described  in  Exhibit   "B"   attached   hereto
("Fixtures").  While Seller believes that it has a legal right to
these  fixtures, ownership of the same is being  contested  by  a
secured lender of a prior occupant of the Property. If Seller can
resolve such claims, it will Quit Claim Bill of Sale its interest
to  such items to Buyer. If Seller is unable to deliver the  Quit
Claim  Bill  of Sale for the items listed on Exhibit  "B",  Buyer
shall  be  entitled to terminate this agreement and  receive  the
First  Payment.  Seller owns no interest in any other  personalty
located  on  the Property (which other personalty is  hereinafter
referred  to  as  the ("Unowned Personalty").  Buyer  may  either
negotiate  directly with the Secured Lender claiming an  interest
in the Unowned Personalty, or if Buyer notifies Seller that Buyer
is unwilling or unable to purchase the Unowned Personalty, Seller
shall  have until closing to cause the Unowned Personalty  to  be
removed from the Property; in such event, the Closing Date  shall
be  extended to allow Seller sufficient time to cause the removal
of such Unowned Personalty.

3.   PURCHASE PRICE. The purchase price for this 100% interest in
the Property is $1,050,000, all cash.

4.    TERMS. The purchase price for the Property will be paid  by
Buyer as follows:

(A).  When  this  Agreement is executed, Buyer will  pay  $10,000
("First Payment") to First American Title ("Title Company").  The
First  Payment will be credited against the purchase  price  when
and  if  escrow  closes and the sale is completed.   One  Hundred
Dollars  ($100.00)  of the First Payment shall be  non-refundable
Option Consideration.

(B).  Buyer  will  deposit the balance  of  the  purchase  price,
$1,040,000.00  (the  Second Payment") into escrow  in  sufficient
time to allow escrow to close on the closing date.

5.    CLOSING DATE. Escrow shall close on or before November  14,
2005, unless extended pursuant to the terms hereof.

6.    DUE  DILIGENCE. Buyer will have 45 days from the  Effective
Date  of this Agreement (the "Review Period") to conduct  all  of
its  inspections  and due diligence and satisfy itself  regarding
the  Property and this transaction. Buyer agrees to indemnify and
hold  Seller  harmless for any loss or damage to the Property  or
persons  caused  by  Buyer  or its agents  arising  out  of  such
physical inspections of the Property.  Within ten (10) days after
the  Effective  Date  of  this Agreement,  Seller  shall  provide
(except as explained below, in Item A):

A.     One   copy   of  a  title  insurance  commitment   ("Title
Commitment") for an Owner's Title insurance policy (see paragraph
8  below), to be ordered by Seller immediately upon both  parties
hereto having executed this Agreement, and said commitment to  be
delivered  to  Buyer as soon as the third party  title  insurance
company provides it to Seller, but it shall be delivered no later
than ten (10) days after the Effective Date of this Agreement.

B.   A copy of all instruments referenced in the Title Commitment
       which constitute exceptions to title.

C.    A copy of a Certificate of Occupancy or other such document
certifying  completion  and  granting permission  to  permanently
occupy  the  improvements  on the Property  as  are  in  Seller's
possession.

D.    A  copy  of an "as built" survey of the Property  completed
concurrent   with  Seller's  acquisition  of  the  Property,   if
available in Seller's possession.

E     A copy of any Phase I Environmental Report on the Property,
if available in Seller's possession.


Buyer  may  cancel  this Agreement for ANY  REASON  in  its  sole
discretion  by delivering a cancellation notice, certified  mail,
return  receipt requested, to Seller and the Title Company before
the  expiration of the Review Period. Such notice shall be deemed
effective when sent by certified mail. If this Agreement  is  not
cancelled  as  set forth above, the First Payment shall  be  non-
refundable unless Seller shall default hereunder.

If  Buyer cancels this Agreement as permitted under this Section,
except for any liabilities under the first paragraph of section 6
of  this  Agreement (which will survive), Seller (after execution
of  such documents reasonably requested by Seller to evidence the
termination  hereof) shall cause the Title Company to  return  to
Buyer its First Payment and Buyer will have absolutely no rights,
claims or interest of any type in connection with the Property or
this transaction, regardless of any alleged conduct by Seller  or
anyone else.

Unless this Agreement is canceled by Buyer pursuant to the  terms
hereof, if Buyer fails to make the Second Payment Seller shall be
entitled  to retain the First Payment and Buyer irrevocably  will
be  deemed to be in default under this Agreement. Seller then, as
its  sole option, shall retain the First Payment and declare this
Agreement  null and void, in which event Buyer will be deemed  to
have canceled this Agreement and relinquish all rights in and  to
the  Property.  If this Agreement is not canceled and  the  First
Payment  and  the  Second Payment is made when required,  all  of
Buyer's conditions and contingencies will be deemed satisfied.

7.    ESCROW.  Escrow  shall be opened by Seller  and  the  First
Payment  will  be  deposited in escrow upon  acceptance  of  this
Agreement  by both parties. The escrow holder will be  the  Title
Company. A copy of this Agreement will be delivered to the  Title
Company  and will serve as escrow instructions together with  the
Title   Company's  standard  instructions  and   any   additional
instructions required by the Title Company to clarify its  rights
and  duties  (and  the  parties agree to  sign  these  additional
instructions).  If  there  is any conflict  between  these  other
instructions and this Agreement, this Agreement will control.

8.    TITLE. Closing will be conditioned on the agreement of  the
Title  Company  to  issue an Owner's policy  of  title  insurance
("Owner's Title Policy"), dated as of the close of escrow, in  an
amount equal to the purchase price, insuring that Buyer will  own
insurable  title  to  the Property subject  only  to:  exceptions
acceptable to Buyer; current real property taxes and assessments;
and survey exceptions.

Buyer  shall be allowed ten (10) business days after  receipt  of
the Title Commitment and the documents described in Paragraph  6B
above  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, Seller shall be allowed thirty (30)  days
to  cure  such  objections or, in the alternative,  to  obtain  a
commitment  for insurable title insuring over Buyer's objections.
If Seller shall decide to make no efforts to cure or is unable to
cure  any  title  objections or obtain  insurable  title,  (after
execution  by  Buyer  of such documents reasonably  requested  by
Seller  to evidence the termination hereof) Buyer's First Payment
will be returned and this Agreement shall be null and void and of
no  further force and effect. Seller has no obligation  to  spend
any  funds  or make any effort to satisfy Buyer's objections,  if
any.

Pending   satisfaction  of  Buyer's  objections,   the   payments
hereunder  required shall be postponed, but upon satisfaction  of
Buyer's objections and within ten (10) days after written  notice
to  the  Buyer of satisfaction of Buyer's objections, the parties
shall perform this Agreement according to its terms.

9.    CLOSING COSTS. Seller will pay one-half of escrow fees, the
cost of obtaining the Owner's Title Policy in the full amount  of
the  purchase price, and the costs of releasing any liens created
by  Seller  affecting the Property. Buyer will pay all  recording
fees,  transfer taxes and clerk's fees imposed upon the recording
of  the  deed,  one-half of the escrow fees and the  cost  of  an
update  to  the  Survey in Sellers possession (if  an  update  is
required  by  Buyer.)  Seller will pay 4% of the  sale  price  at
closing  as  a  brokerage  commission,  split  2%  each  to   NAI
Commercial and Sayers & Associates, Inc. Each party will pay  its
own  attorney's  fees  and  costs  to  document  and  close  this
transaction.

10.  REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS.

(A).       The  real estate taxes shall be prorated  between  the
parties  and  adjusted by them as of the date of Closing.  Unpaid
real  estate  taxes (of if payable in installments, any  due  and
unpaid installment thereof) and unpaid levied and pending special
assessments  (of if payable in installments, any due  and  unpaid
installment thereof) existing on the date of Closing shall be the
responsibility  of  Buyer, pro-rated, however,  to  the  date  of
closing  for  the  period prior to closing, which  shall  be  the
responsibility of Seller. Buyer shall likewise pay all taxes  due
and payable in the year after Closing and any unpaid installments
of real estate taxes or special assessments payable therewith and
thereafter.

11.  SELLER'S REPRESENTATION AND AGREEMENTS.

(A). Seller represents and warrants as of this date and as of the
date of Closing that:

1.    There are no parties entitled to possession of the property
pursuant to any lease of the property.

2.    Has  received no notice of and is not aware of any  pending
litigation  or condemnation proceedings against the  Property  or
Seller's interest in the Property.

3.    There  are no contracts Seller has executed that  would  be
binding  on  Seller after the closing date which pertain  to  the
Property.

(B).  Seller agrees that it will not enter into any new contracts
that would affect the Property and be binding on Seller after the
Closing Date without Buyer's prior consent.

12.  DISCLOSURES.

(A).  Seller  has  not  received  any  notice  of  any  material,
physical,  or  mechanical  defects  of  the  Property,  including
without limitation, the plumbing, heating, air conditioning,  and
ventilating, electrical system. To the best of Seller's knowledge
without  inquiry, all such items are in good operating  condition
and  repair  and in compliance with all applicable  governmental,
zoning,   and   land  use  laws,  ordinances,   regulations   and
requirements. If Seller shall receive any notice to the  contrary
prior to Closing, Seller will inform Buyer prior to Closing.

(B).  Seller  has  not  received any  notice  that  the  use  and
operation  of  the  Property  is  not  in  full  compliance  with
applicable  building codes, safety, fire, zoning,  and  land  use
laws,  and  other  applicable  local,  state  and  federal  laws,
ordinances, regulations and requirements. If Seller shall receive
any  such notice prior to Closing, Seller will inform Buyer prior
to Closing.

(C).  Seller has not received any notice that the Property is  in
violation  of  any  federal, state or local  law,  ordinance,  or
regulations  relating to industrial hygiene or the  environmental
conditions on, under, or about the Property, including,  but  not
limited  to,  soil, and groundwater conditions. To  the  best  of
Seller's  knowledge, 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. Buyer agrees that Seller will have  no
liability of any type to Buyer or Buyer's successors, assigns, or
affiliates in connection with any Hazardous Materials  on  or  in
connection  with the Property either before or after the  Closing
Date,  except  such Hazardous Materials on or in connection  with
the  Property  arising  out  of  Seller's  gross  negligence   or
intentional misconduct. If Seller shall receive any notice to the
contrary  prior  to Closing, Seller will inform  Buyer  prior  to
Closing.

(D). BUYER AGREES THAT IT SHALL BE PURCHASING THE PROPERTY IN ITS
PRESENT  CONDITION,  "AS  IS,    WHERE IS",  AND  SELLER  HAS  NO
OBLIGATIONS TO CONSTRUCT OR REPAIR ANY IMPROVEMENTS THEREON OR TO
PERFORM ANY OTHER ACT REGARDING THE PROPERTY, EXCEPT AS EXPRESSLY
PROVIDED HEREIN.

(E).  BUYER  ACKNOWLEDGES THAT, HAVING BEEN GIVEN THE OPPORTUNITY
TO INSPECT THE PROPERTY AND SUCH FINANCIAL INFORMATION CONCERNING
THE PROPERTY AS BUYER OR ITS ADVISORS SHALL REQUEST AND AS MAY BE
IN  SELLER'S  POSSESSION,  BUYER IS RELYING  SOLELY  ON  ITS  OWN
INVESTIGATION  OF THE PROPERTY AND NOT ON ANY REPRESENTATIONS  OR
INFORMATION  PROVIDED  BY SELLER OR TO  BE  PROVIDED  BY  SELLER,
EXCEPT  AS SET FORTH HEREIN. BUYER FURTHER ACKNOWLEDGES THAT  THE
INFORMATION  PROVIDED, OR TO BE PROVIDED, BY SELLER WITH  RESPECT
TO THE PROPERTY WAS OBTAINED FROM A VARIETY OF SOURCES AND SELLER
HAS  NOT  (A)  MADE INDEPENDENT INVESTIGATION OR VERIFICATION  OF
SUCH  INFORMATION,  AND (B) MAKES NO REPRESENTATIONS  AS  TO  THE
ACCURACY  OR COMPLETENESS OF SUCH INFORMATION, EXCEPT  AS  HEREIN
SET  FORTH.  THE SALE OF THE PROPERTY AS PROVIDED FOR  HEREIN  IS
MADE  ON  AN  "AS  IS  -  WHERE  IS" BASIS  AND  BUYER  EXPRESSLY
ACKNOWLEDGES THAT, IN CONSIDERATION OF THE AGREEMENTS  OF  SELLER
HEREIN,  EXCEPT AS OTHERWISE SPECIFIED HEREIN IN PARAGRAPH  11(A)
AND (B) ABOVE AND THIS PARAGRAPH 12, SELLER MAKES NO WARRANTY  OR
REPRESENTATION,  EXPRESS OR IMPLIED, OR ARISING BY  OPERATION  OF
LAW,  INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY  OF  CONDITION,
HABITABILITY,  SUITABILITY FOR LEASE, SUITABILITY FOR  COMMERCIAL
PURPOSES,  MERCHANTABILITY, OR FITNESS FOR A PARTICULAR  PURPOSE,
IN  RESPECT  OF THE PROPERTY. SELLER MAKES NO REPRESENTATIONS  OF
ANY  SORT THAT OWNERSHIP OF THE ENTIRE PROPERTY WILL RESULT IN  A
PROFIT TO ANY BUYER.

(F)   BUYER  ACKNOWLEDGES THAT SELLER CANNOT, AND DOES NOT;  MAKE
ANY  REPRESENTATION AS TO THE APPROPRIATENESS OF  PURCHASING  THE
ENTIRE  PROPERTY  FOR  THE BUYER'S INDIVIDUAL  TAX  OR  FINANCIAL
SITUATION  OR  TAX  OR FINANCIAL OBJECTIVES.  BUYER  ACKNOWLEDGES
THAT  HE OR SHE IS RELYING SOLELY UPON HIS OR HER OWN EXAMINATION
OF  THE ENTIRE PROPERTY AND ALL FACTS SURROUNDING THE PURCHASE OF
THE  ENTIRE  PROPERTY  INCLUDING THE MERITS  AND  RISKS  INVOLVED
THEREIN.

The provisions (C) - (F) above shall survive Closing.

13.  CLOSING.

(A). Before the closing date, Seller will deposit into escrow  an
executed  special warranty deed warranting title  against  lawful
claims  by, through, or under a conveyance from Seller,  but  not
further  or otherwise, conveying insurable title of the  Property
to  Buyer,  subject to the exceptions contained  in  paragraph  8
above.

(B).  On  or  before  the closing date, Buyer will  deposit  into
escrow  the  balance  of the Purchase Price when  required  under
Section 4 and any additional funds required of Buyer (pursuant to
this Agreement or any other agreement executed by Buyer) to close
escrow. Both parties will deliver to the Title Company any  other
documents  reasonably  required by the  Title  Company  to  close
escrow.

(C).  On the closing date, if escrow is ready to close, the Title
Company  will:  record the deed in the official  records  of  the
county where the Property is located; cause the Title Company  to
issue the Owner's title policy; immediately deliver to Seller the
portion  of the purchase price deposited into escrow by cashier's
check  or  wire  transfer (less debits and prorations,  if  any);
deliver  to  Seller and Buyer a signed counterpart of the  escrow
holder's  certified closing statement and take all other  actions
necessary to close escrow.


14.   DEFAULTS. If Buyer defaults, Buyer will forfeit all  rights
and  claims  and  Seller will be relieved of all obligations  and
will  be  entitled to retain all monies heretofore  paid  by  the
Buyer. In addition, Seller shall retain all remedies available to
Seller at law or in equity.

If Seller shall default, Buyer shall be entitled to (a) terminate
this  agreement  and  receive  the  First  payment,  (b)  enforce
specific  performance, or (c) pursue any other remedies available
to Buyer at law or in equity.


15.  REPRESENTATIONS AND WARRANTIES.

(A).  Buyer  and  Seller represent and warrant to  the  other  as
follows:

(1).  In  addition  to  the  acts and deeds  recited  herein  and
contemplated  to  be performed, executed, and delivered  by  each
party, each party shall perform, execute and deliver or cause  to
be performed, executed, and delivered at the Closing or after the
Closing,  any and all further acts, deeds and assurances  as  the
Title  Company may reasonably require and be reasonable in  order
to consummate the transactions contemplated herein.

(2).  Each  party  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 hereby.

(3).  To  each  party's  knowledge,  neither  the  execution  and
delivery   of  this  Agreement  nor  the  consummation   of   the
transaction  contemplated hereby will violate or be  in  conflict
with  (a) any applicable provisions of law, (b) any order of  any
court  or other agency of government having jurisdiction  hereof,
or (c) any agreement or instrument to which each party is a party
or by which each party is bound.


16.  DAMAGES, DESTRUCTION AND EMINENT DOMAIN.

(A).  If,  prior to closing, the Property or any part thereof  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, if at all, by written notice to Seller within ten (10)
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 (i) all contingencies set
forth  in Paragraph 6 hereof have been satisfied, or waived;  and
(ii)  any  ten-day period provided for above in this Subparagraph
16a 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 (pro-rata in  relation
to the Property) resulting from said damage or destruction to the
extent  that the same are payable with respect to damage  to  the
Property.

(B). If, prior to closing, the Property, or any part thereof,  is
taken  by  eminent domain, this Agreement shall become  null  and
void  at Buyer's option. If Buyer elects to proceed 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 the Seller's right, title, and interest in and to any award
made, or to be made, in the condemnation proceeding.

In  the  event  that  this Agreement is terminated  by  Buyer  as
provided  above  in  Subparagraph 16A or 16B, the  First  Payment
shall  be immediately returned to Buyer (after execution by Buyer
of  such documents reasonably requested by Seller to evidence the
termination hereof.)

17.  CANCELLATION

If  any  party  elects to cancel this Agreement  because  of  any
breach  by another party or because escrow fails to close by  the
agreed date, the party electing to cancel shall deliver to escrow
agent a notice containing the address of the party in breach  and
stating  that this Contract shall be cancelled unless the  breach
is  cured within 13 days following the delivery of the notice  to
the escrow agent. Within three days after receipt of such notice,
the escrow agent shall send it by United States Mail to the party
in  breach at the address contained in the Notice and no  further
notice  shall be required. If the breach is not cured within  the
13 days following the delivery of the notice to the escrow agent,
this Contract shall be cancelled.

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
agreements or understandings. Exhibits attached to this Agreement
are incorporated into this Agreement.

(B). If this escrow has not closed by the Closing Date through no
fault  of Seller, Seller may, at its election, extend the closing
date  or  exercise any remedy available to it by  law,  including
terminating this Agreement.
(C).  Funds  to be deposited or paid by Buyer must  be  good  and
clear  funds  in  the  form  of cash, cashier's  checks  or  wire
transfers.

(D).  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:

AEI Income & Growth Fund 24 LLC
Attention:  Robert Johnson
30 East Seventh Street, #1300
St. Paul, MN 55101


If to Buyer:

Hamid Zarafshani
15515 FM620
Austin, TX  78717

When  accepted, this offer will be a binding agreement for  valid
and  sufficient consideration which will bind and benefit  Buyer,
Seller  and  their  respective successors and assigns.  Buyer  is
submitting  this  offer  by signing a  copy  of  this  offer  and
delivering it to Seller. Seller has five (5) business  days  from
receipt within which to accept this offer.  Buyer shall have  the
right to assign this Agreement to an affiliate of the Buyer.

This   Agreement  shall  be  governed  by,  and  interpreted   in
accordance with, the laws of the State of Texas.

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



BUYER:

By:/s/ HAMID ZARAFSHANI
       Hamid Zarafshani


SELLER:

AEI Income & Growth Fund 24 LLC, a Minnesota limited partnership
By:  AEI Fund Management XXI, Inc., a Minnesota corporation


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





                            Exhibit A
                        Legal Description

Lot Two-B (2-B), Block "C", REPLAT OF LOT 2, BLOCK "C" ENCINO
PLAZA, a subdivision in Williamson County, Texas, according to
the map or plat thereof recorded in Cabinet O., Slide 68, Plat
Records of Williamson County, Texas.


                            Exhibit B
                            Fixtures

A. All Walk-in Coolers and Freezers including but not limited to
the following:

     a). Walk-in Freezer with Door 10'x12'        Bohn Corp

     b). 25'x10' Cooler Room (35-40 degrees).
         Compressors on Roof                      Bohn Corp.

B.  All Vent/Exhaust Hood Systems

C.  All exterior Pole lights and lights around and affixed to the
building