MAXUS REALTY TRUST INC
10QSB, EX-10.2, 2000-07-17
REAL ESTATE
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                          [Maxus Properties Letterhead]

Via Fax and UPS Overnight

March 29, 2000

Mr. Bradley J. Schafer
SCHAFERICHARDSON, Inc.
530 Ford Centre
420 North Fifth Street
Minneapolis, MN  55401

RE:  Cobblestone Court Sale Agreement

Dear Brad:

The purpose of this letter is to set forth an amendment to the Cobblestone Court
Shopping Center Sale Agreement dated January 28, 2000 (the "Agreement"), between
Nooney Real  Property  Investors - Four,  L.P. (now known as Maxus Real Property
Investors - Four, L.P. "Seller") and Farrington Properties, Inc. ("Buyer").

Buyer and Seller agree as follows:

         1. The initial  closing date set forth in Paragraph 8 of the  Agreement
was March 28, 2000, and the  transaction  has not closed.  Buyer hs not made the
$100,000 additional Earnest Deposit to the Title Company required by Paragraph 8
to extend the closing date for an additional forty-five (45) day period.

         2. Seller  provided  to Buyer the  subordination,  non-disturbance  and
attornment  agreements  (the  "SNDA's")  and  estoppel  letters  from all of the
tenants of the Property in form  reasonably  required by Buyer's lender prior to
March 28, 2000 as required by Paragraph 19 of the Agreement.  Buyer acknowledges
that Seller has complied with all of the "Contingency" requirements set forth in
Paragraph 19 of the Agreement  and this  Paragraph is removed from the Agreement
with the exception of the final sentence which will remain.

         3. Buyer will deposit the $100,000  additional Earnest Deposit required
by  Paragraph  8 at the Title  Company no later  than March 31,  2000 which will
extend the closing date to no later than May 15, 2000.



                   1100 Main, Suite 2100 Kansas City, MO 64105
       806-421-4670 P.O. Box 26730 Kansas City, MO 64198 FAX 816-221-1829
<PAGE>

May 29, 2000
Bradley J. Schafer
Page 2

All other terms and conditions of the Agreement remain in full force and affect.

If the terms and  conditions of this  amendment are  acceptable,  acknowledge as
such by signing below and returning to me along with evidence of the  additional
$100,000 deposit no later than March 31, 2000.

Sincerely,

/s/ Daniel W. Pishny
Daniel W. Pishny
President

AGREED BY

Maxus Real Property Investors-Four, L.P.        Farrington Properties, Inc.



/s/ Daniel W. Pishny                            /s/ Bradley J. Schafer
Daniel W. Pishny                                Bradley J. Schafer
President of Maxus Capital Corp,                SCHAFERICHARDSON, INC.
General Partner                                 Managing Agent for Farrington
                                                Properties, Inc.




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