Since aerosols are important to our climate system, we seek to observe the variability of aerosol properties within cloud systems. When applied to the satellite-borne Moderate-resolution Imaging Spectroradiometer (MODIS), the Dark Target (DT) retrieval algorithm provides global aerosol optical depth (AOD at 0.55 μm) in cloud-free scenes. Since MODIS' resolution (500 m pixels, 3 km or 10 km product) is too coarse for studying near-cloud aerosol, we ported the DT algorithm to the high-resolution (~50 m pixels) enhanced-MODIS Airborne Simulator (eMAS), which flew on the high-altitude ER-2 during the Studies of Emissions, Atmospheric Composition, Clouds and Climate Coupling by Regional Surveys (SEAC4RS) Airborne Science Campaign over the U.S. in 2013. We find that even with aggressive cloud screening, the ~0.5 km eMAS retrievals show enhanced AOD, especially within 6 km of a detected cloud. To determine the cause of the enhanced AOD, we analyze additional eMAS products (cloud retrievals and degraded-resolution AOD), co-registered Cloud Physics Lidar (CPL) profiles, MODIS aerosol retrievals, and ground-based Aerosol Robotic Network (AERONET) observations. We also define spatial metrics to indicate local cloud distributions near each retrieval, and then separate into near-cloud and far-from-cloud environments. The comparisons show that low cloud masking is robust, and unscreened thin cirrus would have only a small impact on retrieved AOD. Some of the enhancement is consistent with clear-cloud transition zone microphysics such as aerosol swelling. However, 3D radiation interaction between clouds and the surrounding clear air appears to be the primary cause of the high AOD near clouds.