PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
                 (Children's World - DePere, WI)

THIS CO-TENANCY AGREEMENT,

Made  and entered into as of the 30th day of March, 2000, by  and
between  Carl R. Whittington, Trustee of the Carl R.  Whittington
Trust  dated  October 16, 1996 (hereinafter called "Whittington")
and   AEI   Income   &  Growth  Fund  XXII  Limited   Partnership
(hereinafter called "Fund XXII") (Whittington, Fund XXII (and any
other  Owner  in  Fee  where  the  context  so  indicates)  being
hereinafter   sometimes  collectively  called  "Co-Tenants"   and
referred to in the neuter gender).

WITNESSETH:

WHEREAS,  Fund XXII presently owns an undivided 51.2537% interest
in  and  to, and Whittington presently owns an undivided 14.8036%
interest  in  and  to, George M. Kunitake and  Kay  H.  Kunitake,
husband  and  wife as joint tenants, and Steven  T.  Kunitake,  a
married  man  as  his sole and separate property,  all  as  joint
tenants  presently own an undivided 16.7323% interest in and  to,
and  D & R Family Limited Partnership presently owns an undivided
17.2104%  in  and  to the land situated in the  City  of  DePere,
County  of Brown and State of WI, (legally described upon Exhibit
A  attached hereto and hereby made a part hereof) and in  and  to
the improvements located thereon (hereinafter called "Premises");

WHEREAS,  The  parties  hereto wish to provide  for  the  orderly
operation  and  management  of  the  Premises  and  Whittington's
interest by Fund XXII; the continued leasing of space within  the
Premises;  for the distribution of income from and  the  pro-rata
sharing in expenses of the Premises.

NOW THEREFORE, in consideration of the purchase by Whittington of
an  undivided interest in and to the Premises, for at  least  One
Dollar  ($1.00) and other good and valuable consideration by  the
parties  hereto  to  one another in hand paid,  the  receipt  and
sufficiency of which are hereby acknowledged, and of  the  mutual
covenants and agreements herein contained, it is hereby agreed by
and between the parties hereto, as follows:

  1.   The  operation  and  management of the Premises  shall  be
       delegated to Fund XXII, or its designated agent, successors or
       assigns. Provided, however, if Fund XXII shall sell all of its
       interest in the Premises, the duties and obligations of Fund XXII
       respecting management of the Premises as set forth herein,
       including but not limited to paragraphs 2, 3, and 4 hereof, shall
       be exercised by the holder or holders of a majority undivided co-
       tenancy interest in the Premises. Except as hereinafter expressly
       provided to the contrary, each of the parties hereto agrees to be
       bound  by the decisions of Fund XXII with respect  to  all
       administrative, operational and management matters of  the
       property comprising the Premises, including but not limited to
       the management of the net lease agreement  for the Premises. The
       parties hereto hereby designate Fund XXII as their sole and
       exclusive agent to deal with, and Fund XXII retains the sole
       right to deal with, any property agent or tenant and to monitor,
       execute and enforce the terms of leases of

  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI


  space  within  the Premises, including but not limited  to  any
  amendments,   consents  to  assignment,  sublet,  releases   or
  modifications  to  leases or guarantees of lease  or  easements
  affecting  the Premises, on behalf of Whittington. As  long  as
  Fund XXII owns an interest in the Premises, only Fund XXII  may
  obligate  Whittington  with respect  to  any  expense  for  the
  Premises.

As  further set forth in paragraph 2 hereof, Fund XXII agrees  to
require  any  lessee of the Premises to name  Whittington  as  an
insured  or additional insured in all insurance policies provided
for,  or  contemplated by, any lease on the Premises.  Fund  XXII
shall  use  its  best efforts to obtain endorsements  adding  Co-
Tenants   to  said  policies  from  lessee  within  30  days   of
commencement  of  this agreement. In any event, Fund  XXII  shall
distribute  any insurance proceeds it may receive, to the  extent
consistent  with any lease on the Premises, to the Co-Tenants  in
proportion to their respective ownership of the Premises.

2.    Income and expenses shall be allocated among the Co-Tenants
in  proportion to their respective share(s) of ownership.  Shares
of  net income shall be pro-rated for any partial calendar  years
included within the term of this Agreement. Fund XXII may  offset
against,  pay  to  itself  and deduct from  any  payment  due  to
Whittington  under  this Agreement, and may  pay  to  itself  the
amount  of Whittington's share of any legitimate expenses of  the
Premises  which are not paid by Whittington to Fund XXII  or  its
assigns, within ten (10) days after demand by Fund XXII.  In  the
event there is insufficient operating income from which to deduct
Whittington's unpaid share of operating expenses, Fund  XXII  may
pursue any and all legal remedies for collection.

Operating  Expenses  shall include all normal operating  expense,
including  but not limited to: maintenance, utilities,  supplies,
labor, management, advertising and promotional expenses, salaries
and wages of rental and management personnel, leasing commissions
to  third  parties, a monthly accrual to pay insurance  premiums,
real  estate taxes, installments of special assessments  and  for
structural repairs and replacements, management fees, legal  fees
and accounting fees, but excluding all operating expenses paid by
Tenant under terms of any lease agreement of the Premises.

Whittington  has no requirement to, but has, nonetheless  elected
to  retain, and agrees to annually reimburse,  Fund XXII in   the
amount   of  $550  for   the  expenses,  direct   and   indirect,
incurred  by  Fund   XXII   in   providing    Whittington    with
quarterly    accounting    and  distributions   of  Whittington's
share of net income and for tracking, reporting and assessing the
calculation of Whittington's share of operating expenses incurred
from  the  Premises. This invoice amount shall be  pro-rated  for
partial years and Whittington authorizes Fund XXII to deduct such
amount  from  Whittington 's share of revenue from the  Premises.
Whittington  may  terminate  this  agreement  in  this  paragraph
respecting  accounting and distributions at any time and  attempt
to  collect its share of rental income directly from the  tenant;
however, enforcement of all other provisions of the lease remains
the  sole right of Fund XXII pursuant to Section 1 hereof.   Fund
XXII  may terminate its obligation under this paragraph  upon  30
days  notice  to Whittington prior to the end of each anniversary
hereof, unless agreed in writing to the contrary.

  3.   Full, accurate and complete books of account shall be kept
     in accordance with generally accepted accounting principles at
     Fund XXII's principal office, and each Co-Tenant shall have



  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI




  access  to such books and may inspect and copy any part thereof
  during  normal  business hours. Within ninety (90)  days  after
  the  end  of  each calendar year during the term  hereof,  Fund
  XXII  shall  prepare  an  accurate  income  statement  for  the
  ownership  of  the Premises for said calendar  year  and  shall
  furnish  copies  of the same to all Co-Tenants.  Quarterly,  as
  its  share,  Whittington shall be entitled to receive  14.8036%
  of  all  items of income and expense generated by the Premises.
  Upon  receipt of said accounting, if the payments  received  by
  each  Co-Tenant pursuant to this Paragraph 3 do not  equal,  in
  the  aggregate, the amounts which each are entitled to  receive
  proportional  to  its share of ownership with respect  to  said
  calendar  year  pursuant to Paragraph 2 hereof, an  appropriate
  adjustment  shall be made so that each Co-Tenant  receives  the
  amount to which it is entitled.

4.    If  Net Income from the Premises is less than $0.00  (i.e.,
the  Premises  operates  at a loss), or if capital  improvements,
repairs, and/or replacements, for which adequate reserves do  not
exist,  need  to  be made to the Premises, the  Co-Tenants,  upon
receipt  of  a  written request therefor from Fund  XXII,  shall,
within  fifteen (15) business days after receipt of notice,  make
payment to Fund XXII sufficient to pay said net operating  losses
and  to provide necessary operating capital for the premises  and
to   pay   for   said   capital  improvements,   repairs   and/or
replacements, all in proportion to their undivided  interests  in
and to the Premises.

5.    Co-Tenants  may, at any time, sell, finance,  or  otherwise
create  a lien upon their interest in the Premises but only  upon
their  interest  and not upon any part of the interest  held,  or
owned, by any other Co-Tenant.  All Co-Tenants reserve the  right
to escrow proceeds from a sale of their interests in the Premises
to obtain tax deferral by the purchase of replacement property.

6.    If any Co-Tenant shall be in default with respect to any of
its  obligations hereunder, and if said default is not  corrected
within  thirty  (30)  days after receipt by said  defaulting  Co-
Tenant  of written notice of said default, or within a reasonable
period  if  said default does not consist solely of a failure  to
pay money, the remaining Co-Tenant(s) may resort to any available
remedy to cure said default at law, in equity, or by statute.

7.    This Co-Tenancy Agreement shall continue in full force  and
effect  and shall bind and inure to the benefit of the  Co-Tenant
and  their respective heirs, executors, administrators,  personal
representatives, successors and permitted assigns until July  14,
2029  or upon the sale of the entire Premises in accordance  with
the terms hereof and proper disbursement of the proceeds thereof,
whichever shall first occur.  Unless specifically identified as a
personal  contract  right or obligation  herein,  this  agreement
shall  run  with any interest in the Property and with the  title
thereto. Once any person, party or entity has ceased to  have  an
interest  in fee in any portion of the Entire Property, it  shall
not be bound by, subject to or benefit from the terms hereof; but
its  heirs,  executors, administrators, personal representatives,
successors  or assigns, as the case may be, shall be  substituted
for it hereunder.

8.    Any notice or election required or permitted to be given or
served by any party hereto to, or upon any other, shall be deemed
given  or  served  in  accordance with  the  provisions  of  this
Agreement, if said notice or elections addressed as follows;


  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI




If to Fund XXII:

AEI Income & Growth Fund XXII Limited Partnership
1300 Minnesota World Trade Center
30 E. Seventh Street
St. Paul, Minnesota   55101

If to Whittington:

Carl R. Whittington, Trustee
1440 Elm Grove Avenue
Akron, OH  44312

If to Kunitake:

George M. and Kay H. Kunitake
Steven T. Kunitake
153 Exeter
San Carlos, CA  94070

If to D & R:

Robert DeKlotz, Partner
D & R Family Limited Partnership
1760 E. North Hills Drive
LaHabra, CA  90631

Each mailed notice or election shall be deemed to have been given
to,  or served upon, the party to which addressed on the date the
same  is  deposited in the United States certified  mail,  return
receipt  requested,  postage prepaid, or given  to  a  nationally
recognized  courier  service guaranteeing overnight  delivery  as
properly addressed in the manner above provided. Any party hereto
may  change  its address for the service of notice  hereunder  by
delivering  written notice of said change to  the  other  parties
hereunder, in the manner above specified, at least ten (10)  days
prior to the effective date of said change.

9.    This  Agreement shall not create any partnership  or  joint
venture  among or between the Co-Tenants or any of them, and  the
only  relationship  among  and between the  Co-Tenants  hereunder
shall  be  that  of owners of the premises as tenants  in  common
subject to the terms hereof.

  10.  The  unenforceability or invalidity of  any  provision  or
       provisions of this Agreement as to any person or circumstances
       shall not render that provision, nor any other provision hereof,


  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI



  unenforceable   or   invalid  as  to  any   other   person   or
  circumstances,  and  all  provisions  hereof,  in   all   other
  respects, shall remain valid and enforceable.

11.   In  the  event  any litigation arises between  the  parties
hereto  relating  to  this Agreement, or any  of  the  provisions
hereof, the party prevailing in such action shall be entitled  to
receive  from the losing party, in addition to all other  relief,
remedies  and  damages  to  which it is otherwise  entitled,  all
reasonable  costs  and expenses, including reasonable  attorneys'
fees,  incurred by the prevailing party in connection  with  said
litigation.







             REST OF PAGE INTENTIONNALLY LEFT BLANK




  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI


IN WITNESS WHEREOF, The parties hereto have caused this Agreement
to be executed and delivered, as of the day and year first above
written.

Whittington: Carl R. Whittington, Trustee  of  the  Carl  R.
             Whittington Trust dated October 16, 1996

             By: /s/ Carl R Whittington Trustee
                     Carl R. Whittington, Trustee



          WITNESS

          /s/ Stella Ford

              Stella Ford
              (Print Name)


State of Ohio)
                                            ) ss.
County of Summit)

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 27  day  of  March,
2000,  Carl  R.  Whittington, Trustee of the Carl R.  Whittington
Trust   dated  October  16,  1996,  who  executed  the  foregoing
instrument in said capacity.

                              /s/ Marilyn Dodson
                                   Notary Public


[notary seal]




  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI

 Fund XXII: AEI Income & Growth Fund XXII Limited Partnership

            By: AEI Fund Management  XXI, Inc., its corporate general
                partner

            By:/s/ Robert P Johnson
                   Robert P. Johnson, President


          WITNESS:

          /s/ Jill Rayburn

              Jill Rayburn
              (Print Name)


State of Minnesota )
                                   ) ss.
County of Ramsey  )

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 28th day of  March,
2000,  Robert  P. Johnson, President of AEI Fund  Management  XXI
Inc., corporate general partner of AEI Income & Growth Fund  XXII
Limited  Partnership,  who executed the foregoing  instrument  in
said capacity and on behalf of the corporation in its capacity as
corporate general partner, on behalf of said limited partnership.

                              /s/ Barbara J Kochevar
                                   Notary Public


[notary seal]



  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Children's World, DePere, WI





                                  EXHIBIT "A"


                               LEGAL DESCRIPTION




               All of Lot One (1) of Volumnet 34 Certified Survey
          Maps, Page 125, Brown County Records, and is located in
          part  of  Government Lots 1 and 2, Section  Thirty-five
          (35)  and  part  of Government Lot 1 and  part  of  the
          Southeast One-quarter of the Northeast, One-quarter (SE
          1/4  - NE 1/4), Section Thirty-four (34), all being  in
          Township  Twenty-three (23) North,  Range  Twenty  (20)
          East,   in   the  Town  of  Ledgeview,  Brown   County,
          Wisconsin.

               and

               Part  of Lot One (1) of Volume 30 Certified Survey
          Maps,  Page  71, Brown County Records,  being  part  of
          Government  Lots  1  and 2, Section  Thirty-five  (35),
          Township  Twenty-three (23) North,  Range  Twenty  (20)
          East,   in   the  Town  of  Ledgeview,  Brown   County,
          Wisconsin, more fully described as follows:
               Commencing  at  the West 1/4 corner,  Section  35,
          T23N, R20E; thence N01 36' 23" West, 1763.33 feet along
          the West line of said Section 35, to the South right-of-
          way of Heritage Road, also known as C.T.H. "X"'; thence
          N89 02'44" East, 82.54 feet along said right-of-way  to
          the  point  of beginning; thence N89 02'44" East  53.61
          feet  along said right-of-way; thence 167.98 feet along
          said  right-of-way, being the arc  of  a  1095.92  foot
          radius  curve to the right, whose long chord bears  S86
          33'48"  East,  167.82 feet; thence  S1  36'  23"  East,
          539.93  feet  along the East line of Lot 1,  Volume  30
          Certified  Survey Maps, Page 71, Brown County  Records,
          to  the North right-of-way of Swan Road; thence S88 33'
          16" West, 220.77 feet along said right-of-way; thence N
          1  36' 23" West, 554.67 feet along the East line of Lot
          1,  Volume  34 Certified Survey Maps, Page  125,  Brown
          County Records, to the point of beginning.


               Tax     Parcel     No.    D-50-1    and     D-84-1
          Arcadian Lane/Heritage Road
                                             De Pere, WI  54115