PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
                 (Hollywood Video, Saraland, AL)


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 87.8758% interest
in  and  to, and Whittington presently owns an undivided 12.1242%
interest  in  and to the land, situated in the City of  Saraland,
County  of  Mobile,  and  State of AL,  (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.
       Whittington hereto hereby designates Fund XXII as its sole and
       exclusive agent to deal with, and Fund XXII retains the sole
       right to deal with, any property agent or tenant and to negotiate
       and enter into, on terms and provisions satisfactory to Fund
       XXII, monitor, execute and enforce the terms of leases of 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


     Co-Tenant Initial: /s/ CRW
     Co-Tenancy Agreement for Hollywood Video, Saraland, AL


  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 reasonable 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
     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


     Co-Tenant Initial: /s/ CRW
     Co-Tenancy Agreement for Hollywood Video, Saraland, AL






  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 12.1242% 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 January
30, 2033 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 Premises and
with the title thereto. Once any person, party or entity has
ceased to have an interest in fee in any portion of the Premises,
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  given
to  all known Co-Tenants and 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 Hollywood Video, Saraland, AL


If to Fund XXII:

AEI Income and 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

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,
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 INTENTIONALLY LEFT BLANK

  Co-Tenant Initial: /s/ CRW
  Co-Tenancy Agreement for Hollywood Video, Saraland, AL



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

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 27th 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 Hollywood Video, Saraland, AL





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

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 Hollywood Video, Saraland, AL







                              EXHIBIT A

Lot 1, WAL*MART SQUARE, according to the plat thereof recorded in
Map  Book  70,  Page  25 of the probate Court Records  of  Mobile
County, Alabama.