FIRST AMENDMENT TO NET LEASE AGREEMENT


     THIS  AMENDMENT  TO NET  LEASE AGREEMENT, made  and  entered
into effective as of the 27 day of June, 2001, by and between AEI
Real  Estate  Fund XV Limited Partnership ("Fund XV"),  AEI  Real
Estate Fund XVII Limited Partnership ("Fund XVII"), AEI Income  &
Growth  Fund XXII Limited Partnership ("Fund XXII"), and AEI  Net
Lease  Income & Growth Fund XIX Limited Partnership ("Fund XIX"),
whose  address  is  1300 Minnesota World Trade  Center,  30  East
Seventh  Street,  St.  Paul,  Minnesota  55101  ("Lessor"),   and
Razzoo's,  Inc.,  a  Texas corporation, whose  address  is  15950
Dallas Parkway, Suite 785, North Dallas, Texas 75248 ("Lessee");

                          WITNESSETH:

     WHEREAS, Lessor is the fee owner of a certain parcel of real
property  and improvements located at Austin, Texas, and  legally
described   in  Exhibit  "A",  which  is  attached   hereto   and
incorporated herein by reference; and

       WHEREAS,   Lessee   has  constructed  the   building   and
improvements  (together  the "Building")  on  the  real  property
described  in  Exhibit "A", which Building is  described  in  the
plans and specifications heretofore submitted to Lessor; and

     WHEREAS,  Lessee and Lessor have entered into  that  certain
Net  Lease  Agreement dated May 8, 2000  (the "Lease")  providing
for  the  lease  of  said real property and Building  (said  real
property  and  Building hereinafter referred to  as  the  "Leased
Premises"),  from  Lessor upon the terms and  conditions  therein
provided in the Lease;

     NOW,  THEREFORE,  in  consideration  of  the  Rents,  terms,
covenants, conditions, and agreements hereinafter described to be
paid, kept, and performed by Lessee, including the completion  of
the  Building  and  other  improvements constituting  the  Leased
Premises, Lessee and Lessor do hereby agree to amend the Lease as
follows:

1.    Article 2(A) and (B) of the Lease shall henceforth read  as
follows:

ARTICLE 2.     TERM

     (A)   The  term of this Lease ("Term") shall be  the  period
commencing  May 8, 2000 ("Occupancy Date") through the  effective
date  hereof,  plus  Fifteen (15) consecutive "Lease  Years",  as
hereinafter  defined,  commencing on the effective  date  hereof,
with  the  contemplated initial term hereof ending  on  June  30,
2016.

   (B)  The  first full Lease Year shall commence on the date  of
this  First  Amendment and continue through June 30,  2002.  Each
Lease  Year  after  the first Lease Year shall  be  a  successive
period of twelve (l2) calendar months.


2.   Article 4(A) of the Lease shall henceforth read as follows:

ARTICLE 4.  RENT PAYMENTS

    (A)Annual Rent Payable for the first and second Lease Year:
       Lessee   shall  pay  to  Lessor  an  annual Base Rent of
       $318,045.00 which amount  shall be payable in advance on
       the first day of each month in equal monthly installments
       of  $3,445.49 to Fund XIX,   $12,721.80  to  Fund  XXII,
       $5,830.82  to  Fund  XV, and $4,505.64 to Fund XVII.  If
       the first day of the Lease Term is not the first day  of
       a calendar month, then the monthly Rent payable for that
       partial month shall be a prorated portion of  the  equal
       monthly installment of Base Rent.

3.   Lessee has accepted delivery of the Leased Premises and  has
     entered into occupancy thereof;

4.   Lessee  has fully inspected the Premises and found the  same
     to be as required by the Lease, in good order and repair, and all
     conditions under the Lease to be performed by the Lessor have
     been satisfied;

5.   To the best knowledge of the Lessee after due inquiry, as of
     this date, the Lessor is not in default under any of the terms,
     conditions,  provisions or agreements of the Lease  and  the
     undersigned has no offsets, claims or defenses against the Lessor
     with respect to the Lease.

6.   This  Agreement  may  be executed in multiple  counterparts,
     each of which shall be deemed an original and all of which shall
     constitute one and the same instrument.

7.   The  Lease  shall henceforth contain the Exhibit B  attached
     hereto and now hereby incorporated into the Lease; Lessor is the
     owner of the equipment listed on Exhibit B and Lessee is leasing
     such equipment from Lessor as set forth in the Lease.

8.   Article  34  of the Lease, "Development Financing Agreement"
     is hereby deleted.

9.   All other terms and conditions of the Lease shall remain  in
     full force and effect.


IN  WITNESS  WHEREOF, Lessor and Lessee have respectively  signed
and  sealed this Lease Amendment effective as of the day and year
first above written.


               LESSEE:  RAZZOO'S, INC.,

                   By: /s/ Mike Leatherwood

                  Its:CEO

               LESSOR:


               AEI Real Estate Fund XV Limited Partnership

               By:  AEI Fund Management 86-A, Inc.

               By:/s/ Mark Larson
                      Mark Larson, Chief Financial Officer


               AEI Real Estate Fund XVII Limited Partnership

               By:  AEI Fund Management XVII, Inc.

               By: /s/ Mark Larson
                       Mark Larson, Chief Financial Officer


               AEI Net Lease Income & Growth Fund XIX Limited
               Partnership

               By:  AEI Fund Management XIX, Inc.

               By: /s/ Mark Larson
                       Mark Larson, Chief Financial Officer


               AEI Income & Growth Fund XXII Limited Partnership

               By:  AEI Fund Management XXI, Inc.

               By:/s/ Mark Larson
                      Mark Larson, Chief Financial Officer




                          Exhibit A



Lot 4, Alegre Park, Travis County, Texas, according to the map or
plat  thereof,  recorded  under Document  No.  199900294  of  the
Official Public Records of Travis County, Texas.



Exhibit B



Walk-In  Cooler/Freezer,  Manufacturer  American  Panel,   Serial
Number Job # 28734