PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
          (Applebee's Restaurant - Temple Terrace, FL)
                                
                                
THIS CO-TENANCY AGREEMENT,

Made  and  entered into as of the 2nd day of Jan,  1997,  by  and
between  William  E. Mason and Hazel Mason as tenants  in  common
(hereinafter called "Mason"), and AEI Net Lease Income  &  Growth
Fund  XIX  Limited  Partnership (hereinafter called  "Fund  XIX")
(Mason, Fund XIX (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 XIX presently owns an undivided 9.0963% interest in
and to and Mason presently owns an undivided 11.5416% interest in
and  to and Balster presently owns an undivided 14.4270% interest
in  and to and Janet Thompson presently owns an undivided 5.7170%
(also  referred to herein as "Co-Tenant") interest in and to  and
The  Joan Koller Trust presently owns an undivided 11.9455% (also
referred  to  herein  as "Co-Tenant") interest  in  and  to,  and
Patricia  S. Marshall presently owns an undivided 15.4545%  (also
referred to herein as "Co-Tenant")interest in and to and the  Lee
Revocable  Trust  presently  owns  an  undivided  16.3636%  (also
referred to herein as "Co-Tenant") in and to and Robert E. Miller
presently owns an undivided 15.4545% (also referred to herein  as
"Co-Tenant") in and to the land, situated in the City  of  Temple
Terrace,  County of Hillsborough, and State of Florida,  (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 Mason's interest  by
Fund XIX; 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 Mason  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 XIX, or its designated agent,  successors  or
assigns.  Provided, however, if Fund XIX shall sell  all  of  its
interest in the Premises, the duties and obligations of Fund  XIX
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,




Co-Tenant Initial: /s/ WEM /s/ HM
Co-Tenancy Agreement for Applebee's Restaurant - Temple  Terrace, FL




each of the parties hereto agrees to be bound by the decisions of
Fund  XIX  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  XIX  as  their sole and exclusive agent to  deal  with  any
property  agent  and  to  execute  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  of  all present or future Co-Tenants. Only Fund  XIX  may
obligate  any  Co-Tenant  with respect to  any  expense  for  the
Premises.

      As further set forth in paragraph 2 hereof, Fund XIX agrees
to require any Tenant of the Premises to name Mason as an insured
or  additional insured in all insurance policies provided for, or
contemplated  by, any lease on the Premises. Fund XIX  shall  use
its best efforts to obtain endorsements adding Co-Tenants to said
policies  from  Tenant  within 30 days of  commencement  of  this
agreement. In any event, Fund XIX 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 XIX may  offset
against,  pay to itself and deduct from any payment due to  Mason
under this Agreement, and may pay to itself the amount of Mason's
share  of any legitimate expenses of the Premises which  are  not
paid  by  Mason to Fund XIX or its assigns, within ten (10)  days
after  demand  by  Fund XIX. In the event there  is  insufficient
operating  income from which to deduct Mason's  unpaid  share  of
operating  expenses,  Fund  XIX 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..

Mason  has  elected to retain, and agrees to annually  reimburse,
Fund  XIX  in  the  amount of $595 for the expenses,  direct  and
indirect,  incurred by Fund XIX in providing quarterly accounting
and  distributions  of  Mason's  share  of  net  income  and  for
tracking,  reporting  and assessing the  calculation  of  Mason's
share  of  operating  expenses incurred from the  Premises.  This
invoice  amount  shall be pro-rated for partial years  and  Mason
authorizes Fund XIX to deduct such amount from Mason's  share  of
revenue  from  the Premises.  Mason may terminate this  agreement
respecting  quarterly  accounting  and  distributions   in   this
paragraph  at  any time and seek to collect its share  of  rental
stream directly from the tenant.




Co-Tenant Initial: /s/ WEM /s/ HM
Co-Tenancy Agreement for Applebee's Restaurant - Temple  Terrace, FL




3.    Full, accurate and complete books of account shall be  kept
in  accordance  with generally accepted accounting principles  at
Fund XIX'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 XIX 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, Mason shall be entitled
to  receive 11.5416% 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  XIX,  shall,
within  fifteen (15) business days after receipt of notice,  make
payment  to Fund XIX 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.   AEI may, at its discretion, use all or any
portion of the Credit Enhancement, paid to AEI by the lessee,  in
satisfaction  of AEI's proportionate share of required  operating
capital.   Said  Credit Enhancement shall not  be  used  for  the
benefit  of,  or  in payment of, any other Co-Tenant's  share  of
required operating capital.

5.    Subject to the terms hereof, 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.  Mason's interest in the  Premises  is
subject  to the rights of first refusal and other rights  of  Co-
Tenants  and  terms and conditions recited in the unrecorded  Co-
Tenancy  Agreement  referred  to  in  those  certain  instruments
recorded  in  Official  Records Book  7253,  page  672;  Official
Records  Book 7341, page 1266; Official Records Book  7903,  page
1116; Official Records Book 7978, page 364; Official Records Book
8176, page 934; and Official Records Book 8353, page 835, all  of
public records of Hillsborough County, Florida.


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,  or
set forth herein.

7.    This 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




Co-Tenant Initial: /s/ WEM /s/ HM
Co-Tenancy Agreement for Applebee's Restaurant - Temple  Terrace, FL






assigns  until  the expiration date plus extensions  of  the  net
lease  agreement   or  upon the sale of the entire  Premises  and
proportional  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 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 deemed
given  or  served  in  accordance with  the  provisions  of  this
Agreement, if said notice or elections addressed as follows;

If to Fund XIX:

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

If to Mason:

W.E. & Hazel Mason
8300 Sawyer Brown Rd., Q-308
Nashville, TN  37221


If to Balster:

Teresa and William Balster
7690 W. Fish Lake Road
Maple Grove, MN  55311

If to Thompson:

Janet Thompson
27598 Linwood Circle N.
Olmsted, OH  44070

If to the Joan  Koller Trust:

Joan Koller
16001 Ballantine Lane
Huntington Beach, CA  92647





Co-Tenant Initial: /s/ WEM /s/ HM
Co-Tenancy Agreement for Applebee's Restaurant - Temple  Terrace, FL

If to Patricia Marshall:

Patricia Marshall
1141 Randolph Road
McLean, VA  22101

If to Lee Revocable Trust:

Dale V. or Alice N. Lee
10831 E. Bellflower Drive
Sun Lakes, AZ  85248-9241

If to Robert E. Miller:

Robert E. Miller
1402 Sail Harbor Circle
Tarpon Springs, FL  34689


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.

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

Mason      William E. Mason and Hazel Mason as tenants in common

          By: /s/ William E Mason
                  William E. Mason

          By: /s/ Hazel Mason
                  Hazel Mason

          WITNESS:
     
          /s/ Tammy H. Ward
     
              Tammy H. Ward
             (Print Name)
     
          WITNESS:
     
          /s/ Patti D Morris
     
              Patti D. Morris
             (Print Name)


STATE OF Tennessee)
                              ) ss
COUNTY OF Williamson)

The  foregoing instrument was acknowledged  before  me,  a
Notary  Public in and for the County and State  aforesaid,
this  26th day of December,1996, by Gail R Sanford, Notary
Public.






 com exp: 4-1-97
/s/ Gail R Sanford







Co-Tenant Initial: /s/ WEM /s/ H.M.
Co-Tenancy  Agreement for Applebee's Restaurant  -  Temple Terrace, FL

Fund XIX   AEI Net Lease Income & Growth Fund XIX Limited Partnership

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

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


          WITNESS:
     
          /s/ Laura M. Steidl
     
              Laura M. Steidl
             (Print Name)
     
          WITNESS:
     
           /s/ Jo Ann Rath
      
               Jo Ann Rath
               (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 2nd day of January,
1997,  Robert  P. Johnson, President of AEI Fund Management  XIX,
Inc.,  corporate general partner of AEI Net Lease Income & Growth
Fund   XIX   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/ Linda A. Bisdorf
                                   Notary Public

                         [notary seal]





Co-Tenant Initial: /s/ WEM /s/ H.M.
Co-Tenancy  Agreement for Applebee's Restaurant  -  Temple Terrace, FL




                              Exhibit A

Lot  1,  of  Terrace Walk, according to map or  plat  thereof  as
recorded  in  Plat Book 70, Pages 33-1 and 33-2,  of  the  Public
Records of Hillsborough County, Florida.