PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
               (Children's Word-Golden, Colorado)


THIS CO-TENANCY AGREEMENT,

Made  and entered into as of the 16th day of March, 2001, by  and
between William C. Bashor (hereinafter called "Bashor"), and  AEI
Income & Growth Fund XXII Limited Partnership (hereinafter called
"Co-Tenancy Manager") (Bashor, Co-Tenancy Manager (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 as the Co-Tenancy Manager presently  owns  an
undivided 19.0410% interest in and to, and AEI Private Net  Lease
Fund 1998 Limited Partnership presently owns an undivided 42.000%
interest  in  and  to, and AEI Private Net Lease Millennium  Fund
Limited  Partnership presently owns an undivided 18.000% interest
in  and  to,  and  Bashor  presently owns an  undivided  10.1743%
interest  in  and to, and James D. Rea and Mary M. Rea  presently
owns  an  undivided 10.7847 % interest in and to, and  the  land,
situated in the City of Golden, County of Jefferson, and State of
Colorado,  (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
monitoring  of performance by the present tenant of the  Premises
under  the  triple  net  lease agreement  for  the  Premises;  if
necessary,  upon  a  vacancy in the Premises, the  operation  and
management of the Premises; the continued leasing of space within
the  Premises; and, the distribution of income from and the  pro-
rata sharing in expenses of the Premises by Co-Tenancy Manager in
connection with Bashor's interest in the Premises.

NOW  THEREFORE, in consideration of the purchase by Bashor 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.     Bashor, subject to the limitations and power of revocation
herein  expressed, hereby designates Co-Tenancy  Manager  as  its
sole and exclusive agent and delegates to Co-Tenancy Manager  the
sole  right  to  monitor and enforce on behalf of Fund  XXII  the
terms  of  the present lease of the Premises, including  but  not
limited  to  any  amendments,  consents  to  assignment,  sublet,
releases or modifications to the lease or guarantees of lease and
to  deal  with any property agent or tenant. Should the  Premises


Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado


become  vacant, the operation and management of the Premises,  is
delegated  by  the  Co-Tenants,  subject  to  revocation  on   an
individual  basis  by an individual Co-Tenant  as  otherwise  set
forth  herein,  to  Co-Tenancy Manager, or its designated  agent,
successors  or assigns. Provided, however, if Co-Tenancy  Manager
shall  sell  all of its interest in the Premises,  (or  shall  no
longer   be  delegated  the  operation  and  management  of   the
Premises),  the  duties  and obligations  of  Co-Tenancy  Manager
respecting  management  of  the Premises  as  set  forth  herein,
including   but  not  limited  to  its  duties  and   obligations
respecting  paragraphs 2, 3, and 4 hereof, shall be exercised  by
the   holder  or  holders  of  a  majority  undivided  co-tenancy
interests  in the Premises. Subject to the approval  of  all  Co-
Tenants  evidenced  by their written consent, Co-Tenancy  Manager
shall  negotiate  and  execute re-leases  of  the  Premises  upon
termination of the present lease of the Premises or negotiate and
execute easements affecting the Premises, may incur ordinary  and
necessary operating expenses in connection with the management of
the  Premises, and propose extraordinary or capital  expenditures
to  the  Premises.  Until Bashor shall revoke such  authority  as
provided herein, Co-Tenancy Manager or Bashor itself may obligate
Bashor  with  respect  to  any ordinary and  necessary  operating
expense  for  the Premises.  However, Co-Tenancy Manager  has  no
right  to  obtain a loan for which any other Co-Tenant  would  be
liable,  nor  may  Co-Tenancy Manager finance  or  refinance  the
Premises  by  secured by any lien or any pledge of the  Premises.
Bashor  agrees to execute and deliver to Co-Tenancy Manager  such
written  approval of documents approved by Bashor, such  approval
to  take  such  form as may be reasonably required by  Co-Tenancy
Manager  to evidence its authority to sign approved documents  on
behalf of Bashor.

As  further  set forth in paragraph 2 hereof, Co-Tenancy  Manager
agrees to require any lessee of the Premises to name Bashor as an
insured  or additional insured in all insurance policies provided
for,  or  contemplated by, any lease on the Premises.  Co-Tenancy
Manager 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, Co-Tenancy  Manager
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.  Co-Tenancy  Manager
may offset against, pay to itself and deduct from any payment due
to Co-Tenancy Manager under this Agreement, and may pay to itself
the  amount of Bashor's share of any reasonable expenses  of  the
Premises  which are not paid by Bashor to Co-Tenancy  Manager  or
its assigns, within ten (10) days after demand by Bashor.  In the
event there is insufficient operating income from which to deduct
Bashor's  unpaid share of operating expenses, Co-Tenancy  Manager
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


Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado



and accounting fees, but excluding all operating expenses paid by
tenant under terms of any lease agreement of the Premises.

Bashor  has  no requirement to, but has, nonetheless  elected  to
retain, and agrees to annually compensate, Co-Tenancy Manager  in
the  amount  of  $590.00 for the expenses, direct  and  indirect,
incurred by Co-Tenancy Manager in providing Bashor with quarterly
accounting and distributions of Bashor's share of net income  and
for tracking, reporting and assessing the calculation of Bashor's
share  of  operating  expenses incurred from the  Premises.  This
invoice  amount shall be pro-rated for partial years  and  Bashor
authorizes Co-Tenancy Manager to deduct such amount from Bashor's
share  of  revenue from the Premises. Bashor 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; Co-Tenancy  Manager  may
terminate  its  obligation  under this  paragraph  upon  30  days
written  notice  to Bashor 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 Co-
Tenancy  Manager  '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,  Co-
Tenancy  Manager 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, Bashor shall be entitled to receive 10.1743% 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 therefore from Co-Tenancy  Manager
shall, within fifteen (15) business days after receipt of notice,
make  payment  to Co-Tenancy Manager 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. All Co-Tenants shall  have  the
right to review all contracts that will have a material effect on
the  Premises.   All Co-Tenants shall have the right  to  approve
budgets  and  major capital expenditures affecting the  Premises.
While  Co-Tenancy Manager shall own an interest in the  Premises,
Co-Tenants  agree to delegate the determination of  such  budgets
and  need for capital expenditures to Co-Tenancy Manager  subject
to  the  power  of  any Co-Tenant to revoke  such  delegation  in
accordance with the provisions hereof.

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, and shall not create any lien upon
their  individual interest if by operation of law such lien shall


Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado



by  law  extend to the interest of 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 September
28,  2015  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.   Any Co-Tenant  may,
at  any  time effective upon written notice to Co-Tenancy Manager
revoke  the designation of Co-Tenancy Manager as such Co-Tenant's
agent  for  the  purposes  as set forth  herein.   Any  Co-Tenant
revoking  such designation of Co-Tenancy Manager's  agency  shall
notify Co-Tenancy Manager in writing in accordance with the terms
hereof  and  such  revocation shall be effective upon  Co-Tenancy
Manager's receipt of such written revocation.

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;

If to Fund XXII:

AEI Income & Growth Fund XXII Limited Partnership,
AEI Private Net Lease Fund 1998 Limited Partnership,
AEI Private Net Lease Millennium Fund Limited Partnership
30 Seventh Street East, Suite 1300
St. Paul, MN  55101-4901

If to Bashor:

William C. Bashor
57001 WCR 390
Grover, CO  80729



Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado



If to Rea:

James D. Rea and Mary M. Rea
AKA Mary Margaret
3707 Fernleigh Avenue
Troy, MI  48083



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.   Any  Co-Tenant
selling or transferring all or a portion of its interest  in  the
Premises  shall  provide,  within a  reasonable  time  after  the
completion of such sale or transfer, written notice to all  other
Co-Tenants of the name and address of such new Co-Tenant and  the
interest held by such new Co-Tenant.

9.    This  Agreement shall not create any partnership  or  joint
venture  among or between the Co-Tenants or any of them;  no  Co-
Tenant shall file any partnership tax returns nor otherwise  take
any action respecting nor represent the relationship among the Co-
Tenants  as other than co-tenants of undivided interests in  real
property.  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.

12.   To  the extent that this agreement binds all Co-Tenants  of
the  Premises, such covenants are deemed to run with the land and
shall be evidenced in a Co-Tenancy Agreement entered into by  any
Co-Tenant  with  any  purchaser of all  or  any  portion  of  its
interest  in  the  Premises.  Except  as  otherwise  provided  or
modified herein, Co-Tenants retain all rights otherwise available
under law to any Co-Tenant of an interest in real Property.


Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado



13.   Every  Co-Tenant  shall have a right of  first  refusal  to
purchase  the  interest of any other Co-Tenant in  the  Premises,
upon  the  following limited terms and conditions.  If  and  only
when  a  Co-Tenant shall give written notice to another Co-Tenant
(and only as to such Co-Tenant receiving such notice) of a desire
to  be  notified  of  any  proposed sale  "Notice  of  Desire  to
Purchase"), Co-Tenants desiring notice of proposed sales  of  Co-
Tenancy interests shall receive notice of proposed sales  of  the
interest of the Co-Tenant who has received a Notice of Desire  to
Purchase.  Any  Co-Tenant offering its interest  or  any  portion
thereof for sale ("Selling Co-Tenant") shall first notify all Co-
Tenants  who  have provided a Notice of Desire to Purchase.  Such
notice  ("Selling  Co-Tenant's Notice") shall  give  Selling  Co-
Tenant's name and address and state a price at which Selling  Co-
Tenant  intends to sell and will sell a specified portion or  all
of its interest in the fee simple to the Leased Premises.

If  a Co-Tenant shall fail to exercise its Right of First Refusal
as  set forth herein, those Co-Tenant's exercising their Right of
First  Refusal  shall  buy all, but not less  than  all,  of  the
interest  in  the  Premises offered for sale by the  Selling  Co-
Tenant, purchasing prorata in proportion that the purchasing  Co-
Tenant's  interests in the Premises shall bear  to  one  another.
For  ten (10) business days (the "Right of First Refusal Period")
following the giving of such notice, a Co-Tenant shall  have  the
option  to  purchase  such portion of the  fee  interest  of  the
Selling  Co-Tenant as set forth in Selling Co-Tenant's Notice  at
the  price  in cash stated in the Selling Co-Tenant's Notice.   A
written notice addressed to Selling Co-Tenant and signed  by  the
purchasing  Co-Tenant  shall be given,  in  accordance  with  the
provisions  hereof  respecting the giving of notice,  within  the
period set forth above for exercising the Right of First Refusal.
If  no  Co-Tenant  shall  exercise its Right  of  First  Refusal,
Selling  Co-Tenant shall be free to market its  interest  in  the
Premises  after  expiration of the Right of First Refusal  Period
and  shall be free to sell all or any portion of its interest  in
the  Premises at a price prorata greater than, or equal to,  that
which is set forth in the Selling Co-Tenant's Notice.

The above provisions shall not apply to the sale or transfer of a
Co-Tenant's  interest in the Premises if such  sale  or  transfer
shall be to an affiliate of the selling or transferring Co-Tenant
or  to  a trust established by such Co-Tenant for estate planning
purposes.

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




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Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado



Bashor     William C. Bashor


   By: /s/ William C Bashor
           William C. Bashor


          WITNESS:

       /s/ L Lee Lindecrzntz

           L Lee Lindecrzntz
             (Print Name)






STATE OF COLORADO)
                    ) ss
COUNTY OF WELD)

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify there appeared before me this 13th day of  March,
2001, William C. Bashor, who executed the foregoing instrument in
said capacity.

                              /s/ Melinda Baessler
                                   Notary Public



[notary seal]







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Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado


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/ Ann King

                Ann King
               (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 15  day  of  March,
2001,  Robert  P. Johnson, President, who executed the  foregoing
instrument in said capacity and on behalf of the corporation.

                              /s/ Heather A Garcia
                                   Notary Public



[notary seal]





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Co-Tenant Initial: /s/ WCB
Co-Tenancy Agreement for Children's World Learning Center-Golden, Colorado





                   Exhibit A Legal Description

Lot 1A, Eagle Ridge Center, Filing No. 3, Block 2, Lot 1 Replat,
County of Jefferson, State of Colorado.