PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
            (Timber Lodge Steakhouse - Rochester, MN)


THIS CO-TENANCY AGREEMENT,

Made and entered into as of 3rd day of July, 2000, by and between
Thomas  A.  Park  and Jenny Lou Park, married  as  joint  tenants
(hereinafter  called  "Park"), and  AEI  Real  Estate  Fund  XVII
Limited Partnership (hereinafter called "Fund XVII").  Park, Fund
XVII  (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 XVII presently owns an undivided 89.9175% interest
in and to, and Park owns an undivided 10.0825% interest in and to
the  land  situated in the City of Rochester, County of  Olmsted,
and  State  of  MN,  (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 Park's interest  by
Fund  XVII;  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  Park  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 XVII, or its designated agent, successors  or
assigns.  Provided, however, if Fund XVII shall sell all  of  its
interest in the Premises, the duties and obligations of Fund XVII
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  XVII  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. Park
hereto  hereby  designates Fund XVII as its  sole  and  exclusive
agent to deal with, and Fund XVII 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 XVII, 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  of  Park.  As long as Fund XVII owns an interest  in  the
Premises,  only Fund XVII may obligate Park with respect  to  any
expense for the Premises.



Co-Tenant Initial: /s/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN




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

Operating  Expenses  shall  include  all  normal  and  reasonable
operating  expense,  including but not limited  to:  maintenance,
utilities,   supplies,   labor,   management,   advertising   and
promotional expenses, salaries and wages of rental and management
personnel,  except  as to managers above the  level  of  property
manager,  leasing  commissions to unaffiliated 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.  Any such expenses
which are not for the exclusive benefit of the premises shall  be
equitably pro-rated.

Park  has  no  requirement to, but has,  nonetheless  elected  to
retain, and agrees to annually reimburse, Fund XVII in the amount
of  $700 for the expenses, direct and indirect, incurred by  Fund
XVII   in   providing   Park   with  quarterly   accounting   and
distributions  of  Park's share of net income and  for  tracking,
reporting  and  assessing  the calculation  of  Park's  share  of
operating  expenses  incurred from  the  Premises.  This  invoice
amount  shall be pro-rated for partial years and Park  authorizes
Fund XVII to deduct such amount from Park's share of revenue from
the Premises. Park 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 XVII pursuant to Section 1 hereof.   Fund
XVII  may terminate its obligation under this paragraph  upon  30
days  notice to Park 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 XVII'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 XVII shall
       prepare an accurate income statement for the ownership of the
       Premises for said calendar



Co-Tenant Initial: /s/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN





  year  and  shall furnish copies of the same to all  Co-Tenants.
  Quarterly,  as  its  share, Park shall be entitled  to  receive
  10.0825%  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  XVII,  shall,
within  fifteen (15) business days after receipt of notice,  make
payment to Fund XVII 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
15,  2028,  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  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/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN



If to Fund XVII:

AEI Real Estate Fund XVII Limited Partnership
1300 Minnesota World Trade Center
30 E. Seventh Street
St. Paul, Minnesota  55101

If to Park:

Thomas A. and Jenny Lou Park
103 Las Lomas
Austin, TX  78746

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/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN





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

Park:                 Thomas A. Park and Jenny Lou Park,  married
as joint tenants


          By:/s/ Thomas A Park
                 Thomas A. Park


          By:/s/ Jenny Lou Park
                 Jenny Lou Park

                WITNESS:
          (as to both signers)

            /s/ JP Scott

                JP Scott
              (Print name)


STATE OF          )
                    ) ss
COUNTY OF         )

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify  there  appeared before  me  this         day  of
          ,  2000,  Thomas A. Park, who  executed  the  foregoing
instrument in said capacity.

                         /s/ Melinda Orr
                          Notary Public
          [notary seal]


STATE OF             )
                      ) ss
COUNTY OF            )

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify  there  appeared before  me  this         day  of
          ,  2000,  Jenny Lou Park, who  executed  the  foregoing
instrument in said capacity.

                         /s/ Melinda Orr
                             Notary Public


                          [notary seal]




Co-Tenant Initial: /s/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN




Fund XVII:  AEI Real Estate Fund XVII Limited Partnership

            By: AEI Fund Management XVII, 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 23rd day  of  July,
2000,  Robert P. Johnson, President of AEI Fund Management  XVII,
Inc.,  corporate  general partner of AEI Real  Estate  Fund  XVII
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/ Brian K Schulz
                             Notary Public


                                             [notary seal]




Co-Tenant Initial: /s/ TAP /s/ JLP
Co-Tenancy Agreement for Timber Lodge-Rochester, MN







                              EXHIBIT A


Lot  2,  Block 1, Commonweal First Subdivision, in  the  City  of
Rochester,  Olmstead  County,  Minnesota,  together  with   Cross
Easement Agreement dated December 30, 1996, recorded January  23,
1997, as Document No. 744314.