UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                           FORM 10-QSB

           Quarterly Report Under Section 13 or 15(d)
             of The Securities Exchange Act of 1934

           For the Quarter Ended:  September 30, 2002

                 Commission file number:  24003


          AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
(Exact Name of Small Business Issuer as Specified in its Charter)


      State of Minnesota                   41-1848181
(State or other Jurisdiction of         (I.R.S. Employer
Incorporation or Organization)        Identification No.)


  1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
            (Address of Principal Executive Offices)

                          (651) 227-7333
                   (Issuer's telephone number)


                         Not Applicable
 (Former name, former address and former fiscal year, if changed
                       since last report)

Check  whether  the issuer (1) filed all reports required  to  be
filed  by Section 13 or 15(d) of the Securities Exchange  Act  of
1934  during the preceding 12 months (or for such shorter  period
that  the registrant was required to file such reports), and  (2)
has  been  subject to such filing requirements for  the  past  90
days.

                         Yes  [X]   No

         Transitional Small Business Disclosure Format:

                         Yes        No  [X]




        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP


                              INDEX




PART I. Financial Information

 Item 1. Balance Sheet as of September 30, 2002 and December 31, 2001

         Statements for the Periods ended September 30, 2002 and 2001:

           Income

           Cash Flows

           Changes in Partners' Capital

         Notes to Financial Statements

 Item 2. Management's Discussion and Analysis

 Item 3. Controls and Procedures

PART II. Other Information

 Item 1. Legal Proceedings

 Item 2. Changes in Securities

 Item 3. Defaults Upon Senior Securities

 Item 4. Submission of Matters to a Vote of Security Holders

 Item 5. Other Information

 Item 6. Exhibits and Reports on Form 8-K

          Signatures

          Certifications

<PAGE>
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                          BALANCE SHEET

            SEPTEMBER 30, 2002 AND DECEMBER 31, 2001

                           (Unaudited)

                             ASSETS

                                                     2002            2001

CURRENT ASSETS:
  Cash and Cash Equivalents                     $ 2,217,036     $   880,350

INVESTMENTS IN REAL ESTATE:
  Land                                            4,384,043       4,912,902
  Buildings and Equipment                         7,156,651       7,902,754
  Accumulated Depreciation                         (905,996)       (769,823)
                                                 -----------     -----------
      Net Investments in Real Estate             10,634,698      12,045,833
                                                 -----------     -----------
           Total  Assets                        $12,851,734     $12,926,183
                                                 ===========     ===========


                         LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.          $    50,709     $    48,399
  Distributions Payable                             289,429         290,645
                                                 -----------     -----------
      Total Current Liabilities                     340,138         339,044
                                                 -----------     -----------
PARTNERS' CAPITAL (DEFICIT):
  General Partners                                    3,179           1,645
  Limited Partners, $1,000 Unit Value;
   24,000 Units authorized; 16,917 Units issued;
   16,547 and 16,557 Units outstanding in 2002
   and 2001, respectively                        12,508,417      12,585,494
                                                 -----------     -----------
      Total Partners' Capital                    12,511,596      12,587,139
                                                 -----------     -----------
        Total Liabilities and Partners' Capital $12,851,734     $12,926,183
                                                 ===========     ===========


 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                       STATEMENT OF INCOME

               FOR THE PERIODS ENDED SEPTEMBER 30

                           (Unaudited)


                              Three Months Ended        Nine Months Ended
                             9/30/02      9/30/01     9/30/02       9/30/01

INCOME:
   Rent                     $ 284,227   $ 311,205    $ 897,366    $ 897,647
   Investment Income            6,539       4,007       11,954       73,509
                             ---------   ---------    ---------    ---------
        Total Income          290,766     315,212      909,320      971,156
                             ---------   ---------    ---------    ---------

EXPENSES:
   Partnership Administration -
     Affiliates                35,752      55,937      129,714      149,648
   Partnership Administration
     and Property Management -
     Unrelated Parties          6,942       6,956       35,675       29,160
   Depreciation                84,433      86,547      253,103      240,994
                             ---------   ---------    ---------    ---------
        Total Expenses        127,127     149,440      418,492      419,802
                             ---------   ---------    ---------    ---------

OPERATING INCOME              163,639     165,772      490,828      551,354

GAIN ON SALE OF REAL ESTATE   211,255      71,739      325,625      172,545
                             ---------   ---------    ---------    ---------
NET INCOME                  $ 374,894   $ 237,511    $ 816,453    $ 723,899
                             =========   =========    =========    =========

NET INCOME ALLOCATED:
   General Partners         $   9,500   $  21,125    $  25,667    $  50,717
   Limited Partners           365,394     216,386      790,786      673,182
                             ---------   ---------    ---------    ---------
                            $ 374,894   $ 237,511    $ 816,453    $ 723,899
                             =========   =========    =========    =========

NET INCOME PER
 LIMITED PARTNERSHIP UNIT
 (16,547, 16,596, 16,550 and
 16,616 weighted average Units
 outstanding for the periods,
 respectively)              $   22.08   $   13.04    $   47.78    $   40.51
                             =========   =========    =========    =========

 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                     STATEMENT OF CASH FLOWS

               FOR THE PERIODS ENDED SEPTEMBER 30

                           (Unaudited)

                                                       2002           2001

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net  Income                                    $   816,453    $   723,899

   Adjustments to Reconcile Net Income to Net Cash
   Provided by Operating Activities:
     Depreciation                                     253,103        240,994
     Gain on Sale of Real Estate                     (325,625)      (172,545)
     Decrease in Receivables                                0         28,040
     Increase (Decrease) in Payable
        to AEI Fund Management, Inc.                    2,310        (12,822)
     Increase in Unearned Rent                              0          7,771
                                                   -----------    -----------
        Total Adjustments                             (70,212)        91,438
                                                   -----------    -----------
        Net Cash Provided By
        Operating Activities                          746,241        815,337
                                                   -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Investments in Real Estate                               0       (666,803)
   Proceeds from Sale of Real Estate                1,483,657        926,463
                                                   -----------    -----------
        Net Cash Provided By
        Investing Activities                        1,483,657        259,660
                                                   -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Decrease in Distributions Payable                   (1,216)        (2,753)
   Distributions to Partners                         (884,258)      (911,256)
   Redemption Payments                                 (7,738)       (47,661)
                                                   -----------    -----------
        Net Cash Used For
        Financing Activities                         (893,212)      (961,670)
                                                   -----------    -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS           1,336,686        113,327

CASH AND CASH EQUIVALENTS, beginning of period        880,350        572,279
                                                   -----------    -----------
CASH AND CASH EQUIVALENTS, end of period          $ 2,217,036    $   685,606
                                                   ===========    ===========


 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

            STATEMENT OF CHANGES IN PARTNERS' CAPITAL

               FOR THE PERIODS ENDED SEPTEMBER 30

                           (Unaudited)


                                                                    Limited
                                                                  Partnership
                             General      Limited                    Units
                             Partners     Partners      Total     Outstanding


BALANCE, December 31, 2000  $(40,033)  $12,959,915   $12,919,882    16,657.32

  Distributions              (23,499)     (887,757)     (911,256)

  Redemption Payments         (1,430)      (46,231)      (47,661)      (61.67)

  Net Income                  50,717       673,182       723,899
                             ---------  -----------   -----------  -----------
BALANCE, September 30, 2001 $(14,245)  $12,699,109   $12,684,864    16,595.65
                             =========  ===========   ===========  ===========


BALANCE, December 31, 2001  $  1,645   $12,585,494   $12,587,139    16,556.63

  Distributions              (23,901)     (860,357)     (884,258)

  Redemption Payments           (232)       (7,506)       (7,738)      (10.00)

  Net Income                  25,667       790,786       816,453
                             ---------  -----------   -----------  -----------
BALANCE, September 30, 2002 $  3,179   $12,508,417   $12,511,596    16,546.63
                             =========  ===========   ===========  ===========

 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                       SEPTEMBER 30, 2002

                           (Unaudited)

(1)  The  condensed  statements included herein have been  prepared
     by  the Partnership, without audit, pursuant to the rules  and
     regulations  of  the Securities and Exchange  Commission,  and
     reflect   all  adjustments  which  are,  in  the  opinion   of
     management,  necessary to a fair statement of the  results  of
     operations for the interim period, on a basis consistent  with
     the  annual audited statements.  The adjustments made to these
     condensed   statements  consist  only  of   normal   recurring
     adjustments.   Certain information, accounting  policies,  and
     footnote    disclosures   normally   included   in   financial
     statements  prepared  in  accordance with  generally  accepted
     accounting principles have been condensed or omitted  pursuant
     to  such  rules  and  regulations,  although  the  Partnership
     believes  that  the  disclosures  are  adequate  to  make  the
     information  presented not misleading.  It is  suggested  that
     these  condensed financial statements be read  in  conjunction
     with  the  financial statements and the summary of significant
     accounting  policies  and  notes  thereto  included   in   the
     Partnership's latest annual report on Form 10-KSB.

(2)  Organization -

     AEI   Income   &   Growth  Fund  XXII  Limited   Partnership
     (Partnership)  was  formed to acquire and  lease  commercial
     properties   to   operating  tenants.    The   Partnership's
     operations  are  managed by AEI Fund  Management  XXI,  Inc.
     (AFM), the Managing General Partner.  Robert P. Johnson, the
     President  and  sole  shareholder  of  AFM,  serves  as  the
     Individual General Partner and an affiliate of AFM, AEI Fund
     Management,  Inc.  (AEI), performs  the  administrative  and
     operating functions for the Partnership.

     The   terms   of  the  Partnership  offering  call   for   a
     subscription  price of $1,000 per Limited Partnership  Unit,
     payable   on  acceptance  of  the  offer.   The  Partnership
     commenced   operations   on  May  1,   1997   when   minimum
     subscriptions    of   1,500   Limited   Partnership    Units
     ($1,500,000) were accepted.  The offering terminated January
     9,  1999  when  the extended offering period  expired.   The
     Partnership  received subscriptions for  16,917.222  Limited
     Partnership   Units.   Under  the  terms  of   the   Limited
     Partnership  Agreement,  the Limited  Partners  and  General
     Partners  contributed  funds  of  $16,917,222  and   $1,000,
     respectively.

     During operations, any Net Cash Flow, as defined, which  the
     General Partners determine to distribute will be distributed
     97%  to the Limited Partners and 3% to the General Partners.
     Distributions to Limited Partners will be made pro  rata  by
     Units.

     Any  Net  Proceeds  of Sale, as defined, from  the  sale  or
     financing of properties which the General Partners determine
     to distribute will, after provisions for debts and reserves,
     be  paid  in  the following manner: (i) first,  99%  to  the
     Limited  Partners and 1% to the General Partners  until  the
     Limited  Partners  receive an amount  equal  to:  (a)  their
     Adjusted Capital Contribution plus (b) an amount equal to 9%
     of their Adjusted Capital Contribution per annum, cumulative
     but not compounded, to the extent not previously distributed
     from  Net  Cash  Flow;  (ii) any remaining balance  will  be
     distributed  90%  to the Limited Partners  and  10%  to  the
     General  Partners.   Distributions to the  Limited  Partners
     will be made pro rata by Units.

        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                       SEPTEMBER 30, 2002
                           (Continued)

(2)  Organization - (Continued)

     For  tax  purposes,  profits  from  operations,  other  than
     profits  attributable  to  the  sale,  exchange,  financing,
     refinancing  or  other  disposition  of  property,  will  be
     allocated  first  in the same ratio in  which,  and  to  the
     extent,  Net  Cash Flow is distributed to the  Partners  for
     such year.  Any additional profits will be allocated in  the
     same  ratio  as  the  last  dollar  of  Net  Cash  Flow   is
     distributed.   Net losses from operations will be  allocated
     99% to the Limited Partners and 1% to the General Partners.

     For  tax purposes, profits arising from the sale, financing,
     or  other  disposition  of property  will  be  allocated  in
     accordance  with the Partnership Agreement as  follows:  (i)
     first,  to  those  partners with deficit balances  in  their
     capital  accounts  in an amount equal to  the  sum  of  such
     deficit  balances; (ii) second, 99% to the Limited  Partners
     and  1%  to the General Partners until the aggregate balance
     in  the Limited Partners' capital accounts equals the sum of
     the Limited Partners' Adjusted Capital Contributions plus an
     amount  equal  to 9% of their Adjusted Capital Contributions
     per  annum, cumulative but not compounded, to the extent not
     previously  allocated;  (iii)  third,  the  balance  of  any
     remaining  gain  will then be allocated 90% to  the  Limited
     Partners  and 10% to the General Partners.  Losses  will  be
     allocated 98% to the Limited Partners and 2% to the  General
     Partners.

     The  General Partners are not required to currently  fund  a
     deficit   capital   balance.   Upon   liquidation   of   the
     Partnership or withdrawal by a General Partner, the  General
     Partners will contribute to the Partnership an amount  equal
     to  the  lesser  of  the deficit balances in  their  capital
     accounts  or  1%  of  total Limited  Partners'  and  General
     Partners' capital contributions.

(3)  Investments in Real Estate -

     On  May 8, 2000, the Partnership purchased a 48% interest in
     a parcel of land in Austin, Texas for $652,800.  The land is
     leased to Razzoo's, Inc. (RI) under a Lease Agreement with a
     primary  term  of  15  years and annual rental  payments  of
     $55,488.   Effective October 4, 2000, the  annual  rent  was
     increased  to $63,648.  Simultaneously with the purchase  of
     the   land,  the  Partnership  entered  into  a  Development
     Financing  Agreement  under which the  Partnership  advanced
     funds to RI for the construction of a Razzoo's restaurant on
     the site.  Initially the Partnership charged interest on the
     advances  at a rate of 8.5%.  Effective October 4, 2000  and
     April 15, 2001, the interest rate was increased to 9.75% and
     15.0%,  respectively.  On June 27, 2001,  after  development
     was  completed, the Lease Agreement was amended  to  require
     annual rental payments of $152,662.  The Partnership's share
     of  the  total acquisition costs, including the cost of  the
     land,  was  $1,544,215.   The  remaining  interests  in  the
     property  are  owned  by  AEI Real Estate  Fund  XV  Limited
     Partnership,  AEI Real Estate Fund XVII Limited Partnership,
     and   AEI  Net  Lease  Income  &  Growth  Fund  XIX  Limited
     Partnership, affiliates of the Partnership.


        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                       SEPTEMBER 30, 2002
                           (Continued)

(3)  Investments in Real Estate - (Continued)

     On May 14, 2001, the Partnership purchased a 25% interest in
     a  Children's  World daycare center in Plainfield,  Illinois
     for $368,176.  The property is leased to ARAMARK Educational
     Resources, Inc. under a Lease Agreement with a primary  term
     of  15  years  and annual rental payments of  $35,269.   The
     remaining  interests in the property were purchased  by  AEI
     Real  Estate  Fund 85-A Limited Partnership and AEI  Private
     Net Lease Millennium Fund Limited Partnership, affiliates of
     the Partnership.

     Through December 31, 2001, the Partnership sold 92.6155%  of
     the  Children's World in DePere, Wisconsin, in six  separate
     transactions,  to unrelated third parties.  The  Partnership
     received  total  net  sale  proceeds  of  $1,248,116,  which
     resulted  in a total net gain of $189,071.  The  total  cost
     and  related accumulated depreciation of the interests  sold
     was  $1,099,764  and $40,719, respectively.   For  the  nine
     months ended September 30, 2001, the net gain was $18,543.

     During  2001, the Partnership sold 36.032% of the Children's
     World in Golden, Colorado, in four separate transactions, to
     unrelated third parties.  The Partnership received total net
     sale  proceeds of $748,177, which resulted in  a  total  net
     gain  of  $154,002.  The total cost and related  accumulated
     depreciation of the interests sold was $605,199 and $11,024,
     respectively.  For the nine months ended September 30, 2001,
     the net gain was $154,002.

     During  the  nine  months  ended  September  30,  2002,  the
     Partnership sold 39.1271% of the TGI Friday's restaurant, in
     three  separate  transactions, to unrelated  third  parties.
     The   Partnership  received  total  net  sale  proceeds   of
     $789,247,  which  resulted in a net gain of  $208,061.   The
     total  cost  and  related accumulated  depreciation  of  the
     interests sold was $653,564 and $72,378, respectively.

     During  the  nine  months  ended  September  30,  2002,  the
     Partnership  sold 35.1805% of the Hollywood Video  Store  in
     Saraland,   Alabama  to  an  unrelated  third  party.    The
     Partnership  received net sale proceeds of  $526,806,  which
     resulted  in  a net gain of $81,218.  The cost  and  related
     accumulated  depreciation of the interest sold was  $484,749
     and $39,161, respectively.

     On  September 30, 2002, the Partnership sold 9.2788% of  the
     Children's  World daycare center in Plainfield, Illinois  to
     an unrelated third party.  The Partnership received net sale
     proceeds  of  $167,604, which resulted  in  a  net  gain  of
     $36,346.   The cost and related accumulated depreciation  of
     the interest sold was $136,649 and $5,391, respectively.

     During  the  first  nine  months  of  2002  and  2001,   the
     Partnership  distributed $131,313 and $191,919  of  the  net
     sale proceeds to the Limited and General Partners as part of
     their  regular  quarterly distributions which represented  a
     return   of   capital  of  $7.86  and  $11.43  per   Limited
     Partnership  Unit,  respectively.  The  remaining  net  sale
     proceeds will either be reinvested in additional property or
     distributed to the Partners in the future.


        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                       SEPTEMBER 30, 2002
                           (Continued)

(4)  Payable to AEI Fund Management, Inc. -

     AEI  Fund  Management, Inc. performs the administrative  and
     operating functions for the Partnership.  The payable to AEI
     Fund   Management  represents  the  balance  due  for  those
     services.    This  balance  is  non-interest   bearing   and
     unsecured  and  is  to  be  paid in  the  normal  course  of
     business.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS

        The Management's Discussion and Analysis contains various
"forward  looking  statements"  within  the  meaning  of  federal
securities  laws  which  represent management's  expectations  or
beliefs  concerning future events, including statements regarding
anticipated  application of cash, expected  returns  from  rental
income,  growth  in revenue, taxation levels, the sufficiency  of
cash to meet operating expenses, rates of distribution, and other
matters.  These, and other forward looking statements made by the
Partnership,  must be evaluated in the context  of  a  number  of
factors that may affect the Partnership's financial condition and
results of operations, including the following:

    Market  and  economic conditions which affect the  value
    of  the  properties the Partnership owns and  the  cash
    from rental income such properties generate;

    the  federal  income tax consequences of rental  income,
    deductions,  gain  on  sales and other  items  and  the
    affects of these consequences for the Partners;

    resolution  by  the General Partners of  conflicts  with
    which they may be confronted;

    the   success  of  the  General  Partners  of   locating
    properties with favorable risk return characteristics;

    the effect of tenant defaults; and

    the  condition of the industries in which the tenants of
    properties owned by the Partnership operate.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

The Application of Critical Accounting Policies

        The preparation of the Partnership's financial statements
requires  management to make estimates and assumptions  that  may
affect the reported amounts of assets, liabilities, revenues  and
expenses,  and  related  disclosure  of  contingent  assets   and
liabilities. Management evaluates these estimates on  an  ongoing
basis,  including  those related to the carrying  value  of  real
estate  and  the  allocation  by AEI  Fund  Management,  Inc.  of
expenses  to  the  Partnership as opposed  to  other  funds  they
manage.

        The Partnership purchases properties and records them  in
the  financial  statements  at the lower  of  cost  or  estimated
realizable   value.   The  Partnership  initially   records   the
properties  at cost (including capitalized acquisition expenses).
The Partnership is required to periodically evaluate the carrying
value  of properties to determine whether their realizable  value
has  declined.   For  properties the Partnership  will  hold  and
operate, management determines whether impairment has occurred by
comparing the property's probability-weighted cash flows  to  its
current carrying value.  For properties held for sale, management
determines  whether  impairment has  occurred  by  comparing  the
property's estimated fair value less cost to sell to its  current
carrying  value.   If  the carrying value  is  greater  than  the
realizable  value, an impairment loss is recorded to  reduce  the
carrying value of the property to its realizable value.  A change
in  these assumptions or analysis could cause material changes in
the carrying value of the properties.

       AEI Fund Management Inc. allocates expenses to each of the
funds  they manage primarily on the basis of the number of  hours
devoted  by  their employees to each fund's affairs.   They  also
allocate  some  expenses at the end of each month  that  are  not
directly related to a fund's operations based upon the number  of
investors  in the fund and the fund's capitalization relative  to
other  funds  they  manage.   The  Partnership  reimburses  these
expenses  subject  to  detailed  limitations  contained  in   the
Partnership Agreement.

         Management   of  the  Partnership  has   discussed   the
development  and election of the above accounting  estimates  and
the management discussion and analysis disclosures regarding them
with the managing partner of the Partnership.

Results of Operations

       For the nine months ended September 30, 2002 and 2001, the
Partnership  recognized rental income of $897,366  and  $897,647,
respectively.   During the same periods, the  Partnership  earned
investment income of $11,954 and $73,509, respectively.  In 2002,
rental income decreased due to property sales.  This decrease  in
rental  income  was offset by additional rent received  from  two
property  acquisitions  in  2001  and  rent  increases  on  three
properties.   In  2002, investment income decreased  due  to  the
Partnership  receiving  less interest  income  from  construction
advances and lower money market interest rates.

        During the nine months ended September 30, 2002 and 2001,
the  Partnership  paid  Partnership  administration  expenses  to
affiliated parties of $129,714 and $149,648, respectively.  These
administration  expenses  include  costs  associated   with   the
management of the properties, processing distributions, reporting
requirements and correspondence to the Limited Partners.   During
the   same   periods,   the  Partnership   incurred   Partnership
administration  and property management expenses  from  unrelated
parties  of  $35,675 and $29,160, respectively.   These  expenses
represent  direct payments to third parties for legal and  filing
fees,  direct administrative costs, outside audit and  accounting
costs, taxes, insurance and other property costs.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

        As  of  September 30, 2002, the Partnership's  annualized
cash  distribution rate was 7.0%, based on the  Adjusted  Capital
Contribution.     Pursuant   to   the   Partnership    Agreement,
distributions of Net Cash Flow were allocated 97% to the  Limited
Partners and 3% to the General Partners.

        Inflation  has  had  a  minimal  effect  on  income  from
operations.   Leases  may contain rent increases,  based  on  the
increase  in  the  Consumer Price Index over a specified  period,
which  will result in an increase in rental income over the  term
of  the  leases.   In addition, leases may contain  rent  clauses
which  entitle  the  Partnership to receive  additional  rent  in
future  years  if gross receipts for the property exceed  certain
specified  amounts.  Increases in sales volumes of  the  tenants,
due to inflation and real sales growth, may result in an increase
in rental income over the term of the leases.  Inflation also may
cause the real estate to appreciate in value.  However, inflation
and  changing prices may have an adverse impact on the  operating
margins  of  the  properties' tenants, which could  impair  their
ability  to  pay rent and subsequently reduce the Net  Cash  Flow
available for distributions.

Liquidity and Capital Resources

        During  the  nine months ended September  30,  2002,  the
Partnership's cash balances increased $1,336,686 as a  result  of
cash  generated  from the sale of property, which  was  partially
offset  by  distributions made in excess of cash  generated  from
operating  activities.  Net cash provided by operating activities
decreased from $815,337 in 2001 to $746,241 in 2002 as  a  result
of a decrease in income in 2002 and net timing differences in the
collection  of  payments  from the lessees  and  the  payment  of
expenses,   which  were  partially  offset  by  a   decrease   in
Partnership administration expenses in 2002.

        The  major components of the Partnership's cash flow from
investing activities are investments in real estate and  proceeds
from  the  sale  of  real estate.  During the nine  months  ended
September  30,  2002  and  September 30,  2001,  the  Partnership
generated  cash flow from the sale of real estate  of  $1,483,657
and   $926,463,  respectively.   During  the  nine  months  ended
September  30, 2001, the Partnership expended $666,803 to  invest
in  real  properties (inclusive of acquisition expenses)  as  the
Partnership reinvested cash generated from property sales.

        On  May 8, 2000, the Partnership purchased a 48% interest
in  a parcel of land in Austin, Texas for $652,800.  The land  is
leased  to  Razzoo's, Inc. (RI) under a Lease  Agreement  with  a
primary  term of 15 years and annual rental payments of  $55,488.
Effective  October  4,  2000, the annual rent  was  increased  to
$63,648.   Simultaneously  with the purchase  of  the  land,  the
Partnership entered into a Development Financing Agreement  under
which  the  Partnership advanced funds to RI for the construction
of  a Razzoo's restaurant on the site.  Initially the Partnership
charged  interest on the advances at a rate of  8.5%.   Effective
October  4,  2000  and  April 15, 2001,  the  interest  rate  was
increased  to 9.75% and 15.0%, respectively.  On June  27,  2001,
after  development was completed, the Lease Agreement was amended
to require annual rental payments of $152,662.  The Partnership's
share  of the total acquisition costs, including the cost of  the
land,  was  $1,544,215.  The remaining interests in the  property
are  owned  by  AEI Real Estate Fund XV Limited Partnership,  AEI
Real  Estate  Fund XVII Limited Partnership, and  AEI  Net  Lease
Income  & Growth Fund XIX Limited Partnership, affiliates of  the
Partnership.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

        On May 14, 2001, the Partnership purchased a 25% interest
in  a Children's World daycare center in Plainfield, Illinois for
$368,176.    The  property  is  leased  to  ARAMARK   Educational
Resources, Inc. under a Lease Agreement with a primary term of 15
years  and  annual  rental payments of  $35,269.   The  remaining
interests in the property were purchased by AEI Real Estate  Fund
85-A  Limited  Partnership and AEI Private Net  Lease  Millennium
Fund Limited Partnership, affiliates of the Partnership.

        Through  December 31, 2001, the Partnership sold 92.6155%
of  the  Children's World in DePere, Wisconsin, in  six  separate
transactions,  to  unrelated  third  parties.   The   Partnership
received total net sale proceeds of $1,248,116, which resulted in
a  total  net  gain  of  $189,071.  The total  cost  and  related
accumulated depreciation of the interests sold was $1,099,764 and
$40,719,  respectively.  For the nine months ended September  30,
2001, the net gain was $18,543.

         During  2001,  the  Partnership  sold  36.032%  of   the
Children's   World   in  Golden,  Colorado,  in   four   separate
transactions,  to  unrelated  third  parties.   The   Partnership
received total net sale proceeds of $748,177, which resulted in a
total   net  gain  of  $154,002.   The  total  cost  and  related
accumulated  depreciation of the interests sold was $605,199  and
$11,024,  respectively.  For the nine months ended September  30,
2001, the net gain was $154,002.

        During  the  nine months ended September  30,  2002,  the
Partnership  sold  39.1271% of the TGI  Friday's  restaurant,  in
three  separate  transactions, to unrelated third  parties.   The
Partnership  received total net sale proceeds of $789,247,  which
resulted  in a net gain of $208,061.  The total cost and  related
accumulated  depreciation of the interests sold was $653,564  and
$72,378, respectively.

        During  the  nine months ended September  30,  2002,  the
Partnership  sold  35.1805%  of  the  Hollywood  Video  Store  in
Saraland  Alabama to an unrelated third party.   The  Partnership
received net sale proceeds of $526,806, which resulted in  a  net
gain  of  $81,218.  The cost and related accumulated depreciation
of the interest sold was $484,749 and $39,161, respectively.

       On September 30, 2002, the Partnership sold 9.2788% of the
Children's  World daycare center in Plainfield,  Illinois  to  an
unrelated  third  party.   The  Partnership  received  net   sale
proceeds  of  $167,604, which resulted in a net gain of  $36,346.
The  cost  and  related accumulated depreciation of the  interest
sold was $136,649 and $5,391, respectively.

        During  the  first  nine months of  2002  and  2001,  the
Partnership  distributed $131,313 and $191,919 of  the  net  sale
proceeds  to  the Limited and General Partners as part  of  their
regular  quarterly distributions which represented  a  return  of
capital  of  $7.86  and  $11.43  per  Limited  Partnership  Unit,
respectively.   The remaining net sale proceeds  will  either  be
reinvested in additional property or distributed to the  Partners
in the future.

       The Partnership's primary use of cash flow is distribution
and  redemption  payments to Partners.  The Partnership  declares
its  regular  quarterly  distributions before  the  end  of  each
quarter and pays the distribution in the first week after the end
of  each quarter.  The Partnership attempts to maintain a  stable
distribution  rate from quarter to quarter.  Redemption  payments
are paid to redeeming Partners on a semi-annual basis.


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

        The  Partnership may acquire Units from Limited  Partners
who have tendered their Units to the Partnership.  Such Units may
be acquired at a discount.  The Partnership will not be obligated
to purchase in any year any number of Units that, when aggregated
with  all  other transfers of Units that have occurred since  the
beginning   of  the  same  calendar  year  (excluding   Permitted
Transfers as defined in the Partnership Agreement), would  exceed
5%  of the total number of Units outstanding on January 1 of such
year.  In no event shall the Partnership be obligated to purchase
Units if, in the sole discretion of the Managing General Partner,
such  purchase  would  impair the capital  or  operation  of  the
Partnership.

        On  April  1,  2002,  one Limited Partner  redeemed  10.0
Partnership  Units for $7,506 in accordance with the  Partnership
Agreement.  On October 1, 2002, five Limited Partners redeemed  a
total  of  30.34 Partnership units for $22,425.  The  Partnership
acquired  these  Units using Net Cash Flow from  operations.   In
prior  years,  seventeen Limited Partners  redeemed  a  total  of
360.59  Partnership Units for $276,605.  The redemptions increase
the   remaining  Limited  Partner's  ownership  interest  in  the
Partnership.

       The continuing rent payments from the properties, together
with  cash  generated from property sales, should be adequate  to
fund   continuing   distributions  and  meet  other   Partnership
obligations on both a short-term and long-term basis.

ITEM 3. CONTROLS AND PROCEDURES

       (a) Evaluation of disclosure controls and procedures

        Under  the  supervision  and with  the  participation  of
management, including its President and Chief Financial  Officer,
the  Managing  General Partner of the Partnership  evaluated  the
effectiveness  of  the  design and operation  of  its  disclosure
controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)]
under  the Exchange Act) related to the Partnership as of a  date
(the  "Evaluation Date") within 90 days prior to the filing  date
of  this  report.  Based upon that evaluation, the President  and
Chief Financial Officer of the Managing General Partner concluded
that,  as  of  the Evaluation Date, the disclosure  controls  and
procedures are effective in timely alerting them to the  material
information  relating to the Partnership required to be  included
in periodic SEC filings.

       (b)  Changes in internal controls

         There   were   no  significant  changes  made   in   the
Partnership's internal controls during the period covered by this
report or, to the Managing General Partner's knowledge, in  other
factors that could significantly affect these controls subsequent
to the date of their evaluation.


                   PART II - OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

       There  are no material pending legal proceedings to  which
  the  Partnership  is  a  party or of  which  the  Partnership's
  property is subject.

ITEM 2.CHANGES IN SECURITIES

      None.
                   PART II - OTHER INFORMATION
                           (Continued)

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

      None.

ITEM 4.SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      None

ITEM 5.OTHER INFORMATION

      None.

ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K

       (a) Exhibits -
                             Description

99.1  Certification  of  Chief  Executive  Officer  of  General
      Partner pursuant to Section 906 of the Sarbanes-Oxley Act  of
      2002.

99.2  Certification  of  Chief  Financial  Officer  of  General
      Partner pursuant to Section 906 of the Sarbanes-Oxley Act  of
      2002.

       (b) Reports filed on Form 8-K - None.


                           SIGNATURES

        In  accordance with the requirements of the Exchange Act,
the  Registrant has caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.


Dated:  November 1, 2002      AEI Income & Growth Fund XXII
                              Limited Partnership
                              By:  AEI Fund Management XXI, Inc.
                              Its: Managing General Partner



                              By: /s/ Robert P Johnson
                                      Robert P. Johnson
                                      President
                                      (Principal Executive Officer)



                              By: /s/ Mark E Larson
                                      Mark E. Larson
                                      Chief Financial Officer
                                      (Principal Accounting Officer)



                         CERTIFICATIONS



I, Robert P. Johnson, certify that:

1.  I  have reviewed this quarterly report on Form 10-QSB of  AEI
Income & Growth Fund XXII Limited Partnership;

2.  Based on my knowledge, this quarterly report does not contain
any  untrue  statement of a material fact  or  omit  to  state  a
material fact necessary to make the statements made, in light  of
the  circumstances  under which such statements  were  made,  not
misleading  with respect to the period covered by this  quarterly
report;

3.  Based  on my knowledge; the financial statements,  and  other
financial  information included in this quarterly report,  fairly
present in all material respects the financial condition, results
of  operations and cash flows of the registrant as of,  and  for,
the periods presented in this quarterly report;

4.   The  registrant's  other  certifying  officers  and  I   are
responsible for establishing and maintaining disclosure  controls
and  procedures (as defined in Exchange Act Rules 13a-14 and 15d-
14) for the registrant and have;

       a)designed  such  disclosure controls  and  procedures  to
ensure  that  material information relating  to  the  registrant,
including its consolidated subsidiaries, is made known to  us  by
others  within those entities, particularly during the period  in
which this quarterly report is being prepared;

        b)evaluated   the   effectiveness  of  the   registrant's
disclosure  controls and procedures as of a date within  90  days
prior   to  the  filing  date  of  this  quarterly  report   (the
"Evaluation Date"); and

       c)presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date;

5.   The  registrant's  other  certifying  officers  and  I  have
disclosed,   based  on  our  most  recent  evaluation,   to   the
registrant's  auditors  and the audit committee  of  registrant's
board   of   directors  (or  persons  performing  the  equivalent
functions):

       a)all  significant deficiencies in the design or operation
of   internal   controls   which  could  adversely   affect   the
registrant's  ability  to record, process, summarize  and  report
financial data and have identified for the registrant's  auditors
any material weaknesses in internal controls; and

       b)any  fraud,  whether  or  not  material,  that  involves
management or other employees who have a significant role in  the
registrant's internal controls; and

6.   The  registrant's  other  certifying  officers  and  I  have
indicated  in  this quarterly report whether or  not  there  were
significant changes in internal controls or in other factors that
could  significantly affect internal controls subsequent  to  the
date  of  our  most recent evaluation, including  any  corrective
actions  with  regard  to significant deficiencies  and  material
weaknesses.



Dated: November 1, 2002      /s/ Robert P Johnson
                                 Robert P. Johnson, President
                                 AEI Fund Management XXI, Inc.
                                 Managing General Partner




                         CERTIFICATIONS



I, Mark E. Larson, certify that:

1.  I  have reviewed this quarterly report on Form 10-QSB of  AEI
Income & Growth Fund XXII Limited Partnership;

2.  Based on my knowledge, this quarterly report does not contain
any  untrue  statement of a material fact  or  omit  to  state  a
material fact necessary to make the statements made, in light  of
the  circumstances  under which such statements  were  made,  not
misleading  with respect to the period covered by this  quarterly
report;

3.  Based  on my knowledge; the financial statements,  and  other
financial  information included in this quarterly report,  fairly
present in all material respects the financial condition, results
of  operations and cash flows of the registrant as of,  and  for,
the periods presented in this quarterly report;

4.   The  registrant's  other  certifying  officers  and  I   are
responsible for establishing and maintaining disclosure  controls
and  procedures (as defined in Exchange Act Rules 13a-14 and 15d-
14) for the registrant and have;

       a)designed  such  disclosure controls  and  procedures  to
ensure  that  material information relating  to  the  registrant,
including its consolidated subsidiaries, is made known to  us  by
others  within those entities, particularly during the period  in
which this quarterly report is being prepared;

        b)evaluated   the   effectiveness  of  the   registrant's
disclosure  controls and procedures as of a date within  90  days
prior   to  the  filing  date  of  this  quarterly  report   (the
"Evaluation Date"); and

       c)presented in this quarterly report our conclusions about
eh  effectiveness of the disclosure control sand procedures based
on our evaluation as of the Evaluation Date;

5.   The  registrant's  other  certifying  officers  and  I  have
disclosed,   based  on  our  most  recent  evaluation,   to   the
registrant's  auditors  and the audit committee  of  registrant's
board   of   directors  (or  persons  performing  the  equivalent
functions):

       a)all  significant deficiencies in the design or operation
of   internal   controls   which  could  adversely   affect   the
registrant's  ability  to record, process, summarize  and  report
financial data and have identified for the registrant's  auditors
any material weaknesses in internal controls; and

       b)any  fraud,  whether  or  not  material,  that  involves
management or other employees who have a significant role in  the
registrant's internal controls; and

6.   The  registrant's  other  certifying  officers  and  I  have
indicated  in  this quarterly report whether or  not  there  were
significant changes in internal controls or in other factors that
could  significantly affect internal controls subsequent  to  the
date  of  our  most recent evaluation, including  any  corrective
actions  with  regard  to significant deficiencies  and  material
weaknesses.



Dated: November 1, 2002     By: /s/ Mark E Larson
                                    Mark E. Larson, Chief Financial Officer
                                    AEI Fund Management XXI, Inc.
                                    Managing General Partner