ASSIGNMENT OF LEASE


      This  Assignment of Lease (hereinafter referred to  as
the "Assignment") is made and entered into as of this 26 day
of  August, 1999, by and between NOM Muscle Shoals, Ltd., an
Alabama  limited  partnership (hereinafter  referred  to  as
"Assignor")  and  AEI  Income &  Growth  Fund  XXII  Limited
Partnership,  a  Minnesota limited partnership  (hereinafter
referred to as "Assignee"), who agree as follows:

      1.   ASSIGNMENT AND ASSUMPTION.  For good and valuable
consideration,  the  receipt and sufficiency  of  which  are
hereby  acknowledged by the Assignee, Assignor  does  hereby
assign  all  of  Assignor's right,  title  and  interest  as
"Landlord"  in,  to  and  under those  leases  described  in
Exhibit  "A",  attached  hereto  and  made  a  part   hereof
(hereinafter  collectively  referred  to  as  the  "Lease"),
pertaining   to   the   real  property   described   therein
(hereinafter  referred to as the "Premises"), together  with
the  security  deposits referred to in  the  Lease,  in  the
amounts  reflected in Exhibit "A", Assignee  hereby  accepts
the  foregoing assignment and assumes and agrees to  perform
all of the obligations of the "Landlord" under the Lease  to
be performed on and following the date hereof.

       2.     WARRANTIES,  REPRESENTATIONS  AND   COVENANTS.
Assignor  hereby  warrants and represents and  covenants  as
follows:

           (a)   There  are  no  leases,  (to  the  best  of
Assignor's  knowledge) subleases occupancy or  tenancies  in
effect pertaining to the Premises except for the Lease.

           (b)   Assignor has not entered into, and  has  no
knowledge of, any agreements with anyone other than Assignee
pertaining to the Lease.

          (c)  Assignor knows of no claims of default by and
Tenant  under any of the Lease nor any basis upon which  any
such claim of default could be made.

          (d)  Assignor has performed each, every and all of
its  obligations under the Lease to and including  the  date
hereof.

           (e)   There are no commissions due and unpaid  to
any  real estate agent, broker or finder with respect to the
Lease.   There are no commissions payable as to any renewals
or extensions of the Lease.

           (f)   Assignor  has full power and  authority  to
assign  the  Lease,  is not in default  of  its  obligations
thereunder, and the Lease have not been previously  assigned
or pledged except as follows: N/A.

            (g)   Tenant  occupies  the  Premises  and   all
conditions precedent to such occupancy have been satisfied.

           (h)   There  are  no  discounts,  concessions  or
abatements due to Tenant which have not been fully  utilized
by  Tenant  as of the date hereof and Tenant pays full  rent
under the Lease.

       3.    INDEMNIFICATION.   Assignor  hereby  agrees  to
indemnify,  defend  and  hold  Assignee  harmless  from  and
against  any loss, cost, damage, expense, injury,  claim  or
liability,   including,   without   limitation,   reasonable
attorneys'  fees and other legal expenses, whether  incurred
at or before the trial level or in any appellate, bankruptcy
or  administrative  preceding,  incurred  by  Assignee  with
respect to Assignor's obligations under the Lease arising or
existing  prior  to  the date of this Assignment.   Assignee
hereby   agrees  to  indemnify,  defend  and  hold  Assignor
harmless  from and against any loss, cost, damage,  expense,
injury,  claim or liability, including, without  limitation,
reasonable attorneys' fees and other legal expenses, whether
incurred  at or before the trial level or in any  appellate,
bankruptcy   or  administrative  proceeding,   incurred   by
Assignor  with respect to Assignee's obligations  under  the
Lease  arising  or  existing on or after the  date  of  this
Agreement.

      4.    ATTORNEYS' FEES.  In the event of any litigation
between  the  parties  arising  under  this  Agreement,  the
prevailing  party in such litigation shall  be  entitled  to
recover   from  the  non-prevailing  party  its   reasonable
attorneys' fees and other legal expense.

      5.    SUCCESSORS  AND ASSIGNS.  This assignment  shall
bind  and  benefit  the parties hereto and their  respective
successors and assigns.

     6.   APPOINTMENT.  Assignor hereby appoints Assignee to
be  Assignor's  true and lawful attorney,  irrevocable,  for
Assignor and in Assignor's name and stead:

           (a)  To demand, collect, receive and sue for  any
rents or monies, due or to become due under the Lease;

          (b)  To do all acts and things necessary or proper
to accomplish any of the foregoing purposes; and

           (c)   To substitute one or more persons with like
powers.

     7.   Notice of this Assignment may be given by Assignee
to the Tenant under the Lease.



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                                   "ASSIGNOR"

                                   NOM Muscle Shoals, Ltd., an
                                   Alabama limited partnership


                                   By:Corporate General,Inc., general
partner

/s/ Dawn M Curtis                  By:  /s/ Mark McDonald
Print Name: Dawn M Curtis          Name:  Mark McDonald
                                   Title:
/s/ Lora J Ledford
Print Name: Lora J Ledford



                                   "ASSIGNEE"

                                   AEI Income & Growth Fund XXII Limited
                                   Partnership,  a Minnesota  limited
                                   partnership


                                   By:
Print Name     :                   Name:
                                   Title:

Print Name:









                                   "ASSIGNOR"

                                   NOM Muscle Shoals, Ltd., an
                                   Alabama limited partnership


                                   By:Corporate General, Inc.,general
                                      partner

                                   By:
Print Name:                        Name:
                                   Title:

Print Name:



                                   "ASSIGNEE"

                                   AEI Income & Growth Fund XXII Limited
                                   Partnership,  a Minnesota  limited
                                   partnership

                                   By: AEI Fund Management XXI, Inc.


/s/ Barbara J Kochevar             By: /s/ Robert P Johnson
Print Name:Barbara J Kochevar      Name:   Robert P Johnson
                                   Title:  President
/s/ Michael B Daugherty
Print Name: Michael B Daugherty




                         EXHIBIT A

                          "LEASE"
Lease  dated September 3rd, 1998 by and between  NOM  MUSCLE
SHOALS,  LTD., an Alabama limited partnership, and HOLLYWOOD
ENTERTAINMENT CORPORATION, an Oregon Corporation, as amended
by  First Amendment to Lease dated May 6th, 1999, and Second
Amendment to Lease dated July 22nd, 1999


"SECURITY DEPOSITS"
None