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, 1997
                                
                Commission file number:  333-5604
                                
                                
          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)
                                
                          (612) 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, 1997 and December 31, 1996 

         Statements for the Periods ended September 30, 1997:

            Operations                                 

            Cash Flows                                 

            Changes in Partners' Capital               

         Notes to Financial Statements               

 Item 2. Management's Discussion and Analysis     

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           

<PAGE>                                
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                          BALANCE SHEET
                                
            SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
                                
                           (Unaudited)
                                
                                
                             ASSETS
                                
                                                        1997           1996

CURRENT ASSETS:
   Cash and Cash Equivalents                       $ 3,878,086    $       943

INVESTMENTS IN REAL ESTATE:
   Property Acquisition Costs                           54,895              0
                                                    -----------    -----------
             Total Assets                          $ 3,932,981    $       943
                                                    ===========    ===========


                          LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Payable to AEI Fund Management, Inc.            $    92,336    $       300
   Distributions Payable                                50,705              0
                                                    -----------    -----------
        Total Current Liabilities                      143,041            300
                                                    -----------    -----------
PARTNERS' CAPITAL (DEFICIT):
   General Partners                                     (1,033)           643
   Limited Partners, $1,000 Unit value;
    24,000 Units authorized; 4,597
     Units issued and outstanding in 1997            3,790,973              0
                                                    -----------    -----------
   Total Partners' Capital                           3,789,940            643
                                                    -----------    -----------
     Total Liabilities and Partners' Capital       $ 3,932,981    $       943
                                                    ===========    ===========


 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>                                
<PAGE>       
         AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
                                
                     STATEMENT OF OPERATIONS
                                
                FOR THE PERIOD ENDED SEPTEMBER 30
                                
                           (Unaudited)
                                
                                
                                                              1997

INCOME:
   Investment Income                                     $    49,053

EXPENSES:
   Partnership Administration - Affiliates                    92,272
   Partnership Administration - Unrelated Parties                249
                                                          -----------
        Total Expenses                                        92,521
                                                          -----------

NET LOSS                                                 $   (43,468)
                                                          ===========

NET LOSS ALLOCATED:
   General Partners                                      $      (435)
   Limited Partners                                          (43,033)
                                                          -----------
                                                         $   (43,468)
                                                          ===========

NET LOSS PER LIMITED PARTNERSHIP UNIT
   (2,545 weighted average Units outstanding)            $    (16.91)
                                                          ===========


 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 PERIOD ENDED SEPTEMBER 30
                                
                           (Unaudited)
                                
                                                               1997

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Loss                                                $   (43,468)

   Adjustments to Reconcile Net Income to Net Cash
   Provided by Operating Activities:
   Increase in Payable to AEI Fund Management, Inc.             92,036
                                                            -----------
        Total Adjustments                                       92,036
                                                            -----------
        Net Cash Used For
        Operating Activities                                    48,568
                                                            -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Investments in Real Estate                                  (54,895)
                                                            -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Capital Contributions from Limited Partners               4,596,787
   Organization and Syndication Costs                         (689,518)
   Increase in Distributions Payable                            50,705
   Distributions to Partners                                   (74,504)
                                                            -----------
        Net Cash Provided By
        Financing Activities                                 3,883,470
                                                            -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS                    3,877,143

CASH AND CASH EQUIVALENTS, beginning of period                     943
                                                            -----------

CASH AND CASH EQUIVALENTS, end of period                   $ 3,878,086
                                                            ===========



 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 PERIOD ENDED SEPTEMBER 30
                                
                           (Unaudited)

                                                                      Limited
                                                                   Partnership
                               General      Limited                    Units
                               Partners     Partners     Total     Outstanding


BALANCE, December 31, 1996    $    643    $        0   $       643           0

  Capital Contributions              0     4,596,787     4,596,787    4,596.79

  Organization and
   Syndication Costs               (60)     (689,458)     (689,518)

  Distributions                 (1,181)      (73,323)      (74,504)

  Net Loss                        (435)      (43,033)      (43,468)
                              ---------    ----------    ----------  ---------
BALANCE, September 30, 1997  $  (1,033)   $3,790,973    $3,789,940    4,596.79
                              =========    ==========    ==========  =========


 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, 1997
                                
                           (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.

(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 of  the  Partnership.
     Robert  P.  Johnson, the President and sole  shareholder  of
     AFM,  serves  as  the  Individual  General  Partner  of  the
     Partnership.   An  affiliate of AFM,  AEI  Fund  Management,
     Inc.,  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.  Under the terms of  the
     Restated  Limited  Partnership  Agreement,  24,000   Limited
     Partnership Units are available for subscription  which,  if
     fully   subscribed,  will  result  in  contributed   Limited
     PartnersO capital of $24,000,000.  The Partnership commenced
     operations  on  May  1, 1997 when minimum  subscriptions  of
     1,500  Limited Partnership Units ($1,500,000) were accepted.
     At  September30,  1997,  4,596.787 Units  ($4,596,787)  were
     subscribed  and  accepted by the Partnership.   The  General
     Partners have contributed capital of $1,000.
     
     During the operation of the Partnership, 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 the Partnership's 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
                           (Continued)
                                
(2)  Organization - (Continued)

     For  tax  purposes,  profits  from  operations,  other  than
     profits  attributable  to  the  sale,  exchange,  financing,
     refinancing   or  other  disposition  of  the  Partnership's
     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 the Partnership's 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)  Summary of Significant Accounting Policies -

     Financial Statement Presentation
     
      The  accounts  of  the Partnership are  maintained  on  the
      accrual  basis  of accounting for both federal  income  tax
      purposes and financial reporting purposes.
     
     Accounting Estimates
     
      Management  uses  estimates and  assumptions  in  preparing
      these  financial  statements in accordance  with  generally
      accepted   accounting  principles.   Those  estimates   and
      assumptions may affect the reported amounts of  assets  and
      liabilities,  the  disclosure  of  contingent  assets   and
      liabilities,  and  the  reported  revenues  and   expenses.
      Actual results could differ from those estimates.
     
     Income Taxes
     
      The  income  or loss of the Partnership for federal  income
      tax  reporting  purposes is includable in  the  income  tax
      returns  of the partners.  Accordingly, no recognition  has
      been  given  to income taxes in the accompanying  financial
      statements.
     
                                
        AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)
                                
(3)  Summary of Significant Accounting Policies - (Continued)

      The  tax  return, the qualification of the  Partnership  as
      such  for  tax  purposes, and the amount  of  distributable
      Partnership  income or loss are subject to  examination  by
      federal   and  state  taxing  authorities.   If   such   an
      examination  results  in  changes  with  respect   to   the
      Partnership  qualification or in changes  to  distributable
      Partnership  income  or  loss, the taxable  income  of  the
      partners would be adjusted accordingly.
     
     Real Estate
      
      All  of  the  properties to be purchased by the Partnership
      will be leased under long-term triple net leases.
      
      The  building  and  equipment of the  Partnership  will  be
      depreciated  using the straight-line method  for  financial
      reporting  purposes based on estimated useful lives  of  25
      years and 5 years, respectively.
      
(4)Investments in Real Estate -

     In  October, 1997, the Partnership entered into an agreement
     to  purchase a 40% interest in a TGI Friday's restaurant  in
     Greensburg, Pennsylvania.  The purchase price for the entire
     property  will  be approximately $1,650,000.   The  property
     will  be  leased to Ohio Valley Bistros, Inc. under a  Lease
     Agreement with a primary term of 15 years and annual  rental
     payments  of  approximately $169,000.  An affiliate  of  the
     Partnership is expected to acquire the remaining interest.
     
(5)  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.
     
(6)  Fair Value of Financial Instruments -

     The   carrying  value  of  certain  assets  and  liabilities
     approximates fair value.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS

Results of Operations

        For  the  nine  months  ended  September  30,  1997,  the
Partnership earned $49,053 in investment income from subscription
proceeds  which  were  invested  in  a  short-term  money  market
account.  This investment income constituted 100% of total income
for  the  period.  The percentage of total income represented  by
investment income declines as subscription proceeds are  invested
in properties.


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

       During the first nine months of 1997, the Partnership paid
Partnership  administration expenses  to  affiliated  parties  of
$92,272.   These administration expenses include initial start-up
costs  and  administrative  expenses associated  with  processing
distributions, reporting requirements and correspondence  to  the
Limited  Partners.   During  the  same  period,  the  Partnership
incurred   Partnership  administration  expenses  from  unrelated
parties  of  $249.  These expenses represent direct  payments  to
third  parties  for legal and filing fees, direct  administrative
costs, outside audit and accounting costs, and other costs.   The
administrative expenses decrease after completion of the offering
and acquisition phases of the Partnership's operations.

        The  Partnership distributes all of its net income during
the  offering  and  acquisition phases, and if net  income  after
deductions  for  depreciation  is  not  sufficient  to  fund  the
distributions,  the  Partnership may distribute  other  available
cash that constitutes capital for accounting purposes.

         As   of  September  30,  1997,  the  Partnership's  cash
distribution rate was 7.0% on an annualized basis.   Pursuant  to
the  Partnership Agreement, distributions of Net Cash  Flow  were
allocated  97%  to  the Limited Partners and 3%  to  the  General
Partners.

Liquidity and Capital Resources

       The Partnership's primary sources of cash will be proceeds
from  the  sale  of Units, investment income, rental  income  and
proceeds  from the sale of property.  Its primary  uses  of  cash
will  be  investment  in  real properties,  payment  of  expenses
involved  in  the  sale  of  units,  the  organization   of   the
Partnership, the management of properties, the administration  of
the Partnership, and the payment of distributions.

        The Partnership Agreement requires that no more than  15%
of  the  proceeds from the sale of Units be applied  to  expenses
involved  in the sale of Units (including Commissions)  and  that
such expenses, together with acquisition expenses, not exceed 20%
of  the proceeds from the sale of Units.  As set forth under  the
caption  "Estimated  Use  of Proceeds"  of  the  Prospectus,  the
General  Partners  anticipate that 15% of such proceeds  will  be
applied  to cover organization and offering expenses if only  the
minimum proceeds are obtained and that 14% of such proceeds  will
be applied to such expenses if the maximum proceeds are obtained.
To   the  extent  organization  and  offering  expenses  actually
incurred  exceed 15% of proceeds, they are borne by  the  General
Partners.

        During  the offering of Units, the Partnership's  primary
source  of cash flow will be from the sale of Limited Partnership
Units.    The  Partnership  commenced  its  offering  of  Limited
Partnership Units to the public through a registration  statement
which  became effective January 10, 1997 and will continue  until
January 9, 1998, subject to extension to January 9, 1999  if  all
24,000 Limited Partnership Units are not sold before then.   From
January  10, 1997 to May 1, 1997, the minimum number  of  Limited
Partnership  Units  (1,500) needed to form the  Partnership  were
sold on May 1, 1997, a total of 1,629.201 Units ($1,629,201) were
transferred  into the Partnership.  Through September  30,  1997,
the  Partnership raised a total of $4,596,787 from  the  sale  of
4,596.787  Units.   From subscription proceeds,  the  Partnership
paid  organization  and  syndication costs  (which  constitute  a
reduction of capital) of $689,518.


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

        Before the acquisition of all such properties, cash  flow
from  operating activities is not significant.  Net income, after
adjustment for depreciation, is lower during the first few  years
of  operations as administrative expenses remain high and a large
amount  of the Partnership's assets remain invested on  a  short-
term  basis in lower-yielding cash equivalents.  Net income  will
become   the  largest  component  of  cash  flow  from  operating
activities  and  the  largest component of cash  flow  after  the
completion of the acquisition phase.

        The Partnership Agreement requires that all proceeds from
the  sale  of  Units be invested or committed  to  investment  in
properties  by  the  later of two years after  the  date  of  the
Prospectus or six months after termination of the offer and  sale
of  Units.  While the Partnership is purchasing properties,  cash
flow from investing activities (investment in real property) will
remain  negative  and will constitute the principal  use  of  the
Partnership's available cash flow.

         In  October,  1997,  the  Partnership  entered  into  an
agreement to purchase a 40% interest in a TGI Friday's restaurant
in  Greensburg, Pennsylvania.  The purchase price for the  entire
property will be approximately $1,650,000.  The property will  be
leased to Ohio Valley Bistros, Inc. under a Lease Agreement  with
a  primary  term  of  15  years and  annual  rental  payments  of
approximately  $169,000.   An affiliate  of  the  Partnership  is
expected to acquire the remaining interest.

         After   completion   of  the  acquisition   phase,   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.

        Until  capital is invested in properties, the Partnership
will  remain  extremely  liquid.  After  completion  of  property
acquisitions,  the Partnership will attempt to  maintain  a  cash
reserve  of  only  approximately  1%  of  subscription  proceeds.
Because properties are purchased for cash and leased under triple-
net   leases,  this  is  considered  adequate  to  satisfy   most
contingencies.


                   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.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

       None.

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

       None

                                
                   PART II - OTHER INFORMATION
                           (Continued)
                                
ITEM 5. OTHER INFORMATION

       None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

       a. Exhibits -
                         Description

          10.1    Sale   and   Leaseback   Financing
                  Commitment dated May 13, 1997 between  AEI
                  Fund  Management,  Inc.  and  Ohio  Valley
                  Bistros,  Inc. relating to  the  sale  and
                  leaseback of a TGI Friday's restaurant  at
                  #1507,   Rural   Route   #6,   Greensburg,
                  Pennsylvania.

          10.2    Assignment  of  Sale  and  Leaseback
                  Financing  Commitment  dated  November  4,
                  1997,  between  the  Partnership  and  AEI
                  Fund  Management,  Inc.  relating  to  the
                  sale  and  leaseback  of  a  TGI  Friday's
                  restaurant  at  #1507,  Rural  Route   #6,
                  Greensburg, Pennsylvania.

            27    Financial Data Schedule  for  period
                  ended September 30, 1997.

       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 7, 1997      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)