FIRST AMENDMENT TO NET LEASE AGREEMENT


      THIS  AMENDMENT TO NET  LEASE AGREEMENT, made  and  entered
into effective as of the 31st day of August, 1999, by and between
AEI  Income  & Growth Fund XXII Limited Partnership, a  Minnesota
limited  partnership whose corporate general partner is AEI  Fund
Management  XXI,  Inc.,  a Minnesota corporation  ("Fund  XXII"),
whose  principal business address is 1300 Minnesota  World  Trade
Center,  30  East  Seventh  Street,  St.  Paul,  Minnesota  55101
(hereinafter  referred to as "Lessor"), and Tumbleweed,  Inc.,  a
Delaware corporation and successor by merger to Tumbleweed, LLC.,
a  Kentucky limited liability company (hereinafter referred to as
"Lessee"),  whose  principal business address  is  1900  Mellwood
Avenue, Louisville, Kentucky;

                          WITNESSETH:

     WHEREAS, Lessor is the fee owner of a certain parcel of real
property  and  improvements located at Fort  Wayne,  and  legally
described   in  Exhibit  "A",  which  is  attached   hereto   and
incorporated herein by reference; and

       WHEREAS,   Lessee   has  constructed  the   building   and
improvements  (together  the "Building")  on  the  real  property
described  in  Exhibit "A", which Building is  described  in  the
plans and specifications heretofore submitted to Lessor; and

      WHEREAS,  Lessee and Lessor have entered into that  certain
Net  Lease  Agreement  dated  November  25,  1998  (the  "Lease")
providing for the lease of said real property and Building  (said
real property and Building hereinafter referred to as the "Leased
Premises"),  from  Lessor upon the terms and  conditions  therein
provided in the Lease;

      NOW,  THEREFORE,  in  consideration of  the  Rents,  terms,
covenants, conditions, and agreements hereinafter described to be
paid, kept, and performed by Lessee, including the completion  of
the  Building  and  other  improvements constituting  the  Leased
Premises, Lessee and Lessor do hereby agree to amend the Lease as
follows:


1.    Article 2(A) and (B) of the Lease shall henceforth read  as
follows:

ARTICLE 2.     TERM

      (A)   The term of this Lease ("Term") shall be Fifteen (15)
consecutive "Lease Years", as hereinafter defined, commencing  as
of  the date hereof, plus the period commencing November 25, 1998
("Occupancy Date") through August 31, 1999, with the contemplated
initial term hereof ending on August 31, 2014.


     (B)  The first full Lease Year shall commence on the date of
this First Amendment and continue through August 31, 2000.


2.   Article 4(A) of the Lease shall henceforth read as follows:


     ARTICLE 4.  RENT PAYMENTS

           (A)   Annual  Rent Payable for the first  Lease  Year:
Lessee  shall  pay to Lessor an annual Base Rent of  $130,941.29,
which amount shall be payable in advance on the first day of each
month  in equal monthly installments of $10,911.77 to Lessor   If
the  first  day  of  the Lease Term is not the  first  day  of  a
calendar  month, then the monthly Rent payable for  that  partial
month   shall  be  a  prorated  portion  of  the  equal   monthly
installment of Base Rent.

3.    Article  34 is hereby deleted in its entirety;  Lessor  and
Lessee  agree that the referenced Development Financing Agreement
is  terminated in accordance with its terms.  All other terms and
conditions of the Lease shall remain in full force and effect.

4.    Lessee has accepted delivery of the Leased Premises and has
entered into occupancy thereof;

5.    Lessee has fully inspected the Premises and found the  same
to be as required by the Lease, in good order and repair, and all
conditions  under the Lease to be performed by  the  Lessor  have
been satisfied;

6.    As of this date, the Lessor is not in default under any  of
the  terms, conditions, provisions or agreements of the Lease and
the  undersigned has no offsets, claims or defenses  against  the
Lessor with respect to the Lease.

7.    This  Agreement  may be executed in multiple  counterparts,
each  of which shall be deemed an original and all of which shall
constitute one and the same instrument.



      IN  WITNESS  WHEREOF, Lessor and Lessee  have  respectively
signed  and sealed this Lease as of the day and year first  above
written.




                     LESSEE:  Tumbleweed, Inc.,

                     By: /s/  Gregory A Compton
                       Its:   VP/ Secretary




STATE OF KENTUCKY   )
                    )SS.
COUNTY OF JEFFERSON)


      The  foregoing instrument was acknowledged before  me  this
30th  day  of August, 1999, by Gregory A Compton, as VP/Secretary
of Tumbleweed, Inc., on behalf of said corporation.

                        /s/ Lisa Wright Hale
                  Notary Public /s/commission expires 4-27-2003




          [Remainder of page intentionally left blank]



               LESSOR:

               AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

                         By:  AEI Fund Management XXI, Inc.

                         By:/s/ Robert P Johnson
                                Robert P. Johnson, President



STATE OF MINNESOTA  )
                              )SS.
COUNTY OF RAMSEY    )

     The foregoing instrument was acknowledged before me the 31st
day  of August, 1999, by Robert P. Johnson, the President of  AEI
Fund  Management  XXI,  Inc., a Minnesota corporation,  corporate
general  partner  of  AEI  Income  &  Growth  Fund  XXII  Limited
Partnership, on behalf of said limited partnership.

                         /s/ Barbara J Kochevar
                              Notary Public

[notary seal]