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, 2001
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, 2001 and December 31, 2000
Statements for the Periods ended September 30, 2001 and 2000:
Income
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
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
BALANCE SHEET
SEPTEMBER 30, 2001 AND DECEMBER 31, 2000
(Unaudited)
ASSETS
2001 2000
CURRENT ASSETS:
Cash and Cash Equivalents $ 685,606 $ 572,279
Receivables 0 28,040
----------- -----------
Total Current Assets 685,606 600,319
----------- -----------
INVESTMENTS IN REAL ESTATE:
Land 4,956,627 5,010,783
Buildings and Equipment 8,055,564 7,491,306
Construction in Progress 0 616,286
Accumulated Depreciation (698,986) (477,061)
----------- -----------
Net Investments in Real Estate 12,313,205 12,641,314
----------- -----------
Total Assets $12,998,811 $13,241,633
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Payable to AEI Fund Management, Inc. $ 8,784 $ 21,606
Distributions Payable 297,392 300,145
Unearned Rent 7,771 0
----------- -----------
Total Current Liabilities 313,947 321,751
----------- -----------
PARTNERS' CAPITAL (DEFICIT):
General Partners (14,245) (40,033)
Limited Partners, $1,000 Unit Value;
24,000 Units authorized; 16,917 Units issued;
16,596 and 16,657 Units outstanding in
2001 and 2000, respectively 12,699,109 12,959,915
----------- -----------
Total Partners' Capital 12,684,864 12,919,882
----------- -----------
Total Liabilities and Partners' Capital $12,998,811 $13,241,633
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
STATEMENT OF INCOME
FOR THE PERIODS ENDED SEPTEMBER 30
(Unaudited)
Three Months Ended Nine Months Ended
9/30/01 9/30/00 9/30/01 9/30/00
INCOME:
Rent $ 311,205 $ 277,210 $ 897,647 $ 848,902
Investment Income 4,007 27,904 73,509 59,672
--------- --------- --------- ---------
Total Income 315,212 305,114 971,156 908,574
--------- --------- --------- ---------
EXPENSES:
Partnership Administration -
Affiliates 55,937 45,252 149,648 123,290
Partnership Administration
and Property Management -
Unrelated Parties 6,956 4,349 29,160 21,568
Depreciation 86,547 75,313 240,994 239,278
--------- --------- --------- ---------
Total Expenses 149,440 124,914 419,802 384,136
--------- --------- --------- ---------
OPERATING INCOME 165,772 180,200 551,354 524,438
GAIN ON SALE OF REAL ESTATE 71,739 29,748 172,545 357,720
--------- --------- --------- ---------
NET INCOME $ 237,511 $ 209,948 $ 723,899 $ 882,158
========= ========= ========= =========
NET INCOME ALLOCATED:
General Partners $ 21,125 $ 6,299 $ 50,717 $ 26,465
Limited Partners 216,386 203,649 673,182 855,693
--------- --------- --------- ---------
$ 237,511 $ 209,948 $ 723,899 $ 882,158
========= ========= ========= =========
NET INCOME PER
LIMITED PARTNERSHIP UNIT
(16,596, 16,657, 16,616 and
16,755 weighted average
Units outstanding for the
periods, respectively) $ 13.04 $ 12.23 $ 40.51 $ 51.07
========= ========= ========= =========
The accompanying Notes to Financial Statements are an integral
part of this statement.
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE PERIODS ENDED SEPTEMBER 30
(Unaudited)
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 723,899 $ 882,158
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation 240,994 239,278
Gain on Sale of Real Estate (172,545) (357,720)
(Increase) Decrease in Receivables 28,040 (23,152)
Increase (Decrease) in Payable
to AEI Fund Management, Inc. (12,822) 15,011
Increase in Unearned Rent 7,771 35,626
----------- -----------
Total Adjustments 91,438 (90,957)
----------- -----------
Net Cash Provided By
Operating Activities 815,337 791,201
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investments in Real Estate (666,803) (1,411,006)
Proceeds from Sale of Real Estate 926,463 2,476,996
----------- -----------
Net Cash Provided By
Investing Activities 259,660 1,065,990
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase (Decrease) in Distributions Payable (2,753) 145,825
Distributions to Partners (911,256) (864,907)
Redemption Payments (47,661) (117,393)
----------- -----------
Net Cash Used For
Financing Activities (961,670) (836,475)
----------- -----------
NET INCREASE IN CASH
AND CASH EQUIVALENTS 113,327 1,020,716
CASH AND CASH EQUIVALENTS, beginning of period 572,279 247,401
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 685,606 $ 1,268,117
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
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, 1999 $(38,746) $13,176,233 $13,137,487 16,808.18
Distributions (20,706) (844,201) (864,907)
Redemption Payments (3,522) (113,871) (117,393) (150.86)
Net Income 26,465 855,693 882,158
--------- ----------- ----------- ----------
BALANCE, September 30, 2000 $(36,509) $13,073,854 $13,037,345 16,657.32
========= =========== =========== ==========
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
========= =========== =========== ==========
The accompanying Notes to Financial Statements are an integral
part of this statement.
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2001
(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 ($16,917,222).
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, 2001
(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 September 28, 2000, the Partnership purchased a 40%
interest in a Children's World daycare center in Golden,
Colorado for $671,846. 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
$66,344. The remaining interests in the property were
purchased by AEI Private Net Lease Millennium Fund Limited
Partnership and AEI Private Net Lease Fund 1998 Limited
Partnership, affiliates of the Partnership.
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2001
(Continued)
(3) Investments in Real Estate - (Continued)
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.
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 are owned by AEI Real
Estate Fund 85-A Limited Partnership and AEI Private Net
Lease Millennium Fund Limited Partnership, affiliates of the
Partnership.
Through September 30, 2001, the Partnership sold 76.0645% of
the Children's World in DePere, Wisconsin, in five separate
transactions, to unrelated third parties. The Partnership
received total net sale proceeds of $1,023,633, which
resulted in a total net gain of $146,096. The total cost
and related accumulated depreciation of the interests sold
was $903,229 and $25,692, respectively. For the nine months
ended September 30, 2001 and 2000, the net gain was $18,543
and $127,553, respectively.
During the nine months ended September 30, 2000, the
Partnership sold its interest in the Marie Callender's
restaurant, in five separate transactions, to unrelated
third parties. The Partnership received total net sale
proceeds of $1,035,799, which resulted in a total net gain
of $108,736. The total cost and related accumulated
depreciation of the interests sold was $937,897 and $10,834,
respectively.
During the nine months ended September 30, 2000, the
Partnership sold 35.5084% of the Hollywood Video store in
Saraland, Alabama, in three separate transactions, to
unrelated third parties. The Partnership received total net
sale proceeds of $595,850, which resulted in a total net
gain of $121,431. The total cost and related accumulated
depreciation of the interests sold was $489,267 and $14,848,
respectively.
AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2001
(Continued)
(3) Investments in Real Estate - (Continued)
During the nine months ended September 30, 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.
During the first nine months of 2001 and 2000, the
Partnership distributed $191,919 and $262,069 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 $11.43 and $15.54 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.
(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
Results of Operations
For the nine months ended September 30, 2001 and 2000, the
Partnership recognized rental income of $897,647 and $848,902,
respectively. During the same periods, the Partnership earned
investment income of $73,509 and $59,672, respectively. In 2001,
rental income increased as a result of additional rent received
from three property acquisitions in 2000 and 2001 and rent
increases on three properties. These increases in rental income
were partially offset by a decrease in rental income due to the
property sales discussed below. In 2001, additional investment
income was earned on the net proceeds from property sales.
During the nine months ended September 30, 2001 and 2000,
the Partnership paid Partnership administration expenses to
affiliated parties of $149,648 and $123,290, 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 $29,160 and $21,568, 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.
As of September 30, 2001, the Partnership's annualized
cash distribution rate was 7.1%, 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.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
Inflation has had a minimal effect on income from
operations. The Leases contain cost of living increases which
will result in an increase in rental income over the term of the
Leases. Inflation also may cause the Partnership's real estate
to appreciate in value. However, inflation and changing prices
may also have an adverse impact on the operating margins of the
properties' tenants which could impair their ability to pay rent
and subsequently reduce the Partnership's Net Cash Flow available
for distributions.
Liquidity and Capital Resources
During the nine months ended September 30, 2001, the
Partnership's cash balances increased $113,327 as a result of
cash generated from the sale of property, which was partially
offset by cash used to purchase property and the Partnership
distributed more cash to the Partners than it generated from
operating activities. Net cash provided by operating activities
increased from $791,201 in 2000 to $815,337 in 2001 as a result
of an increase in income in 2001, which was partially offset by
an increase in Partnership administration expenses in 2001 and
net timing differences in the collection of payments from the
lessees and the payment of expenses.
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, 2001 and 2000, the Partnership generated cash flow
from the sale of real estate of $926,463 and $2,476,996,
respectively. During the same periods, the Partnership expended
$666,803 and $1,411,006, respectively, to invest in real
properties (inclusive of acquisition expenses) as the Partnership
reinvested cash generated from property sales
On September 28, 2000, the Partnership purchased a 40%
interest in a Children's World daycare center in Golden, Colorado
for $671,846. 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 $66,344. The remaining
interests in the property were purchased by AEI Private Net Lease
Millennium Fund Limited Partnership and AEI Private Net Lease
Fund 1998 Limited Partnership, affiliates of the Partnership.
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.
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 are owned by AEI Real Estate Fund 85-A
Limited Partnership and AEI Private Net Lease Millennium Fund
Limited Partnership, affiliates of the Partnership.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
Through September 30, 2001, the Partnership sold 76.0645%
of the Children's World in DePere, Wisconsin, in five separate
transactions, to unrelated third parties. The Partnership
received total net sale proceeds of $1,023,633, which resulted in
a total net gain of $146,096. The total cost and related
accumulated depreciation of the interests sold was $903,229 and
$25,692, respectively. For the nine months ended September 30,
2001 and 2000, the net gain was $18,543 and $127,553,
respectively.
During the nine months ended September 30, 2000, the
Partnership sold its interest in the Marie Callender's
restaurant, in five separate transactions, to unrelated third
parties. The Partnership received total net sale proceeds of
$1,035,799, which resulted in a total net gain of $108,736. The
total cost and related accumulated depreciation of the interests
sold was $937,897 and $10,834, respectively.
During the nine months ended September 30, 2000, the
Partnership sold 35.5084% of the Hollywood Video store in
Saraland, Alabama, in three separate transactions, to unrelated
third parties. The Partnership received total net sale proceeds
of $595,850, which resulted in a total net gain of $121,431. The
total cost and related accumulated depreciation of the interests
sold was $489,267 and $14,848, respectively.
During the nine months ended September 30, 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.
During the first nine months of 2001 and 2000, the
Partnership distributed $191,919 and $262,069 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 $11.43 and $15.54 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.
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 is not obligated to
purchase in any year more than 5% of the number of Units
outstanding at the beginning of the 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, 2001, four Limited Partners redeemed a total
of 61.67 Partnership Units for $46,231 in accordance with the
Partnership Agreement. On October 1, 2001, two Limited Partners
redeemed a total of 39.02 Partnership Units for $29,272. The
Partnership acquired these Units using Net Cash Flow from
operations. In prior years, eleven Limited Partners redeemed a
total of 259.90 Partnership Units for $201,102. The redemptions
increase the remaining Limited Partner's ownership interest in
the Partnership.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
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.
Cautionary Statement for Purposes of the "Safe Harbor" Provisions
of the Private Securities Litigation Reform Act of 1995
The foregoing 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 investors;
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.
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 Purchase Agreement dated August 14, 2001 between the
Partnership and Munkberg Farms Inc. relating to the property
at 18601 Eagle Ridge, Golden, Colorado.
10.2 Property Co-Tenancy Ownership Agreement dated August
17, 2001 between the Partnership and Munkberg Farms Inc.
relating to the property at 18601 Eagle Ridge, Golden,
Colorado.
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: October 23, 2001 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)