AEI INCOME & GROWTH FUND 24 LLC
SB-2, EX-3.1, 2000-12-29
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                                                STATE OF DELAWARE
                                                SECRETARY OF STATE
                                                DIVISION OF CORPORATIONS
                                                FILED 09:00 AM 11/21/2000
                                                001586863-3319052



                    CERTIFICATE OF FORMATION

                              OF

                    AEI INCOME & GROWTH FUND 24, LLC


     This  certificate of Formation  of   AEI Income & Growth
Fund 24,  LLC (the "Company") is executed and  filed  by  the
undersigned  as authorized person to form a limited liability
company  under  the  Delaware  Limited  Liability Company Act
(the "Act").

     1.   The name of the Company is AEI Income & Growth Fund
          24, LLC.

     2.   The address of the registered office of the Company
          in  the  State of Delaware is The Corporation Trust
          Company,  located at Corporation Trust Center, 1209
          Orange   Street,  Wilmington,  New  Castle  County,
          Delaware 19801.

     3.   The  name  and  address of the registered agent for
          service of process on  the  Company in the State of
          Delaware is The Corporation  Trust Company, located
          at Corporation Trust  Center, 1209  Orange  Street,
          Wilmington, New Castle County, Delaware 19801.

     IN WITNESS WHEREOF, the undersigned has executed this
     Certificate of Formation this 14th day of November,
     2000.


     By AEI Fund Management XXI, Inc.
     Its Managing Member


     /s/ Robert P Johnson
     By  Robert P Johnson
     Its President


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