UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K

 X      Annual Report Pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934  [Fee Required]

        For the fiscal year ended December 31, 1995
                                       or
        Transition Report Pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 [No Fee Required]

        For the transition period from _____ to _____

Commission file number:  0-15514  

                      AMERICAN ENTERTAINMENT PARTNERS L.P.
              Exact name of registrant as specified in its charter


       Delaware                                            06-1183659
State or other jurisdiction of              I.R.S. Employer Identification No.
incorporation or organization

3 World Financial Center, New York, New York
29th Floor Attn: Andre Anderson                               10285-2900 
Address of principal executive offices                         Zip Code

Registrant's telephone number, including area code:  (212) 526-3237

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

                Depositary Units of Limited Partnership Interest
                                 Title of Class

Indicate by check mark whether the registrant (1) has 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

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K.  [ X ]

As of January 31, 1996, there were 63,793.25 depositary units of limited
partnership interests outstanding, of which all but 5 of such units were held
by non-affiliates.  The aggregate market value of those interests is not
determinable because there is no active public market trading in the units.

Documents Incorporated by Reference:  Portions of Parts II, III and IV are
incorporated by reference to the Partnership's Annual Report to Unitholders for
the year ended December 31, 1995

                                     PART I

Item 1.  Business

(a) General
American Entertainment Partners L.P. (the "Partnership") was organized May 2,
1986 under the laws of the State of Delaware as a limited partnership.  Through
its participation in Amercent Films (the "Joint Venture"), a joint venture with
Twentieth Century Fox Film Corporation ("Fox"), the Partnership produced,
financed, acquired interests in and continues to exploit feature length motion
picture films.

A public offering (the "Offering") of depositary units of limited partnership
interests (the "Units") was completed in July 1986 by the Partnership.  A total
of 63,793.25 Units were sold at $1,000 per Unit, for aggregate offering
proceeds of $63,793,250.

The general partner of the Partnership is AEP Premiere Corporation, a Delaware
corporation (the "General Partner") (see Item 10).  The Partnership has certain
consultation rights and, through a committee of the Joint Venture, may be
called upon to make certain determinations with respect to such films.  Fox,
however, has day-to-day control of creative and artistic matters in connection
with films in which the Joint Venture invests.

Joint Venture Films, Participation Films and Additional Films
The films which the Partnership acquired interests or participations in can be
classified into three categories.  First, the Joint Venture produced "Joint
Venture Films" pursuant to the product origination agreement with Fox (the
"Product Origination Agreement").  To produce a Joint Venture Film, the Joint
Venture engaged Fox under a production services agreement (the "Production
Services Agreement") to produce such film on behalf of the Joint Venture and to
provide all production services necessary to complete and deliver the film to
the Joint Venture.  The second category of films in which the Joint Venture
invested were films in which the Joint Venture acquired participations
("Participation Films").  Participation Films are films acquired by another
joint venture in which Fox has an interest. The Joint Venture does not own any
of the rights in the Participation Films but instead the Partnership made
capital contributions to the Joint Venture which were used to acquire
participation s in such films.  The third category of films, "Additional
Films," were films which did not meet the criteria as a Joint Venture Film but
which the Joint Venture could have, upon agreement of Fox and the Partnership,
acquired.

The Joint Venture has invested all the net proceeds of the Offering in films,
therefore, no additional investments in films will be made by the Joint
Venture.

Distribution Agreement and Revenues of the Joint Venture
The Joint Venture Films are distributed pursuant to a distribution agreement
between the Joint Venture and Fox (the "Distribution Agreement"), but Fox is
responsible for and makes all decisions with respect to distribution.  A
distribution committee of the Joint Venture, consisting of one designee of Fox
and two designees of the Partnership (the "Distribution Committee"), has the
right to consult periodically with Fox concerning the distribution of Joint
Venture Films.  Although the Distribution Committee supervises Fox's
performance as a distributor, the Distribution Agreement does not set forth any
objective standards to measure Fox's performance as a distributor and does not
impose minimum commitment obligations with respect to the distribution and
exploitation of Joint Venture Films.  The Distribution Committee, however, is
responsible for certain decisions including, among others, the exercise by the
Joint Venture of the Joint Venture's right not to produce a film by reason of
 certain interests of third party participants in the film.

The Joint Venture receives all of the net proceeds from the Joint Venture Films
in accordance with the terms of the Distribution Agreement.  The terms of the
Distribution Agreement are disclosed in a Joint Venture agreement (the "Joint
Venture Agreement") which is incorporated by reference to the Partnership's
Registration Statement No. 33-5393 on Form S-1 as filed with the Securities and
Exchange Commission on July 2, 1986.

Films in Release
The Partnership's percentage participation in the films in which the
Partnership has an interest through the Joint Venture, and certain other
information, is set forth below:

                                        Amount                  Partnership's
                                        Contributed             Percentage
                        Release         to Joint                Participation in
Title                   Date            Venture                 Net Proceeds
Joint Venture Films:
Black Widow             February 1987   $ 4,405,428             34.79%
Project X               April 1987        6,259,399             31.18
Predator                June 1987         6,691,070             30.13
Revenge of the
  Nerds II: Nerds in
  Paradise              July 1987         3,463,408             34.87
Wall Street             December 1987     5,284,830             29.82
Broadcast News          December 1987     7,000,000             26.11
Off Limits              March 1988        3,874,389             32.61
                                         36,978,524

Participation Films:
Aliens                  July 1986         3,500,000             12.65
The Fly                 August 1986       1,750,000             15.25
Jumpin' Jack Flash      October 1986      6,471,363             30.66
                                         11,721,363

Additional Film:
The Pick-Up Artist      September 1987    5,417,693             33.10

                                        $54,117,580

Competition
Distribution of motion pictures is a highly competitive business.  Fox competes
with several other prominent motion picture distributors, some of which have
substantially greater financial and personnel resources, in licensing motion
pictures to theaters and other markets.  The Partnership's films currently are
appearing primarily in ancillary markets such as domestic and foreign
syndication, basic cable and home video.  In addition to distributing the
motion pictures of the Joint Venture in these markets, Fox is distributing
other motion pictures produced by or on behalf of Fox and motion pictures as to
which Fox has acquired distribution rights.  These films, as well as films
released by other motion picture distributors, are competing with films which
the Joint Venture produced and films in which it has participations.

Relationship with Fox
Although Fox had substantial discretion with respect to other aspects of the
films, because all the films have been produced, Fox currently has substantial
discretion only in the distribution of films in which the Joint Venture has an
interest.  

The Joint Venture's (and therefore the Partnership's) receipt of net proceeds
from the exploitation of the films is dependent upon the compliance by Fox with
its obligations under agreements entered into between it and the Joint Venture.
The term "net proceeds" is utilized solely as a measuring device to calculate
amounts payable to the Joint Venture by Fox and no specific funds will be
segregated for payment to the Joint Venture.  Fox's payment obligations are not
secured, and the Joint Venture relies on the general credit of Fox to receive
any amounts due to it.

Fox Buy-Out Option
Pursuant to the terms of the Partnership Agreement, Fox's right to purchase the
Partnership's interest in the Joint Venture films at an appraised fair market
value determined by an independent, third-party appraisal commenced on June 30,
1995.  To date, the Partnership has received no indication that Fox intends to
exercise this option.   It is uncertain as of the filing of this report when or
if Fox might elect to exercise this option.

Changes in the Motion Picture Industry
The entertainment business in general, and the motion picture business in
particular, has undergone significant changes, primarily due to technological
developments such as the advent of home video equipment.  While these
developments have resulted in the availability of alternative forms of leisure
time entertainment, which may have a negative impact on the Partnership's films
while in domestic theatrical release, the developments have also resulted in
additional sources of revenue for the Partnership's films. During the last
several years, revenues from domestic pay television have increased (although
the increases have moderated), and revenues from video cassettes and foreign
television have increased significantly.  Other technologies continue to be
developed.  The level of domestic theatrical success, however, remains a
critical factor in generating revenues in the ancillary markets where the
Partnership's films are currently distributed. Given the rapidity of
technological development and shifting consumer tastes, it is impossible to
predict what effect these technological and other changes will have on the
potential overall revenues for the Joint Venture's feature length motion
pictures in the future.

Employees
The Partnership has no employees.  


ITEM 2.  Properties

The principal offices of the Partnership and the General Partner are located at
3 World Financial Center, 29th Floor, New York, New York.  The Partnership pays
no rent.  All other charges for space and administrative facilities are borne
by an affiliate of the General Partner.


ITEM 3.  Legal Proceedings

The Registrant is not a party to any material pending legal proceedings.


ITEM 4.  Submission of Matters to a Vote of Security Holders

None.

	PART II


ITEM 5.  Market for the Partnership's Limited Partnership Interests and Related
Security Holder Matters

(a)(b)  Market Information and Holders - The Partnership is a limited
partnership and there is no established public market for the Partnership's
Units.  As of December 31, 1995 there were 8,825 holders of record
("Unitholders") of the Partnership's Units.

(c)     Distributions - Incorporated by reference to the sections "Cash
Distributions", "Financial Highlights" and Note 3 of the Notes to Financial
Statements of the Partnership's Annual Report to Unitholders for the year ended
December 31, 1995, which is filed as an exhibit under Item 14 and incorporated
herein by reference.


ITEM 6.  Selected Financial Data

Incorporated by reference to the "Financial Highlights" table of the
Partnership's Annual Report to Unitholders for the year ended December 31,
1995.

ITEM 7.  Management's Discussion and Analysis of Financial Condition and
Results of Operations

Liquidity and Capital Resources

The Partnership's principal source of funds is the proceeds received from Fox
pursuant to the Distribution Agreement, as defined in the Partnership's
prospectus.  According to the terms set forth in the Partnership Agreement,
effective January 1993, the Partnership receives proceeds from Fox on an annual
basis.  Accordingly, all future cash distributions from the Partnership's
investment in the Joint Venture films will be paid to Limited Partners on an
annual basis.

Pursuant to the terms of the Partnership Agreement, Fox's option to purchase
the Partnership's interests in the Joint Venture films at an appraised fair
market value determined by an independent third party appraisal commenced on
June 30, 1995.  At present, the Partnership has received no indication that Fox
intends to exercise this option.

The Partnership's cash balance at December 31, 1995 was approximately
$3,454,000 as compared to approximately $2,142,000 at December 31, 1994.  The
$1,312,000 increase is primarily attributable to the collection of prior year
receivables from Fox partially offset by the payment of the following: i) the
1994 cash distribution of approximately $1,538,000 in February 1995, ii) the
payment of the Partnership's 1994 annual management fee in 1995 and iii) the
payment of 1995 Partnership expenses.  The Partnership's cash balance is
expected to provide sufficient liquidity to enable the Partnership to meet its
expenses.

In February 1996, the Partnership paid the 1995 annual distribution totaling
$2,740,174 of which $2,712,772 or $42.52 per Unit was paid to the Limited
Partners and $27,402 was paid to the General Partner.

During the third quarter of 1993, the General Partner engaged an independent
audit firm to perform a distribution audit to ensure that the Partnership is
receiving its allocable share of the revenues generated by the Joint Venture
films.  The audit was completed during the second quarter of 1994, and the
results indicated that, overall, Fox has properly allocated revenues to the
Partnership.  Nevertheless, it was determined that approximately $260,000 of
additional revenue was owed to the Partnership by Fox, of which approximately
$185,000 was received by the Partnership during 1994.  In accordance with a
settlement agreement between Fox and the Partnership executed in January 1995,
the Partnership received the remaining $75,000 on February 2, 1995.

The Partnership's receivable from Fox balance totaled approximately $277,000 at
December 31, 1995 compared to approximately $2,351,000 at December 31, 1994.
The decrease is due to the collection in 1995 of motion picture revenue from
Fox and the collection of $75,000 from Fox on February 2, 1995 mentioned above,
partially offset by the Joint Venture's recognition of motion picture revenue
for 1995.  


Results of Operations

1995 compared to 1994
For the year ended December 31, 1995, the Partnership reported net income of
approximately $730,000 as compared to approximately $1,750,000 for the same
period in 1994.  The decrease in net income is primarily the result of
decreases in revenues from motion picture exploitation.  Motion picture profits
are based on current estimates of ultimate film revenues and costs.  These
estimates are subject to review periodically as more information about a film's
distribution becomes available.  Such reviews can result in significant
adjustments to prior estimates.

For the year ended December 31, 1995, the Partnership recognized revenues from
motion picture exploitation and amortization of motion picture costs with
respect to its investment in the released films of approximately $1,046,000 and
$46,000, respectively, compared to $2,255,000 and $215,000 during 1994.  The
decreases in revenues from motion picture exploitation and amortization of
motion picture costs are primarily attributable to the mature stage of the
films.  The Partnership currently receives revenues from the distribution of
the films in ancillary markets.

Interest income for the year ended December 31, 1995 totaled $49,000 compared
to $26,000 during 1994.  The increase is primarily due to higher interest rates
earned on the Partnership's cash balance.

1994 compared to 1993
For the year ended December 31, 1994, the Partnership recognized revenues from
motion picture exploitation and amortization of motion picture costs with
respect to its investment in the released films of approximately $2,255,000 and
$215,000, respectively, as compared to approximately $2,236,000 and $244,000,
for the year ended December 31, 1993.  The Partnership currently receives
revenues from the distribution of the films in ancillary markets.

For the year ended December 31, 1994, the Partnership reported net income of
approximately $1,750,000, as compared to net income of approximately $1,643,000
for the year ended December 31, 1993.  The increase in net income is primarily
the result of a decrease in professional fees, an increase in interest income
and an increase in revenues from motion picture exploitation.  Motion picture
profits are based on current estimates of ultimate film revenues and costs.
These estimates are subject to review periodically as more information about a
film's distribution becomes available.  Such reviews can result in significant
adjustments to prior estimates.

Interest income increased from approximately $16,000 for the year ended
December 31, 1993 to approximately $26,000 for the year ended December 31, 1994
primarily as a result of the Partnership maintaining a higher average invested
cash balance during 1994 and an increase in interest rates.

Professional fees for the years ended December 31, 1994 and 1993, were
approximately $35,000 and $85,000, respectively.  The decrease is attributable
to consulting fees incurred in 1993 associated with the evaluation of a
potential buy-out by Fox of the Partnership's interests in the Joint Venture
films, a reduction in the Partnership's 1994 annual audit fee and a decrease
during 1994 in expenses associated with the film distribution audit.


ITEM 8.  Financial Statements and Supplementary Data

Incorporated by reference to the Partnership's Annual Report to Unitholders for
the year ended December 31, 1995.  For a listing of financial statements and
schedules, see Item 14a. 


ITEM 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure

None.

	PART III


ITEM 10.  Directors and Executive Officers of the Partnership

The General Partner of the Partnership is AEP Premiere Corporation, a Delaware
corporation formed on May 20, 1985.  It is an affiliate of Lehman Brothers Inc.
("Lehman Brothers").

Certain officers and directors of the General Partner are now serving (or in
the past have served) as officers or directors of entities which act as general
partners of a number of real estate limited partnerships which have sought
protection under the provisions of the federal Bankruptcy Code.  The
partnerships which have filed bankruptcy petitions own real estate which has
been affected adversely by the economic conditions in the markets in which that
real estate is located and, consequently, the partnerships sought protection of
the bankruptcy laws to protect the partnerships' assets from loss through
foreclosure.

        Name                           Office
    Moshe Braver             Director & President
    Joseph Donaldson         Vice President & Chief Financial Officer

Moshe Braver, 42, is currently a Managing Director of Lehman Brothers and has
held such position since October 1985.  During this time, he has held positions
with the Business Analysis Group, International and Capital Markets
Administration and currently, with the Diversified Asset Group.  Mr. Braver
joined Shearson Lehman Brothers in August 1983 as Senior Vice President.  Prior
to joining Shearson, Mr. Braver was employed by the accounting firm of Coopers
& Lybrand from January 1975 through August 1983 as an Audit Manager.  He
received a Bachelor of Business Administration degree from Bernard Baruch
College in January 1975 and is a Certified Public Accountant.

Joseph Donaldson, 32, serves as a Vice President of Lehman Brothers in its
Diversified Asset Group and has held such position since November 1990.  From
October 1988 to October 1990, Mr. Donaldson held the position of Assistant
Manager with the Internal Audit Department of Citibank's Investment Bank.
Prior to that, Mr. Donaldson was employed with Price Waterhouse and Company.
Mr. Donaldson received a B.B.A. in accounting from the University of Georgia
and is a Certified Public Accountant.  


ITEM 11.  Executive Compensation

Neither the General Partner nor any of its officers or directors received any
compensation from the Partnership.


ITEM 12.  Security Ownership of Certain Beneficial Owners and Management

(a)     Security Ownership of Certain Beneficial Owners - No person is known to
        beneficially own in excess of 5% of the Units of the Partnership.

(b)     Security Ownership of Management - No officers or directors of the
        General Partner beneficially owned any Units of the Partnership as of
        December 31, 1995.

(c)	Changes in Control - None


ITEM 13.  Certain Relationships and Related Transactions

The Partnership's operations relating to the production, acquisition of
interests and participations and exploitation of films through the Joint
Venture involves the following agreements with Fox:  Joint Venture Agreement,
Product Origination Agreement, Production Services Agreement (with respect to
Joint Venture Films produced by Fox as the production services company),
Participation Agreement and Distribution Agreement.  See the Joint Venture
Agreement which is incorporated by reference to the Partnership's Registration
Statement No. 33-5393 on Form S-1 as filed with the Securities and Exchange
Commission on July 2, 1986. 

First Data Investor Services Group, formerly The Shareholder Services Group,
provides partnership accounting and investor relations services for the
Partnership.  Prior to May 1993, those services were provided by an affiliate
of the General Partner.  Transfer agent services and certain tax reporting
services are provided by Service Data Corporation.  Both First Data Investor
Services Group and Service Data Corporation are unaffiliated companies.

For additional information on related transactions with affiliates, see notes
5, 6 and 7 of the Notes to the Financial Statements of the Partnership's Annual
Report to Unitholders for the year ended December 31, 1995, which is
incorporated herein by reference.

       PART IV

ITEM 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K

(a) The following documents are filed as part of this report:

	1.  Financial Statements
	AMERICAN ENTERTAINMENT PARTNERS L.P.
	(a Delaware limited partnership)

	INDEX TO FINANCIAL STATEMENTS

Statements of Financial Condition
        As of December 31, 1995 and 1994                        (1)
Statements of Partners' Capital
        For the years ended December 31, 1995, 1994 and 1993    (1)
Statements of Operations
        For the years ended December 31, 1995, 1994 and 1993    (1)
Statements of Cash Flows
        For the years ended December 31, 1995, 1994 and 1993    (1)
Notes to the Financial Statements                               (1)
Report of Independent Auditors                                  (1)

(1)     Incorporated by reference to the Partnership's Annual Report to
        Unitholders for the year ended December 31, 1995.

	2.  Financial Statement Schedules

                No financial statement schedules have been filed as part of
                this report as none are required.

        3.  Exhibits
                                                                    Exhibit No.

                * Certificate of Limited Partnership                  3 (b)
                * Certificate of Limited Partnership                  3 (a)
                * Form of Agreement of Limited Partnership            3 (b)
                * Form of Joint Venture Agreement                    10 (b)
                * Form of Distribution Rights Acquisition Agreement  10 (c)
                * Form of Production Services Agreement              10 (d)
                * Form of Product Origination Agreement              10 (e)
                * Form of Participation Agreement                    10 (f)
		* Form of Guarantee									10 (g)
                  Annual Report to Unitholders for the year ended
                  December 31, 1995                                  13 (a)
                  Financial Data Schedule                            27


                * Incorporated by reference to the Partnership's Registration
                Statement No. 33-5393 on Form S-1 as filed with the Securities
                and Exchange Commission on July 2, 1986.


(b)	 Reports on Form 8-K

                No reports on Form 8-K were filed during the last quarter of
                the year ended December 31, 1995.

                 SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.  


Dated: March 22, 1996


                AMERICAN ENTERTAINMENT PARTNERS L.P.

                BY:     AEP Premiere Corporation
                        General Partner

                BY:     /s/ Moshe Braver
                Name:   Moshe Braver
                Title:  Director and President


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated. 




                AEP PREMIERE CORPORATION
                General Partner





Date: March 22, 1996
                BY:     /s/ Moshe Braver
                        Moshe Braver
                        Director and President





Date: March 22, 1996
                BY:     /s/ Joseph Donaldson
                        Joseph Donaldson
                        Vice President and
                        Chief Financial Officer




	American Entertainment Partners L.P.
	EXHIBIT 13(a)