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

                           FORM 10-KSB

             Annual Report Under Section 13 or 15(d)
             of The Securities Exchange Act of 1934

          For the Fiscal Year Ended:  December 31, 2004

                Commission file number:  0-14089

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
         (Name of small business issuer in its charter)

        State of Delaware                93-0926134
(State or other jurisdiction of     (I.R.S. Employer)
incorporation or organization)     Identification No.)

      30 East 7th Street, Suite 1300, St. Paul, Minnesota 55101
            (Address of principal executive offices)

                          (651) 227-7333
                    (Issuer's telephone number)

Securities registered pursuant to Section 12(b) of the Act:
                                 Name of each exchange on
     Title of each class             which registered
             None                          None

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

                      Limited Partnership Units
                        (Title of class)

Check  whether  the issuer (1) filed all reports required  to  be
filed by Section 13 or 15(d) of the Exchange Act during the  past
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

Check if disclosure of delinquent filers in response to Rule  405
of  Regulation  S-B  is  not  contained  in  this  Form,  and  no
disclosure  will  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-KSB or  any
amendment to this Form 10-KSB.[X]

The  Issuer's revenues for the year ended December 31, 2004  were
$249,955.

As  of  February  28,  2005, there were 7,228  Units  of  limited
partnership interest in the registrant outstanding and  owned  by
nonaffiliates  of  the registrant, which Units had  an  aggregate
market  value (based solely on the price at which they were  sold
since there is no ready market for such Units) of $7,228,000.

               DOCUMENTS INCORPORATED BY REFERENCE

 The registrant has not incorporated any documents by reference
                        into this report.

         Transitional Small Business Disclosure Format:

                         Yes        No [X]

                             PART I

ITEM 1.   DESCRIPTION OF BUSINESS.

         AEI   Real  Estate  Fund  XV  Limited  Partnership  (the
"Partnership" or the "Registrant") is a limited partnership which
was  organized pursuant to the laws of the State of  Delaware  on
October  3,  1986.   The  registrant is  comprised  of  AEI  Fund
Management  86-A, Inc. (AFM) as Managing General Partner,  Robert
P.  Johnson,  the  President and sole director  of  AFM,  as  the
Individual  General Partner, and purchasers of partnership  units
as  Limited  Partners.  The Partnership offered for  sale  up  to
$7,500,000 of limited partnership interests (the "Units")  (7,500
Units  at  $1,000 per Unit) pursuant to a registration  statement
effective July 31, 1986. The Partnership commenced operations  on
October  3,  1986  when minimum subscriptions  of  1,300  Limited
Partnership  Units ($1,300,000) were accepted.  The Partnership's
offering   terminated  December  30,  1986   when   the   maximum
subscription   limit   of   7,500   Limited   Partnership   Units
($7,500,000) was reached.

        The Partnership was organized to acquire, initially on  a
debt-free   basis,  existing  and  newly  constructed  commercial
properties located in the United States, to lease such properties
to  tenants under triple net leases, to hold such properties  and
to  eventually sell such properties.  From subscription proceeds,
the  Partnership  purchased eight properties,  including  partial
interests in three properties, totaling $6,409,650.  The  balance
of  the  subscription  proceeds was applied to  organization  and
syndication  costs,  working capital reserves and  distributions,
which  represented a return of capital.  The properties  are  all
commercial,  single  tenant buildings  leased  under  triple  net
leases.

       The Partnership will hold its properties until the General
Partners  determine  that the sale or other  disposition  of  the
properties   is   advantageous  in  view  of  the   Partnership's
investment  objectives.  In deciding whether to sell  properties,
the  General  Partners will consider factors  such  as  potential
appreciation,  net  cash flow and income tax considerations.   In
addition,  certain  lessees may be granted  options  to  purchase
properties  after  a  specified portion of  the  lease  term  has
elapsed.  Prior to commencing the liquidation of the Partnership,
the  General Partners may reinvest the proceeds from the sale  of
properties  in  additional properties, provided  that  sufficient
proceeds  are distributed to the Limited Partners to pay  federal
and state income taxes related to any taxable gain recognized  as
a  result  of  the  sale.   At  any time  prior  to  selling  the
properties,  the  Partnership may mortgage one  or  more  of  its
properties in amounts not exceeding 50% of the fair market  value
of the property.

Leases

       Although there are variations in the specific terms of the
leases,  the following is a summary of the general terms  of  the
Partnership's  leases.   The properties  are  leased  to  various
tenants  under  triple  net  leases,  which  are  classified   as
operating  leases.   Under  a triple net  lease,  the  lessee  is
responsible  for  all real estate taxes, insurance,  maintenance,
repairs  and  operating expenses for the property.   The  initial
lease terms are for 15 to 20 years.  The leases provide for  base
annual  rental  payments,  payable in monthly  installments,  and
contain  rent  clauses which entitle the Partnership  to  receive
additional rent in future years based on stated rent increases or
if  gross  receipts  for  the property exceed  certain  specified
amounts, among other conditions.

ITEM 1.   DESCRIPTION OF BUSINESS.  (Continued)

Property Activity

       In May 2001, Huntington Restaurants Group, Inc. (HRG), the
lessee  of the Denny's restaurant in Greenville, Texas,  notified
the  Partnership that it was experiencing financial problems  and
would  not make the lease payments while they worked out  a  plan
which  would  enable them to continue operations without  seeking
bankruptcy   protection.   In  November  2002,  HRG  closed   the
restaurant due to continuing operating losses and indicated  that
if  HRG  was forced to file for bankruptcy protection, the  Lease
would  be  rejected.  After reviewing the financial condition  of
HRG and its owners and the operating results of the property,  in
December  2002,  the  Partnership reached a settlement  with  the
parties to terminate the Lease and release the owners from  their
Lease  guarantee.   The Partnership received a  cash  payment  of
$66,896  and  a  $100,000 Promissory Note  from  HRG,  which  was
guaranteed by its owners.  The Partnership applied $28,963 of the
payment  against unpaid real estate taxes.  The  balance  of  the
settlement  consideration of $137,933  was  recognized  as  Lease
Settlement  Income for the year ended December 31,  2002.   While
the property was vacant, the Partnership was responsible for real
estate taxes and other costs required to maintain the property.

        On  December  30, 2002, the Partnership entered  into  an
agreement to sell the property for $500,000 to an unrelated third
party.  In the fourth quarter of 2002, a charge to operations for
real estate impairment of $220,837 was recognized, which was  the
difference  between  the  book value  at  December  31,  2002  of
$690,837  and  the estimated net sale proceeds of  $470,000.  The
charge  was  recorded against the cost of the land and  building.
On  May  22, 2003, the sale closed with the Partnership receiving
net  sale proceeds of $467,789, which resulted in a net  loss  of
$2,211.   At  the time of sale, the cost and related  accumulated
depreciation was $636,198 and $166,198, respectively.

        Through December 31, 2002, the Partnership sold  its  20%
interest  in  the Tractor Supply Company store, in  two  separate
transactions,  to  unrelated  third  parties.   The   Partnership
received total net sale proceeds of $290,296, which resulted in a
net  gain  of  $110,705.  The total cost and related  accumulated
depreciation  of  the  interests sold was $219,405  and  $39,814,
respectively.  For the year ended December 2002, the net gain was
$58,149.

       During the first quarter of 2003, the Partnership sold its
26.05%  interest  in the Champps Americana restaurant,  in  eight
separate   transactions,  to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $1,776,832, which
resulted  in a net gain of $585,894.  The total cost and  related
accumulated depreciation of the interests sold was $1,330,265 and
$139,327, respectively.

        On  February  1,  2003, the Partnership entered  into  an
agreement to sell the JEMCARE Learning Center to the lessee.   On
March 7, 2003, the sale closed with the Partnership receiving net
sale  proceeds  of  $247,219, which resulted in  a  net  gain  of
$9,595.   At  the time of sale, the cost and related  accumulated
depreciation was $417,213 and $179,589, respectively.

ITEM 1.   DESCRIPTION OF BUSINESS.  (Continued)

        On  February  3,  2003, the Partnership entered  into  an
agreement  to  sell the Children's World daycare center  in  West
Chester, Ohio to an unrelated third party.  On March 4, 2003, the
sale  closed with the Partnership receiving net sale proceeds  of
$1,223,310,  which resulted in a net gain of  $312,030.   At  the
time  of sale, the cost and related accumulated depreciation  was
$999,162 and $87,882, respectively.

        On  March 3, 2003, the Partnership purchased a parcel  of
land  in  Pharr,  Texas  for $781,000.  The Partnership  obtained
title  to  the  land  in  the form of  an  undivided  fee  simple
interest.   The  land  is leased to Kona Restaurant  Group,  Inc.
(KRG) under a Lease Agreement with a primary term of 17 years and
annual  rental  payments  of $78,100.   Simultaneously  with  the
purchase  of the land, the Partnership entered into a Development
Financing Agreement under which the Partnership advanced funds to
KRG  for the construction of a Johnny Carino's restaurant on  the
site.  Pursuant to the Lease, any improvements to the land during
the  term  of  the Lease become the property of the lessor.   The
Partnership  charged interest on the advances at a rate  of  10%.
On  September 30, 2003, after the development was completed,  the
Lease Agreement was amended to require annual rental payments  of
$200,600.   Total acquisition costs, including the  cost  of  the
land, were $1,996,913.

       On December 23, 2003, the Partnership sold 10.8425% of the
Johnny  Carino's  restaurant to an unrelated  third  party.   The
Partnership  received  net  sale  proceeds  of  $275,548,   which
resulted  in  a  net  gain  of $60,048.   The  cost  and  related
accumulated  depreciation of the interest sold was  $216,515  and
$1,015, respectively.

        In  January  2004,  the Partnership  sold  its  remaining
89.1575%  interest  in the Johnny Carino's  restaurant,  in  five
separate   transactions,  to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $2,274,068, which
resulted  in a net gain of $503,677.  At December 31,  2003,  the
property was classified as Real Estate Held for Sale with a  book
value of $1,770,391.

        On  August  27,  2003, the Partnership  purchased  a  21%
interest  in a Garden Ridge retail store in Woodlands, Texas  for
$1,746,370.  The property is leased to Garden Ridge, L.P. under a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $197,932.  The remaining interests in the  property
were purchased by AEI Real Estate Fund XVIII Limited Partnership,
AEI  Income & Growth Fund XXII Limited Partnership and AEI Income
& Growth Fund 24 LLC, affiliates of the Partnership.

        During  the fourth quarter of 2003, the Partnership  sold
its  interest in the Garden Ridge retail store, in five  separate
transactions,  to  unrelated  third  parties.   The   Partnership
received total net sale proceeds of $2,032,178, which resulted in
a  net  gain of $299,527.  The total cost and related accumulated
depreciation  of the interests sold was $1,746,370  and  $13,719,
respectively.

ITEM 1.   DESCRIPTION OF BUSINESS.  (Continued)

        In  July  2003, the lessee of the Razzoo's restaurant  in
Austin,  Texas notified the Partnership that it was  experiencing
financial difficulty stemming from lower than expected sales  and
that  it  might not be able to pay future rents.  However,  rents
are  current.  In November 2004, the Partnership and  the  lessee
entered  into  an  agreement to amend the Lease  to  provide  the
lessee  with  options to purchase the property and terminate  the
Lease.   Under  the  purchase option, which expires  October  31,
2006, the lessee can elect to purchase the Partnership's interest
in  the property for $572,000.  Under the termination option, the
lessee can elect to terminate the Lease by providing no less than
six  months prior written notice and paying a termination payment
equal  to one year's rent.  The lease cannot be terminated  prior
to  October 31, 2006.  As part of this agreement, the Partnership
received  a  personal guarantee from the majority shareholder  of
the lessee for payment of the rent through October 31, 2006.   In
addition, the Partnership was reimbursed for certain expenses  it
incurred  related to legal action it pursued in  connection  with
this situation.

Major Tenants

        During 2004, three tenants each contributed more than ten
percent  of  the Partnership's total rental revenue.   The  major
tenants  in aggregate contributed 98% of total rental revenue  in
2004.   It  is  anticipated that, based  on  the  minimum  rental
payments  required  under  the leases,  each  major  tenant  will
continue to contribute more than ten percent of rental revenue in
2005  and future years.  Any failure of these major tenants could
materially   affect  the  Partnership's  net  income   and   cash
distributions.

Competition

        The  Partnership is a minor factor in the commercial real
estate  business.   There are numerous entities  engaged  in  the
commercial  real  estate  business which have  greater  financial
resources  than  the  Partnership.  At the time  the  Partnership
elects to dispose of its properties, the Partnership will  be  in
competition  with other persons and entities to find  buyers  for
its properties.

Employees

        The  Partnership  has  no direct  employees.   Management
services   are  performed  for  the  Partnership  by   AEI   Fund
Management, Inc., an affiliate of AFM.

ITEM 2.   DESCRIPTION OF PROPERTIES.

Investment Objectives

        The  Partnership's investment objectives are  to  acquire
existing or newly-developed commercial properties throughout  the
United  States that offer the potential for (i) preservation  and
protection  of  the  Partnership's capital; (ii)  partially  tax-
deferred  cash distributions from operations which  may  increase
through  rent  participation clauses or mandated rent  increases;
and  (iii) long-term capital gains through appreciation in  value
of   the  Partnership's  properties  realized  upon  sale.    The
Partnership  does not have a policy, and there is no  limitation,
as  to the amount or percentage of assets that may be invested in
any  one  property.  However, to the extent possible, the General
Partners  attempt  to  diversify the type  and  location  of  the
Partnership's properties.

ITEM 2.   DESCRIPTION OF PROPERTIES.  (Continued)

Description of Properties

       The Partnership's properties are commercial, single tenant
buildings.  The properties were acquired on a debt-free basis and
are  leased to various tenants under triple net leases, which are
classified  as  operating  leases.  The  Partnership   holds   an
undivided  fee simple interest in the properties.   At  any  time
prior to selling the properties, the Partnership may mortgage one
or  more  of its properties in amounts not exceeding 50%  of  the
fair market value of the property.

        The  Partnership's properties are subject to the  general
competitive conditions incident to the ownership of single tenant
investment  real estate.  Since each property is leased  under  a
long-term   lease,   there  is  little  competition   until   the
Partnership  decides to sell the property.   At  this  time,  the
Partnership will be competing with other real estate  owners,  on
both a national and local level, in attempting to find buyers for
the   properties.   In  the  event  of  a  tenant  default,   the
Partnership would be competing with other real estate owners, who
have  property vacancies, to attract a new tenant  to  lease  the
property.   The Partnership's tenants operate in industries  that
are  very  competitive and can be affected  by  factors  such  as
changes  in regional or local economies, seasonality and  changes
in consumer preference.

        The  following table is a summary of the properties  that
the Partnership acquired and owned as of December 31, 2004.

                            Total Property               Annual    Annual
                  Purchase   Acquisition                 Lease     Rent Per
Property            Date        Costs     Lessee         Payment   Sq. Ft.

Children's World                         Knowledge
Daycare Center                           Learning
 Franconia, VA   3/24/87   $962,069   Enterprises, Inc.  $136,303   $27.54

Arby's Restaurant                           RTM
 Marshall, MI    7/30/87   $586,424   Mid-America, Inc.  $ 42,000   $13.57

Razzoo's Restaurant
 Austin, TX                               Razzoo's,
 <22%)           6/27/01   $714,689         Inc.         $ 71,376   $33.11

        The  properties  listed above with  a  partial  ownership
percentage  are owned with an affiliate of the Partnership.   The
remaining interests in the Razzoo's restaurant are owned  by  AEI
Real Estate Fund XVII Limited Partnership, AEI Net Lease Income &
Growth Fund XIX Limited Partnership and AEI Income & Growth  Fund
XXII Limited Partnership.

        The Partnership accounts for properties owned as tenants-
in-common  with  affiliated Partnerships and/or  unrelated  third
parties  using  the  proportionate  consolidation  method.   Each
tenant-in-common  owns  a  separate, undivided  interest  in  the
properties.   Any  tenant-in-common that holds more  than  a  50%
interest  does  not control decisions over the  other  tenant-in-
common  interests.   The financial statements reflect  only  this
Partnership's percentage share of the properties' land,  building
and equipment, liabilities, revenues and expenses.

ITEM 2.   DESCRIPTION OF PROPERTIES.  (Continued)

        The initial Lease term for the Razzoo's restaurant is  15
years.  The Children's World daycare center and Arby's restaurant
have  Leases that were extended during 2004 to expire on  January
31,  2013  and June 30, 2014, respectively.  The Leases  contains
renewal options which may extend the Lease term an additional  10
years  for  the Razzoo's restaurant and 15 years for  the  Arby's
restaurant.

       Pursuant to the Lease Agreements, the tenants are required
to provide proof of adequate insurance coverage on the properties
they  occupy.   The General Partners believe the  properties  are
adequately covered by insurance and consider the properties to be
well-maintained and sufficient for the Partnership's operations.

         For  tax  purposes,  the  Partnership's  properties  are
depreciated  under the Modified Accelerated Cost Recovery  System
(MACRS).  The largest depreciable component of a property is  the
building  which  is depreciated, using the straight-line  method,
over  31.5,  39  or 40 years depending on the date  when  it  was
placed  in  service.  The remaining depreciable components  of  a
property  are personal property and land improvements  which  are
depreciated,  using an accelerated method, over 5 and  15  years,
respectively.  Since the Partnership has tax-exempt Partners, the
Partnership is subject to the rules of Section 168(h)(6)  of  the
Internal  Revenue  Code  which  requires  a  percentage  of   the
properties' depreciable components to be depreciated over  longer
lives  using  the straight-line method.  In general, the  federal
tax  basis of the properties for tax depreciation purposes is the
same as the basis for book depreciation purposes.

        During the last five years or since the date of purchase,
if purchased after December 31, 1999, all properties listed above
were 100% occupied.

ITEM 3.   LEGAL PROCEEDINGS.

       None.

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

       None.


                             PART II

ITEM 5.   MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS
         AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.

        (a)  As  of December 31, 2004, there were 657 holders  of
record  of the registrant's Limited Partnership Units.  There  is
no  other  class  of  security outstanding  or  authorized.   The
registrant's  Units  are  not a traded security  in  any  market.
During the period covered by this report, the Partnership did not
sell  any  equity  securities that are not registered  under  the
Securities Act of 1933.

ITEM 5.   MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS
         AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.

       Cash distributions of $37,756 and $14,448 were made to the
General Partners and $3,737,849 and $1,430,341 were made  to  the
Limited   Partners   in   2004  and  2003,   respectively.    The
distributions  were made on a quarterly basis and  represent  Net
Cash   Flow,  as  defined,  except  as  discussed  below.   These
distributions  should  not be compared  with  dividends  paid  on
capital stock by corporations.

        As  part  of the Limited Partner distributions  discussed
above,  the Partnership distributed $3,500,000 and $1,000,000  of
proceeds from property sales in 2004 and 2003, respectively.  The
distributions  reduced  the  Limited Partners'  Adjusted  Capital
Contributions.

       (b) Not applicable.

       (c) None.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.

        The 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 the Partners;

    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.


ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

The Application of Critical Accounting Policies

        The preparation of the Partnership's financial statements
requires  management to make estimates and assumptions  that  may
affect the reported amounts of assets, liabilities, revenues  and
expenses,  and  related  disclosure  of  contingent  assets   and
liabilities. Management evaluates these estimates on  an  ongoing
basis,  including  those related to the carrying  value  of  real
estate  and  the  allocation  by AEI  Fund  Management,  Inc.  of
expenses  to  the  Partnership as opposed  to  other  funds  they
manage.

        The Partnership purchases properties and records them  in
the  financial  statements  at the lower  of  cost  or  estimated
realizable   value.   The  Partnership  initially   records   the
properties  at cost (including capitalized acquisition expenses).
The Partnership is required to periodically evaluate the carrying
value  of properties to determine whether their realizable  value
has  declined.   For  properties the Partnership  will  hold  and
operate, management determines whether impairment has occurred by
comparing the property's probability-weighted cash flows  to  its
current carrying value.  For properties held for sale, management
determines  whether  impairment has  occurred  by  comparing  the
property's estimated fair value less cost to sell to its  current
carrying  value.   If  the carrying value  is  greater  than  the
realizable  value, an impairment loss is recorded to  reduce  the
carrying value of the property to its realizable value.  A change
in  these assumptions or analysis could cause material changes in
the carrying value of the properties.

       AEI Fund Management Inc. allocates expenses to each of the
funds  they manage primarily on the basis of the number of  hours
devoted  by  their employees to each fund's affairs.   They  also
allocate  expenses at the end of each month that are not directly
related to a fund's operations based upon the number of investors
in the fund and the fund's capitalization relative to other funds
they  manage.  The Partnership reimburses these expenses  subject
to detailed limitations contained in the Partnership Agreement.

         Management   of  the  Partnership  has   discussed   the
development  and selection of the above accounting estimates  and
the management discussion and analysis disclosures regarding them
with the managing partner of the Partnership.

Results of Operations

        For  the  years  ended December 31, 2004  and  2003,  the
Partnership  recognized rental income from continuing  operations
of $249,955 and $274,222, respectively.  In 2004, the Partnership
negotiated  to  extend  the  lease term  for  two  properties  in
exchange for a reduction in rent for each property.  As a  result
of  the  rent concessions, rental income decreased in 2004,  when
compared to 2003.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        For  the  years  ended December 31, 2004  and  2003,  the
Partnership  incurred  Partnership administration  expenses  from
affiliated  parties of $53,387 and $85,569, respectively.   These
administration  expenses  include  costs  associated   with   the
management of the properties, processing distributions, reporting
requirements and correspondence to the Limited Partners.  As  the
Partnership's asset base decreases due to property sales,  it  is
allocated a smaller share of expenses that are allocated  by  AEI
Fund  Management, Inc. based on the relative assets of the  funds
under  management.    During  the same periods,  the  Partnership
incurred   Partnership  administration  and  property  management
expenses   from  unrelated  parties  of  $11,122   and   $15,988,
respectively.  These expenses represent direct payments to  third
parties  for legal and filing fees, direct administrative  costs,
outside audit costs, taxes, insurance and other property costs.

        In  July  2003, the lessee of the Razzoo's restaurant  in
Austin,  Texas notified the Partnership that it was  experiencing
financial difficulty stemming from lower than expected sales  and
that  it  might not be able to pay future rents.  However,  rents
are  current.  In November 2004, the Partnership and  the  lessee
entered  into  an  agreement to amend the Lease  to  provide  the
lessee  with  options to purchase the property and terminate  the
Lease.   Under  the  purchase option, which expires  October  31,
2006, the lessee can elect to purchase the Partnership's interest
in  the property for $572,000.  Under the termination option, the
lessee can elect to terminate the Lease by providing no less than
six  months prior written notice and paying a termination payment
equal  to one year's rent.  The lease cannot be terminated  prior
to  October 31, 2006.  As part of this agreement, the Partnership
received  a  personal guarantee from the majority shareholder  of
the lessee for payment of the rent through October 31, 2006.   In
addition, the Partnership was reimbursed for certain expenses  it
incurred  related to legal action it pursued in  connection  with
this situation.

        For  the  years  ended December 31, 2004  and  2003,  the
Partnership  recognized interest income of $22,440  and  $55,144,
respectively.  In 2004, interest income decreased mainly  due  to
the Partnership receiving interest from construction advances  in
2003.

        In  accordance  with  Statement of  Financial  Accounting
Standards  No. 144, Accounting for the Impairment or Disposal  of
Long-Lived  Assets,  upon  complete disposal  of  a  property  or
classification of a property as Real Estate Held  for  Sale,  the
Partnership  includes  the operating  results  and  sale  of  the
property   in   discontinued  operations.    In   addition,   the
Partnership reclassifies the prior periods operating results  and
any  partial  sales  of the property to discontinued  operations.
For  the year ended December 31, 2004, the Partnership recognized
income  from  discontinued operations of  $474,569,  representing
rental income and property management expenses of $6,110 and gain
on  disposal  of  real estate of $503,677, which  were  partially
offset by a note receivable write down of $35,218.  For the  year
ended  December 31, 2003, the Partnership recognized income  from
discontinued operations of $1,426,082, representing rental income
less  property management expenses and depreciation  of  $161,199
and gain on disposal of real estate of $1,264,883.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

       In May 2001, Huntington Restaurants Group, Inc. (HRG), the
lessee  of the Denny's restaurant in Greenville, Texas,  notified
the  Partnership that it was experiencing financial problems  and
would  not make the lease payments while they worked out  a  plan
which  would  enable them to continue operations without  seeking
bankruptcy   protection.   In  November  2002,  HRG  closed   the
restaurant due to continuing operating losses and indicated  that
if  HRG  was forced to file for bankruptcy protection, the  Lease
would  be  rejected.  After reviewing the financial condition  of
HRG and its owners and the operating results of the property,  in
December  2002,  the  Partnership reached a settlement  with  the
parties to terminate the Lease and release the owners from  their
Lease  guarantee.   The Partnership received a  cash  payment  of
$66,896  and  a  $100,000 Promissory Note  from  HRG,  which  was
guaranteed by its owners.  The Partnership applied $28,963 of the
payment  against unpaid real estate taxes.  The  balance  of  the
settlement  consideration of $137,933  was  recognized  as  Lease
Settlement  Income for the year ended December 31,  2002.   While
the property was vacant, the Partnership was responsible for real
estate taxes and other costs required to maintain the property.

        On  December  30, 2002, the Partnership entered  into  an
agreement to sell the property for $500,000 to an unrelated third
party.  In the fourth quarter of 2002, a charge to operations for
real estate impairment of $220,837 was recognized, which was  the
difference  between  the  book value  at  December  31,  2002  of
$690,837  and  the estimated net sale proceeds of  $470,000.  The
charge  was  recorded against the cost of the land and  building.
On  May  22, 2003, the sale closed with the Partnership receiving
net  sale proceeds of $467,789, which resulted in a net  loss  of
$2,211.   At  the time of sale, the cost and related  accumulated
depreciation was $636,198 and $166,198, respectively.

        Subsequent  to  December 31, 2004, HRG did  not  pay  the
outstanding  amounts  on the due date of the $100,000  Promissory
Note discussed above.  Due to the reported financial condition of
HRG  and  its  owners, the Partnership agreed to  accept  reduced
payments  to  settle the Note obligations.   In  exchange  for  a
$40,000 current payment and an additional $20,000 payment due  in
six  months,  the  Partnership agreed to  forgive  the  remaining
obligations  due  under  the Note.  As a  result,  the  principal
balance  of  the Note was written down $35,218, at  December  31,
2004, to its net realizable value of $60,000.

       During the first quarter of 2003, the Partnership sold its
26.05%  interest  in the Champps Americana restaurant,  in  eight
separate   transactions,  to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $1,776,832, which
resulted  in a net gain of $585,894.  The total cost and  related
accumulated depreciation of the interests sold was $1,330,265 and
$139,327, respectively.

        On  February  1,  2003, the Partnership entered  into  an
agreement to sell the JEMCARE Learning Center to the lessee.   On
March 7, 2003, the sale closed with the Partnership receiving net
sale  proceeds  of  $247,219, which resulted in  a  net  gain  of
$9,595.   At  the time of sale, the cost and related  accumulated
depreciation was $417,213 and $179,589, respectively.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        On  February  3,  2003, the Partnership entered  into  an
agreement  to  sell the Children's World daycare center  in  West
Chester, Ohio to an unrelated third party.  On March 4, 2003, the
sale  closed with the Partnership receiving net sale proceeds  of
$1,223,310,  which resulted in a net gain of  $312,030.   At  the
time  of sale, the cost and related accumulated depreciation  was
$999,162 and $87,882, respectively.

        During  the fourth quarter of 2003, the Partnership  sold
its  interest  in  the  Garden Ridge retail store  in  Woodlands,
Texas, in five separate transactions, to unrelated third parties.
The  Partnership received total net sale proceeds of  $2,032,178,
which  resulted  in a net gain of $299,527.  The total  cost  and
related  accumulated  depreciation  of  the  interests  sold  was
$1,746,370 and $13,719, respectively.

       On December 23, 2003, the Partnership sold 10.8425% of the
Johnny Carino's restaurant in Pharr, Texas to an unrelated  third
party.   The Partnership received net sale proceeds of  $275,548,
which  resulted in a net gain of $60,048.  The cost  and  related
accumulated  depreciation of the interest sold was  $216,515  and
$1,015, respectively.

        In  January  2004,  the Partnership  sold  its  remaining
89.1575%  interest  in the Johnny Carino's  restaurant,  in  five
separate   transactions,  to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $2,274,068, which
resulted  in a net gain of $503,677.  At December 31,  2003,  the
property was classified as Real Estate Held for Sale with a  book
value of $1,770,391.

        In the first quarter of 2004, the Partnership decided  to
discontinue the reinvestment of proceeds from property  sales  in
additional  properties  and  to take  the  initial  steps  toward
liquidating  the  Partnership.  As a  result,  the  Partnership's
rental income and operating income will decrease in the future as
the  Partnership sells its remaining properties.  It is too early
to estimate when the liquidation process will be completed.

        Inflation  has  had  a  minimal  effect  on  income  from
operations.   Leases  may contain rent increases,  based  on  the
increase  in  the  Consumer Price Index over a specified  period,
which  will result in an increase in rental income over the  term
of  the  leases.   In addition, leases may contain  rent  clauses
which  entitle  the  Partnership to receive  additional  rent  in
future  years  if gross receipts for the property exceed  certain
specified  amounts.  Increases in sales volumes of  the  tenants,
due to inflation and real sales growth, may result in an increase
in rental income over the term of the leases.  Inflation also may
cause the real estate to appreciate in value.  However, inflation
and  changing prices may have an adverse impact on the  operating
margins  of  the  properties' tenants, which could  impair  their
ability  to  pay rent and subsequently reduce the Net  Cash  Flow
available for distributions.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

Liquidity and Capital Resources

       During the year ended December 31, 2004, the Partnership's
cash  balances  decreased $1,928,651 as a result of distributions
paid  to  the Partners in excess of cash generated from operating
and  investing  activities.  During the year ended  December  31,
2003, the Partnership's cash balances increased $2,309,338 mainly
as  a  result of cash generated from the sale of property,  which
was partially offset by cash used to purchase property.

        Net  cash provided by operating activities decreased from
$453,774 in 2003 to $131,278 in 2004 as a result of a decrease in
total   rental  and  interest  income  in  2004  and  net  timing
differences  in the collection of payments from the  lessees  and
the  payment  of  expenses,  which were  partially  offset  by  a
decrease  in  Partnership administration and property  management
expenses in 2004.

        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 years ended  December
31,  2004 and 2003, the Partnership generated cash flow from  the
sale  of  real estate of $2,274,068 and $6,022,876.   During  the
year ended December 31, 2003, the Partnership expended $3,743,283
to  invest in real properties (inclusive of acquisition expenses)
as the Partnership reinvested cash generated from property sales.

        On  March 3, 2003, the Partnership purchased a parcel  of
land  in  Pharr,  Texas  for $781,000.  The Partnership  obtained
title  to  the  land  in  the form of  an  undivided  fee  simple
interest.   The  land  is leased to Kona Restaurant  Group,  Inc.
(KRG) under a Lease Agreement with a primary term of 17 years and
annual  rental  payments  of $78,100.   Simultaneously  with  the
purchase  of the land, the Partnership entered into a Development
Financing Agreement under which the Partnership advanced funds to
KRG  for the construction of a Johnny Carino's restaurant on  the
site.  Pursuant to the Lease, any improvements to the land during
the  term  of  the Lease become the property of the lessor.   The
Partnership  charged interest on the advances at a rate  of  10%.
On  September 30, 2003, after the development was completed,  the
Lease Agreement was amended to require annual rental payments  of
$200,600.   Total acquisition costs, including the  cost  of  the
land, were $1,996,913.

        On  August  27,  2003, the Partnership  purchased  a  21%
interest  in a Garden Ridge retail store in Woodlands, Texas  for
$1,746,370.  The property is leased to Garden Ridge, L.P. under a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $197,932.  The remaining interests in the  property
were purchased by AEI Real Estate Fund XVIII Limited Partnership,
AEI  Income & Growth Fund XXII Limited Partnership and AEI Income
& Growth Fund 24 LLC, affiliates of the Partnership.

        The  Partnership's primary use of cash flow,  other  than
investment   in  real  estate,  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 in the fourth quarter of each year.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        For  the  years  ended December 31, 2004  and  2003,  the
Partnership  declared distributions of $3,775,605 and $1,444,789,
respectively, which were distributed 99% to the Limited  Partners
and  1%  to the General Partners.  The Limited Partners  received
distributions  of  $3,737,849  and  $1,430,341  and  the  General
Partners  received distributions of $37,756 and $14,448  for  the
periods, respectively.

        In  December 2003, the Partnership distributed $1,010,101
of  net sale proceeds to the Limited and General Partners,  which
represented   a  return  of  capital  of  $137.82   per   Limited
Partnership  Unit.  In March and December 2004,  the  Partnership
distributed $3,030,303 and $505,051 of net sale proceeds  to  the
Limited  and  General  Partners, which represented  a  return  of
capital  of  $413.45  and  $68.91 per Limited  Partnership  Unit,
respectively.   These  bonus  distributions  resulted  in  higher
distributions  in  2004  and  a higher  distribution  payable  at
December 31, 2004.

        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 total 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.

       During 2004, the Partnership did not redeem any Units from
the  Limited Partners.  During 2003, one Limited Partner redeemed
five  Partnership  Units  for  $1,523  in  accordance  with   the
Partnership  Agreement.   The Partnership  acquired  these  Units
using Net Cash Flow from operations.  In prior years, a total  of
31  Limited Partners redeemed 239 Partnership Units for $145,751.
The   redemptions   increase  the  remaining  Limited   Partners'
ownership  interest  in the Partnership.  As  a  result  of  this
redemption payment and pursuant to the Partnership Agreement, the
General Partners received a distribution of $15 in 2003.

       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.

ITEM 7.   FINANCIAL STATEMENTS.

       See accompanying Index to Financial Statements.





           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  INDEX TO FINANCIAL STATEMENTS






Report of Independent Registered Public Accounting Firm

Balance Sheet as of December 31, 2004 and 2003

Statements for the Years Ended December 31, 2004 and 2003:

     Income

     Cash Flows

     Changes in Partners' Capital

Notes to Financial Statements





     REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




To the Partners:
AEI Real Estate Fund XV Limited Partnership
St. Paul, Minnesota




      We  have audited the accompanying balance sheet of AEI Real
Estate   Fund   XV   Limited  Partnership  (a  Delaware   limited
partnership)  as of December 31, 2004 and 2003, and  the  related
statements of income, cash flows and changes in partners' capital
for  the  years then ended.  These financial statements  are  the
responsibility    of   the   Partnership's    management.     Our
responsibility  is  to  express an  opinion  on  these  financial
statements based on our audits.

      We conducted our audits in accordance with the standards of
the  Public  Company Accounting Oversight Board (United  States).
Those  standards require that we plan and perform  the  audit  to
obtain   reasonable   assurance  about  whether   the   financial
statements are free of material misstatement.  An audit  includes
examining,  on a test basis, evidence supporting the amounts  and
disclosures in the financial statements.  An audit also  includes
assessing   the   accounting  principles  used  and   significant
estimates  made by management, as well as evaluating the  overall
financial  statement presentation.  We believe  that  our  audits
provide a reasonable basis for our opinion.

      In  our opinion, the financial statements referred to above
present  fairly, in all material respects, the financial position
of AEI Real Estate Fund XV Limited Partnership as of December 31,
2004  and  2003, and the results of its operations and  its  cash
flows for the years then ended, in conformity with U.S. generally
accepted accounting principles.



                           /s/BOULAY, HEUTMAKER, ZIBELL & CO. P.L.L.P.
                              Boulay, Heutmaker, Zibell & Co. P.L.L.P.
                                   Certified Public Accountants

Minneapolis, Minnesota
January 26, 2005

<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                          BALANCE SHEET
                           DECEMBER 31

                             ASSETS

                                                   2004           2003
CURRENT ASSETS:
  Cash and Cash Equivalents                    $   842,075    $ 2,770,726
  Receivables                                       38,897         28,419
  Note Receivable                                   60,000        100,000
                                                -----------    -----------
      Total Current Assets                         940,972      2,899,145
                                                -----------    -----------
INVESTMENTS IN REAL ESTATE:
  Land                                             585,947        585,947
  Buildings and Equipment                        1,677,236      1,677,236
  Accumulated Depreciation                        (842,862)      (790,350)
                                                -----------    -----------
                                                 1,420,321      1,472,833
  Real Estate Held for Sale                              0      1,770,391
                                                -----------    -----------
      Net Investments in Real Estate             1,420,321      3,243,224
                                                -----------    -----------
          Total Assets                         $ 2,361,293    $ 6,142,369
                                                ===========    ===========

                      LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.         $     7,935    $    84,957
  Distributions Payable                            552,709      1,111,101
                                                -----------    -----------
      Total Current Liabilities                    560,644      1,196,058
                                                -----------    -----------
PARTNERS' CAPITAL:
  General Partners                                       0              0
  Limited Partners, $1,000 per Unit;
   7,500 Units authorized and issued;
   7,256  Units outstanding in 2004 and 2003     1,800,649      4,946,311
                                                -----------    -----------
      Total Partners' Capital                    1,800,649      4,946,311
                                                -----------    -----------
        Total Liabilities and Partners'Capital $ 2,361,293    $ 6,142,369
                                                ===========    ===========

 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                       STATEMENT OF INCOME
                 FOR THE YEARS ENDED DECEMBER 3l

                                                    2004          2003

RENTAL INCOME                                   $   249,955   $   274,222

EXPENSES:
  Partnership Administration - Affiliates            53,387        85,569
  Partnership Administration and Property
     Management - Unrelated Parties                  11,122        15,988
  Depreciation                                       52,512        52,512
                                                 -----------   -----------
      Total Expenses                                117,021       154,069
                                                 -----------   -----------

OPERATING INCOME                                    132,934       120,153

OTHER INCOME:
  Interest Income                                    22,440        55,144
                                                 -----------   -----------

INCOME FROM CONTINUING OPERATIONS                   155,374       175,297

Income From Discontinued Operations                 474,569     1,426,082
                                                 -----------   -----------
NET INCOME                                      $   629,943   $ 1,601,379
                                                 ===========   ===========
NET INCOME ALLOCATED:
  General Partners                              $    37,756   $    14,463
  Limited Partners                                  592,187     1,586,916
                                                 -----------   -----------
                                                $   629,943   $ 1,601,379
                                                 ===========   ===========
INCOME PER LIMITED PARTNERSHIP UNIT:
  Continuing Operations                         $     21.20   $     23.90
  Discontinued Operations                             60.41        194.68
                                                 -----------   -----------
       Total                                    $     81.61   $    218.58
                                                 ===========   ===========
Weighted Average Units Outstanding                    7,256         7,260
                                                 ===========   ===========


 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                     STATEMENT OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31

                                                       2004         2003
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income                                      $   629,943   $ 1,601,379

  Adjustments To Reconcile Net Income
 To Net Cash Provided By Operating Activities:
     Depreciation                                      52,512        87,348
     Write Down of Note Receivable                     35,218             0
     Gain on Sale of Real Estate                     (503,677)   (1,264,883)
     Increase in Receivables                          (10,478)         (949)
     Payments Received on Note Receivable               4,782             0
     Increase (Decrease) in Payable to
         AEI Fund Management, Inc.                    (77,022)       30,879
                                                   -----------   -----------
       Total Adjustments                             (498,665)   (1,147,605)
                                                   -----------   -----------
       Net Cash Provided By
           Operating Activities                       131,278       453,774
                                                   -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Investments in Real Estate                                0    (3,743,283)
  Proceeds from Sale of Real Estate                 2,274,068     6,022,876
                                                   -----------   -----------
       Net Cash Provided By
           Investing Activities                     2,274,068     2,279,593
                                                   -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (Decrease) in Distributions Payable       (558,392)    1,022,298
  Distributions to Partners                        (3,775,605)   (1,444,789)
  Redemption Payments                                       0        (1,538)
                                                   -----------   -----------
       Net Cash Used For
         Financing Activities                      (4,333,997)     (424,029)
                                                   -----------   -----------
NET INCREASE (DECREASE) IN CASH
    AND CASH EQUIVALENTS                           (1,928,651)    2,309,338

CASH AND CASH EQUIVALENTS, beginning of period      2,770,726       461,388
                                                   -----------   -----------
CASH AND CASH EQUIVALENTS, end of period          $   842,075   $ 2,770,726
                                                   ===========   ===========

 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
            STATEMENT OF CHANGES IN PARTNERS' CAPITAL
                 FOR THE YEARS ENDED DECEMBER 31


                                                                  Limited
                                                                Partnership
                             General     Limited                   Units
                             Partners    Partners     Total     Outstanding


BALANCE, December 31, 2002  $      0  $ 4,791,259  $ 4,791,259    7,261.00

  Distributions              (14,448)  (1,430,341)  (1,444,789)

  Redemption Payments            (15)      (1,523)      (1,538)      (5.00)

  Net Income                  14,463    1,586,916    1,601,379
                             --------  -----------  -----------  ----------
BALANCE, December 31, 2003         0    4,946,311    4,946,311    7,256.00

  Distributions              (37,756)  (3,737,849)  (3,775,605)

  Net Income                  37,756      592,187      629,943
                             --------  -----------  -----------  ----------
BALANCE, December 31, 2004  $      0  $ 1,800,649  $ 1,800,649    7,256.00
                             ========  ===========  ===========  ==========


 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(1)  Organization -

     AEI  Real  Estate Fund XV Limited Partnership  (Partnership)
     was  formed  to  acquire and lease commercial properties  to
     operating tenants.  The Partnership's operations are managed
     by  AEI  Fund  Management  86-A, Inc.  (AFM),  the  Managing
     General Partner.  Robert P. Johnson, the President and  sole
     director  of AFM, serves as the Individual General  Partner.
     AFM  is a wholly owned subsidiary of AEI Capital Corporation
     of  which Mr. Johnson is the majority shareholder.  AEI Fund
     Management,  Inc. (AEI), an affiliate of AFM,  performs  the
     administrative and operating functions for the Partnership.

     The   terms  of  the  Partnership  offering  called  for   a
     subscription  price of $1,000 per limited partnership  unit,
     payable   on  acceptance  of  the  offer.   The  Partnership
     commenced  operations  on  October  3,  1986  when   minimum
     subscriptions    of   1,300   Limited   Partnership    Units
     ($1,300,000)  were  accepted.  On  December  30,  1986,  the
     offering  terminated when the maximum subscription limit  of
     7,500  Limited  Partnership Units was  reached.   Under  the
     terms  of  the  Limited Partnership Agreement,  the  Limited
     Partners   and   General  Partners  contributed   funds   of
     $7,500,000 and $1,000, respectively.

     During operations, any Net Cash Flow, as defined, which  the
     General Partners determine to distribute will be distributed
     90% to the Limited Partners and 10% to the General Partners;
     provided,  however, that such distributions to  the  General
     Partners will be subordinated to the Limited Partners  first
     receiving an annual, noncumulative distribution of Net  Cash
     Flow equal to 10% of their Adjusted Capital Contribution, as
     defined,  and, provided further, that in no event  will  the
     General Partners receive less than 1% of such Net Cash  Flow
     per  annum.  Distributions to the 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 6%
     of their Adjusted Capital Contribution per annum, cumulative
     but not compounded, to the extent not previously distributed
     from  Net  Cash Flow; (ii) next, 99% to the Limited Partners
     and  1%  to the General Partners until the Limited  Partners
     receive  an  amount equal to 14% of their  Adjusted  Capital
     Contribution  per annum, cumulative but not  compounded,  to
     the  extent not previously distributed; (iii) next,  to  the
     General  Partners  until  cumulative  distributions  to  the
     General  Partners under Items (ii) and (iii)  equal  15%  of
     cumulative  distributions to all Partners under  Items  (ii)
     and (iii).  Any remaining balance will be distributed 85% to
     the  Limited  Partners  and  15% to  the  General  Partners.
     Distributions to the Limited Partners will be made pro  rata
     by Units.
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(1)  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 90%  to
     the  Limited  Partners and 10% to the General Partners.   In
     the  event  no Net Cash Flow is distributed to  the  Limited
     Partners,  90%  of each item of income, gain or  credit  for
     each  respective  year  shall be allocated  to  the  Limited
     Partners,  and 10% of each such item shall be  allocated  to
     the  General Partners.  Net losses from operations  will  be
     allocated 98% to the Limited Partners and 2% 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, 100% to the Limited 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 14% of  their
     Adjusted Capital Contributions per annum, cumulative but not
     compounded,  to  the extent not previously allocated;  (iii)
     third,  to the General Partners until cumulative allocations
     to the General Partners equal 15% of cumulative allocations.
     Any  remaining balance will be allocated 85% to the  Limited
     Partners  and 15% 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.

(2)  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.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(2)  Summary of Significant Accounting Policies - (Continued)

       The  Partnership regularly assesses whether market  events
       and conditions indicate that it is reasonably possible  to
       recover  the carrying amounts of its investments  in  real
       estate  from  future operations and sales.   A  change  in
       those  market events and conditions could have a  material
       effect on the carrying amount of its real estate.

     Cash Concentrations of Credit Risk

       The  Partnership's  cash  is deposited  primarily  in  one
       financial institution and at times during the year it  may
       exceed FDIC insurance limits.

     Statement of Cash Flows

       For  purposes  of  reporting cash  flows,  cash  and  cash
       equivalents  may include cash in checking,  cash  invested
       in   money   market  accounts,  certificates  of  deposit,
       federal  agency notes and commercial paper with a term  of
       three months or less.

     Receivables

       Credit  terms are extended to tenants in the normal course
       of  business.   The  Partnership performs  ongoing  credit
       evaluations  of  its customers' financial  condition  and,
       generally, requires no collateral.

       Receivables   are   recorded  at   their   estimated   net
       realizable  value.  The Partnership follows  a  policy  of
       providing  an  allowance for doubtful  accounts;  however,
       based on historical experience, and its evaluation of  the
       current status of receivables, the Partnership is  of  the
       belief  that  such  accounts will be  collectible  in  all
       material  respects and thus an allowance is not necessary.
       Accounts  are considered past due if payment is  not  made
       on  a  timely  basis in accordance with the  Partnership's
       credit  terms.   Receivables considered uncollectible  are
       written off.

     Notes Receivable

       The  Partnership  records its notes  receivable  at  their
       estimated net realizable value.  The Partnership  provides
       an  allowance for estimated uncollectible loans  based  on
       its   evaluation  of  the  current  status  of  its  notes
       receivable.   Notes  receivable  considered  uncollectible
       are  charged against the allowance.  The Partnership stops
       accruing   interest   in  its  financial   statements   on
       delinquent  notes receivable until such time  as  payments
       resume.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(2)  Summary of Significant Accounting Policies - (Continued)

     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.  In general, no recognition  has
       been  given to income taxes in the accompanying  financial
       statements.

       The   tax   return   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   to   distributable
       Partnership  income  or loss, the taxable  income  of  the
       partners would be adjusted accordingly.

     Real Estate

       The  Partnership's real estate is leased under triple  net
       leases   classified  as  operating  leases.   The   leases
       provide  for  base  annual  rental  payments  payable   in
       monthly  installments.  The Partnership recognizes  rental
       revenue  according to the terms of the individual  leases.
       For  leases  which  contain stated rental  increases,  the
       increases  are  recognized in the year in which  they  are
       effective.   Contingent  rental  payments  are  recognized
       when  the  contingencies on which the payments  are  based
       are  satisfied  and the rental payments become  due  under
       the terms of the leases.

       Real  estate is recorded at the lower of cost or estimated
       net   realizable  value.   The  Partnership  compares  the
       carrying   amount  of  its  properties  to  the  estimated
       probability-weighted future cash flows expected to  result
       from  the property and its eventual disposition.   If  the
       sum  of  the expected future cash flows is less  than  the
       carrying   amount   of  the  property,   the   Partnership
       recognizes an impairment loss by the amount by  which  the
       carrying amount of the property exceeds the fair value  of
       the property.

       The  Partnership  has capitalized as Investments  in  Real
       Estate   certain   costs  incurred  in  the   review   and
       acquisition  of the properties.  The costs were  allocated
       to the land, buildings, and equipment.

       The   buildings  and  equipment  of  the  Partnership  are
       depreciated  using the straight line method for  financial
       reporting purposes based on estimated useful lives  of  30
       years and 10 years, respectively.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(2)  Summary of Significant Accounting Policies - (Continued)

       In  accordance  with  Statement  of  Financial  Accounting
       Standards  No.  144,  Accounting  for  the  Impairment  or
       Disposal  of Long-Lived Assets, upon complete disposal  of
       a  property or classification of a property as Real Estate
       Held  for  Sale,  the Partnership includes  the  operating
       results   and   sale  of  the  property  in   discontinued
       operations.   In  addition,  the Partnership  reclassifies
       the  prior periods operating results and any partial sales
       of the property to discontinued operations.

       The  Partnership accounts for properties owned as tenants-
       in-common  with  affiliated Partnerships and/or  unrelated
       third   parties   using  the  proportionate  consolidation
       method.   Each tenant-in-common owns a separate, undivided
       interest  in  the  properties.  Any tenant-in-common  that
       holds  more than a 50% interest does not control decisions
       over  the other tenant-in-common interests.  The financial
       statements  reflect  only  this  Partnership's  percentage
       share  of  the  properties' land, building and  equipment,
       liabilities, revenues and expenses.

     Reclassification

       Certain  items  in  the prior year's financial  statements
       have  been  reclassified to conform to 2004  presentation.
       These   reclassifications  had  no  effect  on   Partners'
       capital, net income or cash flows.

     Newly Issued Pronouncements

       The    Partnership   has   considered    the    accounting
       pronouncements  issued  after  December   2003   and   has
       determined that none of these pronouncements will  have  a
       material impact on its financial statements.

(3)  Related Party Transactions -

     The   Partnership  owns  a  22%  interest  in   a   Razzoo's
     restaurant.   The remaining interests in this  property  are
     owned by AEI Real Estate Fund XVII Limited Partnership,  AEI
     Net  Lease Income & Growth Fund XIX Limited Partnership  and
     AEI   Income   &   Growth  Fund  XXII  Limited  Partnership,
     affiliates  of  the  Partnership.  The Partnership  owned  a
     26.05%  interest  in  a Champps Americana  restaurant.   The
     remaining  interests in this property are owned by  AEI  Net
     Lease  Income  &  Growth  Fund XIX Limited  Partnership  and
     unrelated third parties.  AEI Real Estate Fund XVII  Limited
     Partnership   and  AEI  Real  Estate  Fund   XVIII   Limited
     Partnership, affiliates of the Partnership, owned  interests
     in  this property until the interests were sold, in a series
     of  transactions, to unrelated third parties in  2003.   The
     Partnership  owned a 21% interest in a Garden  Ridge  retail
     store.   The remaining interests in this property are  owned
     by  AEI  Real  Estate  Fund XVIII Limited  Partnership,  AEI
     Income & Growth Fund XXII Limited Partnership, AEI Income  &
     Growth  Fund  24  LLC,  affiliates of the  Partnership,  and
     unrelated third parties.


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003


(3)  Related Party Transactions - (Continued)

     AEI   and  AFM  received  the  following  compensation   and
     reimbursements for costs and expenses from the Partnership:

                                      Total Incurred by the Partnership
                                       for the Years Ended December 3l

                                                  2004         2003
a.AEI and AFM are reimbursed for all costs
  incurred in connection with managing the
  Partnership's operations, maintaining the
  Partnership's books and communicating
  the results of operations to the Limited
  Partners.                                    $  53,387    $  85,569
                                                ========     ========
b.AEI and AFM are reimbursed for all direct
  expenses they have paid on the Partnership's
  behalf to third parties relating to Partnership
  administration and property management.
  These expenses included printing costs, legal
  and filing fees, direct administrative costs,
  outside audit costs, taxes, insurance and
  other property costs.                        $  10,567    $  25,078
                                                ========     ========
c.AEI is reimbursed for all costs and direct
  expenses incurred by it in acquiring properties
  on behalf of the Partnership.  The amounts are net
  of financing and commitment fees and expense
  reimbursements received by the Partnership from
  the sellers and/or lessees in the amount of
  $49,939 for 2003.                            $       0    $  16,131
                                                ========     ========
d.AEI is reimbursed for all costs incurred in
  connection with the sale of property.        $  53,334    $ 138,026
                                                ========     ========

     The  payable  to  AEI Fund Management, Inc.  represents  the
     balance  due for the services described in 3a, b, c  and  d.
     This balance is non-interest bearing and unsecured and is to
     be paid in the normal course of business.


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(4)  Investments in Real Estate -

     The  Partnership  leases its properties to  various  tenants
     through triple net leases, which are classified as operating
     leases.  Under a triple net lease, the lessee is responsible
     for  all  real estate taxes, insurance, maintenance, repairs
     and  operating expenses of the property.  The initial  Lease
     term   for  the  Razzoo's  restaurant  is  15  years.    The
     Children's  World daycare center and Arby's restaurant  have
     Leases  that were extended during 2004 to expire on  January
     31,  2013  and  June  30,  2014, respectively.   The  Leases
     contains renewal options which may extend the Lease term  an
     additional 10 years for the Razzoo's restaurant and 15 years
     for  the Arby's restaurant.  The Leases contain rent clauses
     which entitle the Partnership to receive additional rent  in
     future  years  based on stated rent increases  or  if  gross
     receipts  for the property exceed certain specified amounts,
     among other conditions.

     The  Partnership's properties are commercial,  single-tenant
     properties.   The  Arby's  restaurant  was  built  in  1972,
     extensively  remodeled in 1987 and acquired  in  1987.   The
     Children's World daycare center was constructed and acquired
     in  1987.  The land for the Razzoo's restaurant was acquired
     in  2000 and construction of the restaurant was completed in
     2001.   There have been no costs capitalized as improvements
     subsequent to the acquisitions.

     The   cost   of   the  properties  and  related  accumulated
     depreciation at December 31, 2004 are as follows:

                               Buildings and            Accumulated
Property                 Land    Equipment     Total    Depreciation

Children's World,
 Franconia, VA        $ 165,952  $  796,117  $  962,069   $ 495,949
Arby's, Marshall, MI    120,499     465,926     586,425     296,467
Razzoo's, Austin, TX    299,496     415,193     714,689      50,446
                       ---------  ----------  ----------   ---------
                      $ 585,947  $1,677,236  $2,263,183   $ 842,862
                       =========  ==========  ==========   =========


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(4)  Investments in Real Estate - (Continued)

     In  July  2003,  the  lessee of the Razzoo's  restaurant  in
     Austin,   Texas  notified  the  Partnership  that   it   was
     experiencing financial difficulty stemming from  lower  than
     expected  sales and that it might not be able to pay  future
     rents.   However, rents are current.  In November 2004,  the
     Partnership  and  the lessee entered into  an  agreement  to
     amend  the  Lease  to  provide the lessee  with  options  to
     purchase  the property and terminate the Lease.   Under  the
     purchase option, which expires October 31, 2006, the  lessee
     can  elect  to  purchase the Partnership's interest  in  the
     property  for $572,000.  Under the termination  option,  the
     lessee can elect to terminate the Lease by providing no less
     than   six   months  prior  written  notice  and  paying   a
     termination  payment equal to one year's  rent.   The  lease
     cannot be terminated prior to October 31, 2006.  As part  of
     this   agreement,  the  Partnership  received   a   personal
     guarantee  from the majority shareholder of the  lessee  for
     payment  of the rent through October 31, 2006.  In addition,
     the  Partnership  was  reimbursed for  certain  expenses  it
     incurred  related to legal action it pursued  in  connection
     with this situation.

     For  properties owned as of December 31, 2004,  the  minimum
     future rent payments required by the leases are as follows:

                       2005           $  252,120
                       2006              255,332
                       2007              258,587
                       2008              261,885
                       2009              265,226
                       Thereafter      1,172,824
                                       ----------
                                      $2,465,974
                                       ==========

     In  2004  and  2003,  the Partnership recognized  contingent
     rents of $7,624 and $29,597, respectively.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(5)  Note Receivable -

     On  December 27, 2002, the Partnership received a Promissory
     Note  for $100,000 as part of a lease termination settlement
     with Huntington Restaurants Group, Inc. (HRG), the lessee of
     the  Denny's  restaurant.  The Note  is  guaranteed  by  the
     owners  of  HRG.  The Note bears interest at an  8.0%  rate.
     The principal and interest were due June 27, 2004.

     HRG  did  not pay the outstanding principal and interest  on
     the  due  date.   The  Partnership commenced  legal  actions
     against  HRG to collect the outstanding amounts.  In  August
     2004, the Partnership and HRG reached an agreement to extend
     the  due  date of the Note to February 1, 2005.  As part  of
     the  agreement, HRG paid the Partnership $25,000, which  was
     applied  to collection costs and accrued interest  with  the
     balance  of  $4,782  applied to the principal  balance.   In
     addition,  HRG signed a legal document to be  filed  with  a
     court  that will make it easier for the Partnership to  seek
     collection  of  any  amounts due in the event  of  a  future
     default.

     Subsequent  to  December  31, 2004,  HRG  did  not  pay  the
     outstanding amounts on the due date of the Note.  Due to the
     reported  financial  condition of HRG and  its  owners,  the
     Partnership agreed to accept reduced payments to settle  the
     Note obligations.  In exchange for a $40,000 current payment
     and  an  additional $20,000 payment due in six  months,  the
     Partnership agreed to forgive the remaining obligations  due
     under  the Note.  As a result, the principal balance of  the
     Note was written down $35,218, at December 31, 2004, to  its
     net realizable value of $60,000.

(6)  Major Tenants -

     The following schedule presents rent revenue from individual
     tenants,   or  affiliated  groups  of  tenants,   who   each
     contributed more than ten percent of the Partnership's total
     rent revenue for the years ended December 31:


                                                   2004        2003
      Tenants                     Industry

     Knowledge Learning
       Enterprises, Inc.         Child Care      $ 138,308   $ 175,983
     Razzoo's, Inc.              Restaurant         71,023      70,320
     Champps Operating
       Corporation               Restaurant         40,624         N/A
     Kona Restaurant Group, Inc. Restaurant            N/A      95,103
     Garden Ridge, L.P.          Retail                N/A      62,095
                                                  ---------   ---------
     Aggregate rent revenue of major tenants     $ 249,955   $ 403,501
                                                  =========   =========
     Aggregate rent revenue of major tenants as
     a percentage of total rent revenue                 98%         84%
                                                  =========   =========


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(7)  Discontinued Operations -

     In  May 2001, Huntington Restaurants Group, Inc. (HRG),  the
     lessee  of  the  Denny's  restaurant in  Greenville,  Texas,
     notified  the Partnership that it was experiencing financial
     problems  and would not make the lease payments  while  they
     worked  out  a  plan  which would enable  them  to  continue
     operations   without  seeking  bankruptcy  protection.    In
     November  2002, HRG closed the restaurant due to  continuing
     operating  losses and indicated that if HRG  was  forced  to
     file for bankruptcy protection, the Lease would be rejected.
     After  reviewing  the financial condition  of  HRG  and  its
     owners  and  the  operating  results  of  the  property,  in
     December 2002, the Partnership reached a settlement with the
     parties  to terminate the Lease and release the owners  from
     their  Lease  guarantee.  The Partnership  received  a  cash
     payment of $66,896 and a $100,000 Promissory Note from  HRG,
     which was guaranteed by its owners.  The Partnership applied
     $28,963  of  the payment against unpaid real  estate  taxes.
     The  balance of the settlement consideration of $137,933 was
     recognized  as  Lease Settlement Income for the  year  ended
     December  31,  2002.   While the property  was  vacant,  the
     Partnership was responsible for real estate taxes and  other
     costs required to maintain the property.

     On  December  30,  2002,  the Partnership  entered  into  an
     agreement  to sell the property for $500,000 to an unrelated
     third  party.  In the fourth quarter of 2002,  a  charge  to
     operations  for  real  estate  impairment  of  $220,837  was
     recognized, which was the difference between the book  value
     at  December 31, 2002 of $690,837 and the estimated net sale
     proceeds  of  $470,000. The charge was recorded against  the
     cost  of  the land and building.  On May 22, 2003, the  sale
     closed  with the Partnership receiving net sale proceeds  of
     $467,789,  which resulted in a net loss of $2,211.   At  the
     time  of sale, the cost and related accumulated depreciation
     was $636,198 and $166,198, respectively.

     During  the first quarter of 2003, the Partnership sold  its
     26.05%  interest  in  the Champps Americana  restaurant,  in
     eight  separate  transactions, to unrelated  third  parties.
     The   Partnership  received  total  net  sale  proceeds   of
     $1,776,832,  which resulted in a net gain of $585,894.   The
     total  cost  and  related accumulated  depreciation  of  the
     interests sold was $1,330,265 and $139,327, respectively.

     On  February  1,  2003,  the  Partnership  entered  into  an
     agreement to sell the JEMCARE Learning Center to the lessee.
     On  March  7,  2003,  the sale closed with  the  Partnership
     receiving net sale proceeds of $247,219, which resulted in a
     net  gain  of  $9,595.  At the time of sale,  the  cost  and
     related  accumulated depreciation was $417,213 and $179,589,
     respectively.

     On  February  3,  2003,  the  Partnership  entered  into  an
     agreement  to  sell the Children's World daycare  center  in
     West Chester, Ohio to an unrelated third party.  On March 4,
     2003,  the  sale closed with the Partnership  receiving  net
     sale proceeds of $1,223,310, which resulted in a net gain of
     $312,030.   At  the  time  of sale,  the  cost  and  related
     accumulated   depreciation   was   $999,162   and   $87,882,
     respectively.


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(7)  Discontinued Operations - (Continued)

     On March 3, 2003, the Partnership purchased a parcel of land
     in  Pharr,  Texas  for  $781,000.  The Partnership  obtained
     title  to  the land in the form of an undivided  fee  simple
     interest.  The land is leased to Kona Restaurant Group, Inc.
     (KRG)  under  a Lease Agreement with a primary  term  of  17
     years and annual rental payments of $78,100.  Simultaneously
     with  the purchase of the land, the Partnership entered into
     a   Development   Financing  Agreement   under   which   the
     Partnership advanced funds to KRG for the construction of  a
     Johnny  Carino's  restaurant on the site.  Pursuant  to  the
     Lease,  any improvements to the land during the term of  the
     Lease  become  the property of the lessor.  The  Partnership
     charged  interest  on the advances at a  rate  of  10%.   On
     September 30, 2003, after the development was completed, the
     Lease   Agreement  was  amended  to  require  annual  rental
     payments  of  $200,600.  Total acquisition costs,  including
     the cost of the land, were $1,996,913.

     On  December 23, 2003, the Partnership sold 10.8425% of  the
     Johnny Carino's restaurant to an unrelated third party.  The
     Partnership  received net sale proceeds of  $275,548,  which
     resulted  in  a net gain of $60,048.  The cost  and  related
     accumulated  depreciation of the interest sold was  $216,515
     and $1,015, respectively.

     In January 2004, the Partnership sold its remaining 89.1575%
     interest in the Johnny Carino's restaurant, in five separate
     transactions,  to unrelated third parties.  The  Partnership
     received  total  net  sale  proceeds  of  $2,274,068,  which
     resulted  in a net gain of $503,677.  At December 31,  2003,
     the  property  was classified as Real Estate Held  for  Sale
     with a book value of $1,770,391.

     On August 27, 2003, the Partnership purchased a 21% interest
     in  a  Garden  Ridge  retail store in Woodlands,  Texas  for
     $1,746,370.   The property is leased to Garden  Ridge,  L.P.
     under a Lease Agreement with a primary term of 20 years  and
     annual rental payments of $197,932.

     During the fourth quarter of 2003, the Partnership sold  its
     interest  in the Garden Ridge retail store, in five separate
     transactions,  to unrelated third parties.  The  Partnership
     received  total  net  sale  proceeds  of  $2,032,178,  which
     resulted  in  a  net gain of $299,527.  The total  cost  and
     related  accumulated depreciation of the interests sold  was
     $1,746,370 and $13,719, respectively.

     In  December 2003, the Partnership distributed $1,010,101 of
     net sale proceeds to the Limited and General Partners, which
     represented  a  return  of capital of  $137.82  per  Limited
     Partnership   Unit.   In  March  and  December   2004,   the
     Partnership distributed $3,030,303 and $505,051 of net  sale
     proceeds   to  the  Limited  and  General  Partners,   which
     represented  a return of capital of $413.45 and  $68.91  per
     Limited Partnership Unit, respectively.
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(7)  Discontinued Operations - (Continued)

     The financial results for these properties are reflected  as
     Discontinued   Operations  in  the  accompanying   financial
     statements.   The following are the results of  discontinued
     operations for the years ended December 31:

                                              2004        2003

     Rental Income                        $   5,555   $  205,125
     Property Management Expenses               555       (9,090)
     Depreciation                                 0      (34,836)
     Write Down of Note Receivable          (35,218)           0
     Gain on Disposal of Real Estate        503,677    1,264,883
                                           ---------   ----------
          Income from Discontinued
            Operations                    $ 474,569   $1,426,082
                                           =========   ==========

(8)  Partners' Capital -

     Cash  distributions of $37,756 and $14,448 were made to  the
     General Partners and $3,737,849 and $1,430,341 were made  to
     the  Limited Partners for the years ended December 31,  2004
     and 2003, respectively.  The Limited Partners' distributions
     represent  $515.14 and $197.02 per Limited Partnership  Unit
     outstanding using 7,256 and 7,260 weighted average Units  in
     2004  and  2003, respectively.  The distributions  represent
     $81.61 and $197.02 per Unit of Net Income and $433.53 and $-
     0-  per  Unit  of  return  of  capital  in  2004  and  2003,
     respectively.

     As  part  of  the  Limited  Partner distributions  discussed
     above, the Partnership distributed $3,500,000 and $1,000,000
     of   proceeds  from  property  sales  in  2004   and   2003,
     respectively.    The  distributions  reduced   the   Limited
     Partners' Adjusted Capital Contributions.

     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.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(8)  Partners' Capital - (Continued)

     During  2004, the Partnership did not redeem any units  from
     the  Limited  Partners.  During 2003,  one  Limited  Partner
     redeemed  five  Partnership Units for $1,523  in  accordance
     with  the  Partnership Agreement.  The Partnership  acquired
     these  Units  using  Net  Cash Flow  from  operations.   The
     redemptions   increase  the  remaining   Limited   Partners'
     ownership interest in the Partnership.  As a result of  this
     redemption   payment   and  pursuant  to   the   Partnership
     Agreement,  the General Partners received a distribution  of
     $15 in 2003.

     After  the  effect of redemptions and the return of  capital
     from   the   sale   of   property,  the   Adjusted   Capital
     Contribution,  as defined in the Partnership  Agreement,  is
     $320.02 per original $1,000 invested.

(9)  Income Taxes -

     The   following  is  a  reconciliation  of  net  income  for
     financial reporting purposes to income reported for  federal
     income tax purposes for the years ended December 31:

                                               2004         2003

     Net Income for Financial
      Reporting Purposes                    $ 629,943    $1,601,379

     Depreciation for Tax Purposes
      Under Depreciation for Financial
      Reporting Purposes                        5,726        22,011

     Property Expenses for Tax Purposes
      Under Expenses for Financial
      Reporting Purposes                       38,392             0

     Gain on Sale of Real Estate for Tax Purposes
      Under Gain for Financial
      Reporting Purposes                      (10,007)     (455,443)
                                             ---------    ----------
           Taxable Income to Partners       $ 664,054    $1,167,947
                                             =========    ==========



           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                   DECEMBER 31, 2004 AND 2003

(9)  Income Taxes - (Continued)

     The  following is a reconciliation of Partners' capital  for
     financial  reporting purposes to Partners' capital  reported
     for federal income tax purposes for the years ended December
     31:
                                                2004        2003

     Partners' Capital for
      Financial Reporting Purposes           $1,800,649   $4,946,311

     Adjusted Tax Basis of Investments
      in Real Estate Over Net Investments
      in Real Estate for Financial
      Reporting Purposes                         66,968       71,249

     Property Expenses for Tax Purposes
      Under Expenses for Financial
      Reporting Purposes                         38,392            0

     Syndication Costs
      Treated as Reduction of Capital
      for Financial Reporting Purposes        1,054,819    1,054,819
                                              ----------   ----------
           Partners' Capital for
              Tax Reporting Purposes         $2,960,828   $6,072,379
                                              ==========   ==========

(10) Fair Value of Financial Instruments -

     The estimated fair values of the financial instruments, none
     of  which  are held for trading purposes, are as follows  at
     December 31:
                                    2004                    2003
                           Carrying       Fair     Carrying      Fair
                            Amount        Value      Amount      Value

     Money Market Funds   $ 842,075   $ 842,075    $2,770,726   $2,770,726
                           ---------   ---------    ----------   ----------
       Total Cash and
         Cash Equivalents $ 842,075   $ 842,075    $2,770,726   $2,770,726
                           =========   =========    ==========   ==========

     It  is not currently practical to estimate the fair value of
     the  Note Receivable because this agreement contains  unique
     terms  and conditions, which were negotiated at arms  length
     with  HRG,  as  discussed in Note 7.  There  is  no  readily
     determinable similar instrument on which to base an estimate
     of fair value.



ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
         ACCOUNTING AND FINANCIAL DISCLOSURE.

       None.

ITEM 8A.  CONTROLS AND PROCEDURES.

       (a) Evaluation of disclosure controls and procedures

        Under  the  supervision  and with  the  participation  of
management, including its President and Chief Financial  Officer,
the  Managing  General Partner of the Partnership  evaluated  the
effectiveness  of  the  design and operation  of  its  disclosure
controls  and procedures (as defined in Rule 13a-14(c) under  the
Exchange  Act).   Based upon that evaluation, the  President  and
Chief Financial Officer of the Managing General Partner concluded
that,  as  of  the end of the period covered by this report,  the
disclosure  controls  and  procedures  of  the  Partnership   are
adequately  designed to ensure that information  required  to  be
disclosed  by  us  in  the reports we file or  submit  under  the
Exchange  Act  is recorded, processed, summarized  and  reported,
within the time periods specified in applicable rules and forms.

       (b)  Changes in internal controls

         There   were   no  significant  changes  made   in   the
Partnership's  internal controls during the  most  recent  period
covered  by  this  report that have materially affected,  or  are
reasonably   likely  to  materially  affect,  the   Partnership's
internal control over financial reporting.

ITEM 8B.  OTHER INFORMATION.

       None.


                            PART III

ITEM 9.DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
       PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
       ACT.

        The  registrant  is  a  limited partnership  and  has  no
officers,  directors, or direct employees.  The General  Partners
manage  and  control the Partnership's affairs and  have  general
responsibility  and  the  ultimate  authority  in   all   matters
affecting  the Partnership's business.  The General Partners  are
AEI  Fund  Management  86-A,  Inc. (AFM),  the  Managing  General
Partner,   and  Robert  P.  Johnson,  Chief  Executive   Officer,
President  and  sole  director  of AFM,  the  Individual  General
Partner.   AFM  is  a  wholly  owned subsidiary  of  AEI  Capital
Corporation  of  which  Mr. Johnson is the majority  shareholder.
AFM  has only one senior financial executive, its Chief Financial
Officer.   The  Chief Financial Officer reports directly  to  Mr.
Johnson  and  is  accountable for his  actions  to  Mr.  Johnson.
Although Mr. Johnson and AFM require that all of their personnel,
including  the  Chief  Financial Officer, engage  in  honest  and
ethical  conduct,  ensure  full,  fair,  accurate,  timely,   and
understandable    disclosure,   comply   with   all    applicable
governmental  laws,  rules and regulations,  and  report  to  Mr.
Johnson   any  deviation  from  these  principles,  because   the
organization  is  composed of only approximately 35  individuals,
because  the  management of a partnership by an entity  that  has
different  interests in distributions and income  than  investors
involves numerous conflicts of interest that must be resolved  on
a  daily  basis, and because the ultimate decision maker  in  all
instances  is Mr. Johnson, AFM has not adopted a formal  code  of
conduct.   Instead,  the materials pursuant  to  which  investors
purchase Units disclose these conflicts of interest in detail and
Mr.  Johnson,  as  the  CEO and sole director  of  AFM,  resolves
conflicts  to  the  best  of  his ability,  consistent  with  his
fiduciary obligations to AFM and the fiduciary obligations of AFM
to  the  Partnership.  The director and officers of  AFM  are  as
follows:

        Robert  P.  Johnson, age 60, is Chief Executive  Officer,
President  and  sole director and has held these positions  since
the  formation of AFM in December 1985, and has been  elected  to
continue  in these positions until December 2005.  From  1970  to
the  present, he has been employed exclusively in the  investment
industry,  specializing in limited partnership  investments.   In
that capacity, he has been involved in the development, analysis,
marketing   and  management  of  public  and  private  investment
programs investing in net lease properties as well as public  and
private  investment  programs investing  in  energy  development.
Since 1971, Mr. Johnson has been the president, a director and  a
registered principal of AEI Securities, Inc., which is registered
with  the SEC as a securities broker-dealer, is a member  of  the
National Association of Securities Dealers, Inc. (NASD) and is  a
member  of the Security Investors Protection Corporation  (SIPC).
Mr.  Johnson  has  been president, a director and  the  principal
shareholder   of  AEI  Fund  Management,  Inc.,  a  real   estate
management  company founded by him, since 1978.  Mr.  Johnson  is
currently  a general partner or principal of the general  partner
in  twelve  limited partnerships and a managing member  in  three
LLCs.

        Patrick  W.  Keene,  age 45, is Chief Financial  Officer,
Treasurer  and  Secretary  and has  held  these  positions  since
January  22,  2003  and  has been elected to  continue  in  these
positions  until December 2005.  Mr. Keene has been  employed  by
AEI  Fund  Management, Inc. and affiliated entities  since  1986.
Prior  to being elected to the positions above, he was Controller
of  the various entities.  From 1982 to 1986, Mr. Keene was  with
KPMG  Peat  Marwick  Certified Public Accountants,  first  as  an
auditor and later as a tax manager.  Mr. Keene is responsible for
all accounting functions of AFM and the registrant.


ITEM 9.   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
         PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
         ACT.

       Since Mr. Johnson serves as the Individual General Partner
of  the Partnership, as well as the sole director of AFM, all  of
the  duties  that  might be assigned to an  audit  committee  are
assigned  to Mr. Johnson.  Mr. Johnson is not an audit  committee
financial expert, as defined.  As an officer and majority  owner,
through  a parent company, of AFM, and as the Individual  General
Partner, Mr. Johnson is not a "disinterested director" and may be
subject to a number of conflicts of interests in his capacity  as
sole director of AFM.

        Before the independent auditors are engaged, Mr. Johnson,
as the sole director of AFM, approves all audit-related fees, and
all permissible nonaudit fees, for services of our auditors.

Section 16(a) Beneficial Ownership Reporting Compliance

        Under federal securities laws, the directors and officers
of  the  General  Partner of the Partnership, and any  beneficial
owner  of  more than 10% of a class of equity securities  of  the
Partnership,  are  required  to report  their  ownership  of  the
Partnership's equity securities and any changes in such ownership
to  the  Securities  and Exchange Commission (the  "Commission").
Specific due dates for these reports have been established by the
Commission, and the Partnership is required to disclose  in  this
Annual  Report on 10-KSB  any delinquent filing of  such  reports
and any failure to file such reports during the fiscal year ended
December  31, 2004.  Based upon information provided by  officers
and directors of the General Partner, all officers, directors and
10% owners filed all reports on a timely basis in the 2004 fiscal
year.

ITEM 10.  EXECUTIVE COMPENSATION.

        The General Partner and affiliates are reimbursed at cost
for  all  services performed on behalf of the registrant and  for
all  third party expenses paid on behalf of the registrant.   The
cost for services performed on behalf of the registrant is actual
time  spent  performing such services plus  an  overhead  burden.
These  services include organizing the registrant  and  arranging
for  the  offer  and  sale  of Units,  reviewing  properties  for
acquisition and rendering administrative, property management and
property  sales services.  The amount and nature of such payments
are detailed in Item 12 of this annual report on Form 10-KSB.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
       MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

        The following table sets forth information pertaining  to
the   ownership  of  the  Units  by  each  person  known  by  the
Partnership to beneficially own 5% or more of the Units, by  each
General  Partner, and by each officer or director of the Managing
General Partner as of February 28, 2005:

     Name and Address                   Number of     Percent
   of Beneficial Owner                  Units Held    of Class

   AEI Fund Management 86-A, Inc.           3            *
   1300 Wells Fargo Place
   30 East 7th Street, St. Paul, Minnesota 55101

   Robert P. Johnson                        0            0%
   1300 Wells Fargo Place
   30 East 7th Street, St. Paul, Minnesota 55101

   Patrick W. Keene                         25           *
   1300 Wells Fargo Place
   30 East 7th Street, St. Paul, Minnesota 55101

*     Less than 1%

The  persons  set forth in the preceding table hold  sole  voting
power  and power of disposition with respect to all of the  Units
set forth opposite their names.  The General Partners know of  no
holders of more than 5% of the outstanding Units.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

        The  registrant,  AFM  and  its  affiliates  have  common
management and utilize the same facilities.  As a result, certain
administrative  expenses  are  allocated  among   these   related
entities.   All  of  such activities and any  other  transactions
involving the affiliates of the General Partner of the registrant
are  governed  by,  and  are conducted in  conformity  with,  the
limitations set forth in the Limited Partnership Agreement of the
registrant.   Reference  is  made to  Note  3  of  the  Financial
Statements,   as  presented,  and  is  incorporated   herein   by
reference,  for  details of related party  transactions  for  the
years ended December 31, 2004 and 2003.
                             PART IV

ITEM 13.  EXHIBITS.

                           Description

    10.1  Net  Lease  Agreement dated May  8,  2000  between  the
    Partnership,  AEI Real Estate Fund XVII Limited  Partnership,
    AEI  Net  Lease Income & Growth Fund XIX Limited Partnership,
    AEI  Income  &  Growth  Fund  XXII  Limited  Partnership  and
    Razzoo's,  Inc.  relating to the property at  11617  Research
    Blvd.,  Austin, Texas (incorporated by reference  to  Exhibit
    10.2 of Form 10-QSB filed on August 2, 2000).

    10.2  First Amendment to Net Lease Agreement dated  June  27,
    2001  between  the  Partnership, AEI Real  Estate  Fund  XVII
    Limited  Partnership, AEI Net Lease Income & Growth Fund  XIX
    Limited  Partnership, AEI Income & Growth Fund  XXII  Limited
    Partnership  and Razzoo's, Inc. relating to the  property  at
    11617   Research   Blvd.,  Austin,  Texas  (incorporated   by
    reference  to Exhibit 10.1 of Form 10-QSB filed on August  7,
    2001).

    10.3  First  Amendment  to  the  Net  Lease  Agreement  dated
    September   30,  2003  between  the  Partnership   and   Kona
    Restaurant Group, Inc. relating to the Property at 601  South
    Jackson  Road,  Pharr, Texas (incorporated  by  reference  to
    Exhibit 10.3 of Form 8-K filed October 6, 2003).

    10.4  Assignment of Purchase Agreement dated August 19,  2003
    between  the  Partnership  and  AEI  Fund  Management,   Inc.
    relating  to  the  Property at 16778 I-45  South,  Woodlands,
    Texas (incorporated by reference to Exhibit 10.1 of Form  8-K
    filed September 6, 2003).

    10.5  Assignment of Lease, Indemnity and Assumption Agreement
    dated  August  27,  2003  between the Partnership,  AEI  Real
    Estate  Fund XVIII Limited Partnership, AEI Income  &  Growth
    Fund  XXII Limited Partnership, AEI Income & Growth  Fund  24
    LLC   and  Cypress/GR  Woodlands  I,  L.P.  relating  to  the
    Property  at 16778 I-45 South, Woodlands, Texas (incorporated
    by  reference to Exhibit 10.2 of Form 8-K filed September  6,
    2003).

    31.1Certification  of  Chief  Executive  Officer  of  General
    Partner pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a))  and
    Section 302 of the Sarbanes-Oxley Act of 2002.

    31.2Certification  of  Chief  Financial  Officer  of  General
    Partner pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a))  and
    Section 302 of the Sarbanes-Oxley Act of 2002.

    32Certification   of  Chief  Executive  Officer   and   Chief
    Financial Officer of General Partner pursuant to Section  906
    of the Sarbanes-Oxley Act of 2002.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES.

        The  following  is a summary of the fees  billed  to  the
Partnership  by  Boulay, Heutmaker, Zibell  &  Co.  P.L.L.P.  for
professional  services rendered for the years ended December  31,
2004 and 2003:

     Fee Category                            2004       2003

     Audit Fees                           $   6,700   $  7,313
     Audit-Related Fees                          96        529
     Tax Fees                                     0          0
     All Other Fees                               0          0
                                           ---------   --------
          Total Fees                      $   6,796   $  7,842
                                           =========   ========

Audit  Fees  - Consists of fees billed for professional  services
rendered  for  the  audit of the Partnership's  annual  financial
statements   and  review  of  the  interim  financial  statements
included  in  quarterly reports, and services that  are  normally
provided   by  Boulay,  Heutmaker,  Zibell  &  Co.  P.L.L.P.   in
connection with statutory and regulatory filings or engagements.

Audit-Related  Fees - Consists of fees billed for  assurance  and
related  services that are reasonably related to the  performance
of  the  audit  or  review of financial statements  and  are  not
reported under "Audit Fees." These services include consultations
concerning financial accounting and reporting standards.

Tax  Fees - Consists of fees billed for professional services for
federal and state tax compliance, tax advice and tax planning.

All Other Fees - Consists of fees for products and services other
than the services reported above.


Policy   for  Preapproval  of  Audit  and  Permissible  Non-Audit
Services of Independent Auditors

        Before  the  Independent  Auditors  are  engaged  by  the
Partnership to render audit or non-audit services, the engagement
is  approved  by  Mr.  Johnson acting as the Partnership's  audit
committee.
                           SIGNATURES

        In  accordance with Section 13 or 15(d) of  the  Exchange
Act, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.


                           AEI REAL ESTATE FUND XV
                           Limited Partnership
                           By: AEI Fund Management 86-A, Inc.
                              Its Managing General Partner


March 21, 2005             By: /s/ Robert P Johnson
                                   Robert  P. Johnson, President and Director
                                   (Principal Executive Officer)


        In accordance with the Exchange Act, this report has been
signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.

 Name                               Title                         Date


/s/ Robert P Johnson  President (Principal Executive  Officer) March 21, 2005
    Robert P.Johnson  and Sole Director of Managing General
                      Partner

/s/ Patrick W Keene   Chief Financial Officer  and  Treasurer  March 21, 2005
    Patrick W.Keene   (Principal Accounting Officer)