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, 1998
                                
                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.)

     1300 Minnesota World Trade Center, 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 Securities Exchange  Act  of
1934  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  the  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 year ended December  31,  1998  were
$682,468.

As  of  February 28, 1999, there were 7,322.55 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 $7,322,550.

               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 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 have been granted options to  purchase
properties  after  a  specified portion of  the  lease  term  has
elapsed.   It is anticipated that the Partnership will  sell  its
properties  within  twelve  years after  acquisition.   Prior  to
commending  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 10 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.

        Most  of the leases provide the lessee with two to  three
five-year   renewal  options  subject  to  the  same  terms   and
conditions  as  the  initial lease.  Certain  lessees  have  been
granted  options  to  purchase the property.   Depending  on  the
lease,  the purchase price is either determined by a formula,  or
is  the  greater of the fair market value of the property or  the
amount determined by a formula.  In all cases, if the option were
to  be  exercised  by  the lessee, the purchase  price  would  be
greater than the original cost of the property.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        The  Partnership owns a 44.9042% interest in a restaurant
in  Waco, Texas, which was previously closed.  In June 1995,  the
Partnership re-leased the restaurant to Tex-Mex Cocina  of  Waco,
L.C.   The Lease Agreement had a primary term of eighteen  months
with an annual rental payment of $24,248.  In December, 1997, the
lessee  elected not to exercise the renewal option in the  lease.
The restaurant was closed and is listed for sale or lease.  While
the  property is vacant, the Partnership is responsible  for  the
real  estate  taxes  and  other costs required  to  maintain  the
property.

        As  of  December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value  of  the
Partnership's  interest  in the Waco property  was  approximately
$314,400.   In the fourth quarter of 1997, a charge to operations
for  real  estate impairment of $80,300 was recognized, which  is
the  difference between the book value at December  31,  1997  of
$394,700  and the estimated fair value of $314,400.   The  charge
was  recorded  against  the cost of the land  and  building.   In
December, 1998, the Partnership re-analyzed the market conditions
in  the  area  and determined the fair value of the Partnership's
interest  declined  to  approximately $126,000.   In  the  fourth
quarter  of  1998,  a  charge  to  operations  for  real   estate
impairment  of  $180,000 was recognized, which is the  difference
between  the book value at December 31, 1998 of $306,000 and  the
estimated  fair  value  of  $126,000.  The  charge  was  recorded
against the cost of the land and building.

        On  January 10, 1996, the Partnership purchased a Denny's
restaurant in Greenville, Texas for $1,028,432.  The property  is
leased  to  Huntington  Restaurants Group,  Inc.  under  a  Lease
Agreement  with  a  primary term of 20 years  and  annual  rental
payments of $113,625.

        On  February  14, 1996, the Partnership purchased  a  20%
interest   in  a  Tractor  Supply  Company  store  in  Maryville,
Tennessee for $219,405.  The property is leased to Tractor Supply
Company  under a Lease Agreement with a primary term of 14  years
and annual rental payments of $22,575.  The remaining interest in
the  property was purchased by AEI Real Estate Fund 85-A  Limited
Partnership, an affiliate of the Partnership.

        In  July  1995, the lessee of the Super 8  motel  in  Hot
Springs, Arkansas, exercised an option in the Lease Agreement  to
purchase  the property.  On March 29, 1996, the sale closed  with
the  Partnership  receiving net sale proceeds of  $663,386  which
resulted  in a net gain of $216,645.  The Partnership  recognized
$18,534  of  this  gain  in  1995 due to  nonrefundable  deposits
received  from the purchaser.  At the time of sale, the cost  and
related accumulated depreciation of the property was $581,541 and
$134,800, respectively.

        On  January 24, 1997, the Partnership sold the Children's
World  daycare  center  in  Moreno  Valley,  California,  to   an
unrelated  third  party.   The Partnership  recognized  net  sale
proceeds of $1,301,342, which resulted in a net gain of $655,641.
At   the   time   of  sale,  the  cost  and  related  accumulated
depreciation   of  the  property  was  $963,717   and   $318,016,
respectively.   As  part  of the sale proceeds,  the  Partnership
received  a  Promissory  Note  for $1,003,000.   The  Note  bears
interest  at  a  10%  rate.  On April 23, 1997,  the  Partnership
received  the principal balance and outstanding accrued  interest
on the Note.  Investment income earned on the Note was $24,456.

        On November 18, 1997, the Partnership purchased a 30.794%
interest in a Timber Lodge Steakhouse in St. Cloud, Minnesota for
$510,635.   The  property is leased to Timber  Lodge  Steakhouse,
Inc. under a Lease Agreement with a primary term of 20 years  and
annual  rental payments of $51,537.  The remaining  interests  in
the  property  are  owned by AEI Real Estate  Fund  XVII  Limited
Partnership  and  AEI Institutional Net Lease  Fund  '93  Limited
Partnership, affiliates of the Partnership.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        On  December 23, 1997, the Partnership purchased a 26.05%
interest in a parcel of land in Troy, Michigan for $393,620.  The
land  is leased to Champps Entertainment, Inc. (Champps) under  a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $27,553.  Effective June 20, 1998, the annual  rent
was  increased to $41,330.  Simultaneously with the  purchase  of
the  land,  the Partnership entered into a Development  Financing
Agreement  under which the Partnership advanced funds to  Champps
for  the  construction of a Champps Americana restaurant  on  the
site.   Initially,  the  Partnership  charged  interest  on   the
advances  at  a  rate  of 7.0%.  Effective  June  20,  1998,  the
interest  rate  was increased to 10.50%.  On September  3,  1998,
after  the  development was completed, the  Lease  Agreement  was
amended  to  require  annual rental payments  of  $133,356.   The
Partnership's share of the total acquisition costs, including the
cost of the land, was $1,330,265.  The remaining interests in the
property  are  owned  by  AEI  Real  Estate  Fund  XVII   Limited
Partnership,  AEI Real Estate Fund XVIII Limited Partnership  and
AEI  Net  Lease  Income  & Growth Fund XIX  Limited  Partnership,
affiliates of the Partnership.

Major Tenants

        During  1998,  four  of  the Partnership's  lessees  each
contributed  more  than  ten percent of the  Partnership's  total
rental  revenue.  The major tenants in aggregate contributed  75%
of  the  Partnership's  total rental  revenue  in  1998.   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 the Partnership's total rental  revenue
in  1999 and future years.  Any failure of these major tenants or
business  concepts 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.

Year 2000 Compliance

       The Year 2000 issue is the result of computer systems that
use  two  digits rather than four to define the applicable  year,
which  may prevent such systems from accurately processing  dates
ending  in  the  Year  2000 and beyond.   This  could  result  in
computer  system failures or disruption of operations, including,
but not limited to, an inability to process transactions, to send
or  receive  electronic data, or to engage  in  routine  business
activities.

        AEI  Fund  Management, Inc. (AEI) performs all management
services  for  the  Partnership.   In  1998,  AEI  completed   an
assessment of its computer hardware and software systems and  has
replaced or upgraded certain computer hardware and software using
the  assistance  of  outside vendors.  AEI has  received  written
assurance  from  the equipment and software manufacturers  as  to
Year  2000  compliance.   The  costs associated  with  Year  2000
compliance have not been, and are not expected to be, material.


ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        The  Partnership intends to monitor and communicate  with
tenants regarding Year 2000 compliance, although there can be  no
assurance  that the systems of the various tenants will  be  Year
2000 compliant.

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.

Description of Properties

        The  Partnership's properties are all commercial,  single
tenant  buildings.  All 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, 1998 .
<TABLE>
<CAPTION>

                                Total Property
                       Purchase  Acquisition                 Annual Lease   Annual Rent
Property                 Date      Costs         Lessee          Payment    Per Sq. Ft.
<S>                   <C>      <C>         <C>                <C>          <C>        
Children's World                                 ARAMARK
Daycare Center                                 Educational
 Franconia Hills, VA   3/24/87  $  962,069    Resources, Inc.   $  144,905   $ 29.27

JEMCARE Learning Center
 Haltom City, TX        4/3/87  $  417,213     JEMCARE, Inc.    $   28,657   $  6.82

Arby's Restaurant                                 RTM
 Marshall, MI          7/30/87  $  586,425   Mid-America, Inc.  $   24,000   $  7.75
</TABLE>


ITEM 2.   DESCRIPTION OF PROPERTIES. (Continued)
<TABLE>
<CAPTION>
                                Total Property
                       Purchase  Acquisition                 Annual Lease   Annual Rent
Property                 Date      Costs         Lessee          Payment    Per Sq. Ft.
<S>                   <C>      <C>         <C>                <C>          <C>        

Zapata's Cantina & Cafe
 Waco, TX
 (44.9042%)         12/16/87    $  548,010          (1)

Fuddruckers Restaurant
 St. Louis, MO
 (60%)               3/25/88    $1,138,296   Fuddruckers, Inc.  $  138,246   $ 26.40

                                                Huntington
Denny's Restaurant                              Restaurants
 Greenville, TX      1/10/96    $1,028,432      Group, Inc.     $  118,042   $ 23.96

Tractor Supply
 Company Store
 Maryville, TN                                Tractor Supply
 (20%)               2/14/96    $  219,405     Company, Inc.    $   23,010   $  6.04

Timber Lodge
 Steakhouse Restaurant
 St. Cloud, MN                                  Timber Lodge
 (30.794%)          11/18/97    $  510,635    Steakhouse, Inc.  $   51,537   $ 23.97

Champps
 Americana Restaurant
 Troy, MI                                        Champps
 (26.05%)             9/3/98    $1,330,265  Entertainment, Inc. $  133,356   $ 46.16
</TABLE>
(1) The property is vacant and listed for sale or lease.

        The  properties  listed above with  a  partial  ownership
percentage are owned with an affiliate of the Partnership  and/or
unrelated third parties.  The remaining interest in the  Zapata's
Cantina & Cafe restaurant and the Fuddruckers restaurant is owned
by  AEI  Real Estate Fund XVI Limited Partnership.  The remaining
interests  in the Tractor Supply Company store are owned  by  AEI
Real  Estate Fund 85-A Limited Partnership and an unrelated third
party.   The  remaining interests in the Timber Lodge  Steakhouse
restaurant  are  owned  by  AEI Real  Estate  Fund  XVII  Limited
Partnership,  AEI  Institutional  Net  Lease  Fund  '93   Limited
Partnership   and  an  unrelated  third  party.   The   remaining
interests  in the Champps Americana restaurant are owned  by  AEI
Real  Estate Fund XVII Limited Partnership, AEI Real Estate  Fund
XVIII Limited Partnership and AEI Net Lease Income & Growth  Fund
XIX 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  terms are 20 years  except  for  the
JEMCARE property (10 years), the Tractor Supply Company store (14
years),  and  the Arby's (15 years).  The Leases contain  renewal
options  which may extend the Lease term an additional  9  to  15
years.

       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 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 except for properties whose book value  was
reduced  by  a real estate impairment loss pursuant to  Financial
Accounting Standards Board Statement No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets  to  be
Disposed  of."   The  real  estate  impairment  loss,  which  was
recorded  against  the  book cost of  the  land  and  depreciable
property, was not recognized for tax purposes.

        During the last five years or since the date of purchase,
if  purchased  after December 31, 1993, all properties  were  100
percent occupied by the lessees noted, with the exception of  the
Zapata's  Cantina  & Cafe, which was 100 percent  occupied  until
January, 1993.  The property was re-leased and 100% occupied from
June, 1995 to December, 1997.

ITEM 3.   LEGAL PROCEEDINGS.

       None.

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

       None.


                             PART II

ITEM 5. MARKET FOR THE REGISTRANT'S PARTNERSHIP UNITS AND
        RELATED SECURITY HOLDER MATTERS.

        As of December 31, 1998, there were 660 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.   However,  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.

ITEM 5. MARKET FOR THE REGISTRANT'S PARTNERSHIP UNITS AND
        RELATED SECURITY HOLDER MATTERS. (Continued)

       During 1998, the Partnership did not redeem any Units from
the  Limited  Partners.  In prior years, a  total  of  twenty-one
Limited   Partners  redeemed  163.5  Units  for  $115,460.    The
redemptions increase the remaining Limited Partners' ownership in
the Partnership.

        Cash distributions of $5,213 and $7,403 were made to  the
General  Partners  and $516,002 and $724,242  were  made  to  the
Limited   Partners   in   1998  and  1997,   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 $200,000  of  proceeds  from
property  sales in 1997.  The distributions reduced  the  Limited
Partners' Adjusted Capital Contributions.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.

Results of Operations

        For  the  years  ended December 31, 1998  and  1997,  the
Partnership  recognized rental income of $639,164  and  $540,414,
respectively.   During the same periods, the  Partnership  earned
investment  income  of  $43,304 and $113,822,  respectively.   In
1998, rental income increased as a result of the reinvestment  of
net  sale proceeds in additional properties discussed below.  The
increase  in rental income was partially offset by a decrease  in
rental income from the property in Waco, Texas and a decrease  in
investment  income  earned  on the  net  proceeds  prior  to  the
purchase of the additional properties.

        The  Partnership owns a 44.9042% interest in a restaurant
in  Waco, Texas, which was previously closed.  In June 1995,  the
Partnership re-leased the restaurant to Tex-Mex Cocina  of  Waco,
L.C.   The Lease Agreement had a primary term of eighteen  months
with an annual rental payment of $24,248.  In December, 1997, the
lessee  elected not to exercise the renewal option in the  lease.
The restaurant was closed and is listed for sale or lease.  While
the  property is vacant, the Partnership is responsible  for  the
real  estate  taxes  and  other costs required  to  maintain  the
property.

        As  of  December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value  of  the
Partnership's  interest  in the Waco property  was  approximately
$314,400.   In the fourth quarter of 1997, a charge to operations
for  real  estate impairment of $80,300 was recognized, which  is
the  difference between the book value at December  31,  1997  of
$394,700  and the estimated fair value of $314,400.   The  charge
was  recorded  against  the cost of the land  and  building.   In
December, 1998, the Partnership re-analyzed the market conditions
in  the  area  and determined the fair value of the Partnership's
interest  declined  to  approximately $126,000.   In  the  fourth
quarter  of  1998,  a  charge  to  operations  for  real   estate
impairment  of  $180,000 was recognized, which is the  difference
between  the book value at December 31, 1998 of $306,000 and  the
estimated  fair  value  of  $126,000.  The  charge  was  recorded
against the cost of the land and building.

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

        During  the years ended December 31, 1998 and  1997,  the
Partnership   paid   Partnership   administration   expenses   to
affiliated parties of $105,990 and $103,929, respectively.  These
administration  expenses  include  costs  associated   with   the
management of the properties, processing distributions, reporting
requirements  and correspondence to the Limited Partners.  During
the   same   periods,   the  Partnership   incurred   Partnership
administration  and property management expenses  from  unrelated
parties  of  $31,492 and $17,853, respectively.   These  expenses
represent  direct payments to third parties for legal and  filing
fees,  direct administrative costs, outside audit and  accounting
costs,  taxes, insurance and other property costs.  The  increase
in  expenses  in 1998, when compared to 1997, is  mainly  due  to
expenses incurred in 1998 related to the Waco property.

       As of December 3l, 1998, the Partnership's annualized cash
distribution  rate  was  7.5%,  based  on  the  Adjusted  Capital
Contribution.   Distributions of Net Cash  Flow  to  the  General
Partners were subordinated to the Limited Partners as required in
the Partnership Agreement.  As a result, 99% of distributions and
income  were allocated to Limited Partners and 1% to the  General
Partners.

        Inflation  has  had  a  minimal  effect  on  income  from
operations.   It is expected that increases in sales  volumes  of
the  tenants, due to inflation and real sales growth, will result
in  an  increase  in rental income over the term of  the  Leases.
Inflation  also  may  cause  the  Partnership's  real  estate  to
appreciate in value.  However, inflation and changing prices  may
also  have  an  adverse impact on the operating  margins  of  the
properties' tenants which could impair their ability to pay  rent
and subsequently reduce the Partnership's Net Cash Flow available
for distributions.

       The Year 2000 issue is the result of computer systems that
use  two  digits rather than four to define the applicable  year,
which  may prevent such systems from accurately processing  dates
ending  in  the  Year  2000 and beyond.   This  could  result  in
computer  system failures or disruption of operations, including,
but not limited to, an inability to process transactions, to send
or  receive  electronic data, or to engage  in  routine  business
activities.

        AEI  Fund  Management, Inc. (AEI) performs all management
services  for  the  Partnership.   In  1998,  AEI  completed   an
assessment of its computer hardware and software systems and  has
replaced or upgraded certain computer hardware and software using
the  assistance  of  outside vendors.  AEI has  received  written
assurance  from  the equipment and software manufacturers  as  to
Year  2000  compliance.   The  costs associated  with  Year  2000
compliance have not been, and are not expected to be, material.

        The  Partnership intends to monitor and communicate  with
tenants regarding Year 2000 compliance, although there can be  no
assurance  that the systems of the various tenants will  be  Year
2000 compliant.

Liquidity and Capital Resources

        During  1998,  the Partnership's cash balances  decreased
$831,350  mainly  as  a result of the reinvestment  of  net  sale
proceeds  in  an  additional  property.   Net  cash  provided  by
operating activities decreased from $517,224 in 1997 to  $511,756
in 1998.

        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.  In 1998 and 1997, the Partnership
generated  cash  flow from the sale of real estate  of  $-0-  and
$1,301,342,   respectively.   During  the   same   periods,   the
Partnership  expended $822,125 and $1,018,775,  respectively,  to
invest in real properties (inclusive of acquisition expenses)  as
the  Partnership reinvested the cash generated from the  property
sales.

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

        On  January 24, 1997, the Partnership sold the Children's
World  daycare  center  in  Moreno  Valley,  California,  to   an
unrelated  third  party.   The Partnership  recognized  net  sale
proceeds of $1,301,342, which resulted in a net gain of $655,641.
At   the   time   of  sale,  the  cost  and  related  accumulated
depreciation   of  the  property  was  $963,717   and   $318,016,
respectively.   As  part  of the sale proceeds,  the  Partnership
received  a  Promissory  Note  for $1,003,000.   The  Note  bears
interest  at  a  10%  rate.  On April 23, 1997,  the  Partnership
received  the principal balance and outstanding accrued  interest
on the Note.  Investment income earned on the Note was $24,456.

        During 1997, the Partnership distributed $202,020 of  the
net  sale  proceeds  to the Limited and General  Partners,  which
represented a return of capital of $27.20 per Limited Partnership
Unit.  The majority of the remaining proceeds were reinvested  in
additional property.

        On November 18, 1997, the Partnership purchased a 30.794%
interest in a Timber Lodge Steakhouse in St. Cloud, Minnesota for
$510,635.   The  property is leased to Timber  Lodge  Steakhouse,
Inc. under a Lease Agreement with a primary term of 20 years  and
annual  rental payments of $51,537.  The remaining  interests  in
the  property  are  owned by AEI Real Estate  Fund  XVII  Limited
Partnership  and  AEI Institutional Net Lease  Fund  '93  Limited
Partnership, affiliates of the Partnership.

        On  December 23, 1997, the Partnership purchased a 26.05%
interest in a parcel of land in Troy, Michigan for $393,620.  The
land  is leased to Champps Entertainment, Inc. (Champps) under  a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $27,553.  Effective June 20, 1998, the annual  rent
was  increased to $41,330.  Simultaneously with the  purchase  of
the  land,  the Partnership entered into a Development  Financing
Agreement  under which the Partnership advanced funds to  Champps
for  the  construction of a Champps Americana restaurant  on  the
site.   Initially,  the  Partnership  charged  interest  on   the
advances  at  a  rate  of 7.0%.  Effective  June  20,  1998,  the
interest  rate  was increased to 10.50%.  On September  3,  1998,
after  the  development was completed, the  Lease  Agreement  was
amended  to  require  annual rental payments  of  $133,356.   The
Partnership's share of the total acquisition costs, including the
cost of the land, was $1,330,265.  The remaining interests in the
property  are  owned  by  AEI  Real  Estate  Fund  XVII   Limited
Partnership,  AEI Real Estate Fund XVIII Limited Partnership  and
AEI  Net  Lease  Income  & Growth Fund XIX  Limited  Partnership,
affiliates of the Partnership.

       The Partnership's primary use of cash flow is distribution
and  redemption  payments to Partners.  The Partnership  declares
its  regular  quarterly  distributions before  the  end  of  each
quarter and pays the distribution in the first week after the end
of  each quarter.  The Partnership attempts to maintain a  stable
distribution  rate from quarter to quarter.  Redemption  payments
are  paid  to  redeeming Partners in the fourth quarter  of  each
year.   In  June,  1997,  the Partnership  distributed  net  sale
proceeds  of  $202,020 to the Partners as part of  their  regular
quarterly  distribution.  As a result, distributions during  1997
were higher than in 1998.

        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.

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

       During 1998, the Partnership did not redeem any Units from
the  Limited  Partners.  In prior years, a  total  of  twenty-one
Limited   Partners  redeemed  163.5  Units  for  $115,460.    The
redemptions increase the remaining Limited Partners' ownership in
the Partnership.

       The continuing rent payments from the properties should be
adequate   to  fund  continuing  distributions  and  meet   other
Partnership obligations on both a short-term and long-term basis.

Cautionary Statement for Purposes of the "Safe Harbor" Provisions
of the Private Securities Litigation Reform Act of 1995

         The   foregoing  Management's  Discussion  and  Analysis
contains various "forward looking  statements" within the meaning
of   federal   securities   laws  which  represent   management's
expectations  or  beliefs  concerning  future  events,  including
statements  regarding anticipated application of  cash,  expected
returns  from rental income, growth in revenue, taxation  levels,
the  sufficiency  of  cash to meet operating expenses,  rates  of
distribution,  and  other  matters.   These,  and  other  forward
looking statements made by the Partnership, must be evaluated  in
the   context  of  a  number  of  factors  that  may  affect  the
Partnership's  financial  condition and  results  of  operations,
including the following:

    <BULLET>  Market  and economic conditions which  affect
              the  value of the properties the Partnership  owns  and
              the cash from rental income such properties generate;
       
    <BULLET>  the federal income tax consequences of rental
              income,  deductions, gain on sales and other items  and
              the affects of these consequences for investors;
       
    <BULLET>  resolution  by  the  General   Partners   of
              conflicts with which they may be confronted;
       
    <BULLET>  the  success  of  the  General  Partners   of
              locating   properties   with  favorable   risk   return
              characteristics;
       
    <BULLET>  the effect of tenant defaults; and
       
    <BULLET>  the condition of the industries in which  the
              tenants of properties owned by the Partnership operate.

ITEM 7.   FINANCIAL STATEMENTS.

       See accompanying Index to Financial Statements.
                                
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  INDEX TO FINANCIAL STATEMENTS




                                                       

Report of Independent Auditors                          

Balance Sheet as of December 31, 1998 and 1997          

Statements for the Years Ended December 31, 1998 and 1997:

     Income                                             

     Cash Flows                                         

     Changes in Partners' Capital                       

Notes to Financial Statements                      

                                
                                
                 REPORT OF INDEPENDENT AUDITORS


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, 1998 and 1997 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  generally
accepted  auditing standards.  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,
1998  and  1997, and the results of its operations and  its  cash
flows  for  the  years then ended, in conformity  with  generally
accepted accounting principles.


                              /s/ Boulay, Heutmaker, Zibell & Co. P.L.L.P.
Minneapolis,  Minnesota           Boulay, Heutmaker, Zibell & Co. P.L.L.P.
January 27, 1999                  Certified Public Accountants


<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                          BALANCE SHEET
                                
                           DECEMBER 31
                                
                             ASSETS
                                
                                                      1998           1997

CURRENT ASSETS:
  Cash and Cash Equivalents                      $   108,619     $   939,969
  Receivables                                         29,698          15,446
                                                  -----------     -----------
      Total Current Assets                           138,317         955,415
                                                  -----------     -----------
INVESTMENTS IN REAL ESTATE:
  Land                                             1,986,854       2,036,860
  Buildings and Equipment                          4,493,596       3,686,945
  Construction in Progress                                 0          46,997
  Property Acquisition Costs                               0          67,523
  Accumulated Depreciation                        (1,246,791)     (1,120,795)
                                                  -----------     -----------
      Net Investments in Real Estate               5,233,659       4,717,530
                                                  -----------     -----------
          Total Assets                           $ 5,371,976     $ 5,672,945
                                                  ===========     ===========
                                
                                
                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.           $    28,932     $    32,430
  Distributions Payable                              116,905         116,671
  Deferred Income                                     15,480          15,480
                                                  -----------     -----------
      Total Current Liabilities                      161,317         164,581
                                                  -----------     -----------

DEFERRED INCOME - Net Of Current Portion             125,137         140,617

PARTNERS' CAPITAL (DEFICIT):
  General Partners                                   (12,606)         (9,783)
  Limited Partners, $1,000 Unit value;
   7,500 Units authorized and issued;
   7,337 outstanding in 1998 and 1997              5,098,128       5,377,530
                                                  -----------     -----------
      Total Partners' Capital                      5,085,522       5,367,747
                                                  -----------     -----------
        Total Liabilities and Partners' Capital  $ 5,371,976     $ 5,672,945
                                                  ===========     ===========
                 
                               
 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


                                                        1998           1997

INCOME:
  Rent                                             $   639,164    $   540,414
  Investment Income                                     43,304        113,822
                                                    -----------    -----------
      Total Income                                     682,468        654,236
                                                    -----------    -----------

EXPENSES:
  Partnership Administration - Affiliates              105,990        103,929
  Partnership Administration and Property
     Management - Unrelated Parties                     31,492         17,853
  Depreciation                                         125,996        126,322
  Real Estate Impairment                               180,000         80,300
                                                    -----------    -----------
      Total Expenses                                   443,478        328,404
                                                    -----------    -----------

OPERATING  INCOME                                      238,990        325,832

GAIN ON SALE OF REAL ESTATE                                  0        655,641
                                                    -----------    -----------
NET INCOME                                         $   238,990    $   981,473
                                                    ===========    ===========

NET INCOME ALLOCATED:
  General Partners                                 $     2,390    $     9,815
  Limited Partners                                     236,600        971,658
                                                    -----------    -----------
                                                   $   238,990    $   981,473
                                                    ===========    ===========

NET INCOME PER LIMITED PARTNERSHIP UNIT
(7,337 and 7,349 weighted average Units outstanding
in 1998 and 1997, respectively)                    $     32.25    $    132.22
                                                    ===========    ===========


 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

                                                         1998          1997
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Income                                         $   238,990   $   981,473

 Adjustments To Reconcile Net Income
 To Net Cash Provided By Operating Activities:
     Depreciation                                       125,996       126,322
     Real Estate Impairment                             180,000        80,300
     Gain on Sale of Real Estate                              0      (655,641)
     Decrease in Receivables                            (14,252)       (5,501)
     Increase (Decrease) in Payable to
       AEI Fund Management, Inc.                         (3,498)        5,751
     Decrease in Deferred Income                        (15,480)      (15,480)
                                                     -----------   -----------
       Total Adjustments                                272,766      (464,249)
                                                     -----------   -----------
       Net Cash Provided By
           Operating Activities                         511,756       517,224
                                                     -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Investments in Real Estate                           (822,125)   (1,018,775)
  Proceeds from Sale of Real Estate                           0       298,342
  Payments Received on Note Receivable                        0     1,003,000
                                                     -----------   -----------
       Net Cash Provided By (Used For)
          Investing Activities                         (822,125)      282,567
                                                     -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (Decrease) in Distributions Payable              234        (3,679)
  Distributions to Partners                            (521,215)     (731,558)
  Redemption Payments                                         0        (8,705)
                                                     -----------   -----------
       Net Cash Used For
          Financing Activities                         (520,981)     (743,942)
                                                     -----------   -----------
NET INCREASE (DECREASE) IN CASH
   AND CASH EQUIVALENTS                                (831,350)       55,849

CASH AND CASH EQUIVALENTS, beginning of period          939,969       884,120
                                                     -----------   -----------
CASH AND CASH EQUIVALENTS, end of period            $   108,619   $   939,969
                                                     ===========   ===========

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING ACTIVITIES:

   Note Receivable Acquired in Sale of Property     $         0   $ 1,003,000
                                                     ===========   ===========
                                
 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, 1996    $  (12,195)  $ 5,138,732  $ 5,126,537    7,353.55

  Distributions                   (7,316)     (724,242)    (731,558)

  Redemption Payments                (87)       (8,618)      (8,705)     (17.00)
                                            
  Net Income                       9,815       971,658      981,473
                               ----------   -----------  -----------  ----------
BALANCE, December 31, 1997        (9,783)    5,377,530    5,367,747    7,336.55

  Distributions                   (5,213)     (516,002)    (521,215)

  Net Income                       2,390       236,600      238,990
                               ----------   -----------  -----------  ----------
BALANCE, December 31, 1998    $  (12,606)  $ 5,098,128  $ 5,085,522    7,336.55
                               ==========   ===========  ===========  ==========


 The accompanying notes to financial statements are an integral
                     part of this statement.
                     
</PAGE>
<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(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 of the Partnership.  Robert P. Johnson,  the
     President  and  sole  shareholder  of  AFM,  serves  as  the
     Individual General Partner of the Partnership.  An affiliate
     of  AFM,  AEI  Fund  Management, Inc.  (AEI),  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
     Partnership's   offering   terminated   when   the   maximum
     subscription  limit  of  7,500  Limited  Partnership   Units
     ($7,500,000) 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 the  operation
     of the Partnership, 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 the Partnership's 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, 1998 AND 1997

(1)  Organization - (Continued)

     For  tax  purposes,  profits  from  operations,  other  than
     profits  attributable  to  the  sale,  exchange,  financing,
     refinancing   or  other  disposition  of  the  Partnership's
     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  Partnership
     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 the Partnership's property will  be
     allocated  in  accordance with the Partnership Agreement  as
     follows:  (i) first, to those Partners with deficit balances
     in  their capital accounts in an amount equal to the sum  of
     such  deficit  balances; (ii) second,  99%  to  the  Limited
     Partners  and 1% to the General Partners until the aggregate
     balance in the Limited Partners' capital accounts equals the
     sum  of the Limited Partners' Adjusted Capital Contributions
     plus  an  amount  equal  to 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, 1998 AND 1997

(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
     
       At  times  throughout  the year,  the  Partnership's  cash
       deposited  in  financial  institutions  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.
     
     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.  Accordingly, no recognition  has
       been  given to income taxes in the accompanying  financial
       statements.
       
       The  tax  return, the qualification of the Partnership  as
       such  for  tax  purposes, 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  with  respect  to   the
       Partnership  qualification or 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  Partnership
       recognizes  rental revenue on the accrual basis  according
       to  the terms of the individual leases.  For leases  which
       contain  cost  of  living  increases,  the  increases  are
       recognized in the year in which they are effective.
       
       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  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.
       
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

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

       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.
       
       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.

(3)  Related Party Transactions -

     The  Partnership owns a 44.9042% interest in the  restaurant
     in  Waco,  Texas  and  a  60% interest  in  the  Fuddruckers
     restaurant.  The remaining interests in these properties are
     owned  by  AEI Real Estate Fund XVI Limited Partnership,  an
     affiliate  of the Partnership.  The Partnership owns  a  20%
     interest in the Tractor Supply Company store.  The remaining
     interests in this property are owned by AEI Real Estate Fund
     85-A  Limited  Partnership, an affiliate of the Partnership,
     and  an  unrelated  third  party.  The  Partnership  owns  a
     30.794%  interest  in  the  Timber  Lodge  Steakhouse.   The
     remaining interests in this property are owned by  AEI  Real
     Estate  Fund  XVII Limited Partnership and AEI Institutional
     Net  Lease Fund '93 Limited Partnership, affiliates  of  the
     Partnership, and an unrelated third party.  The  Partnership
     owns  a 26.05% interest in the Champps Americana restaurant.
     The  remaining interests in this property are owned  by  AEI
     Real  Estate Fund XVII Limited Partnership, AEI Real  Estate
     Fund  XVIII Limited Partnership and AEI Net Lease  Income  &
     Growth  Fund  XIX  Limited Partnership,  affiliates  of  the
     Partnership.
     
     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

                                                    1998         1997
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.                                      $ 105,990    $ 103,929
                                                  ========    ========


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(3)  Related Party Transactions - (Continued)
     
                                    Total Incurred by the Partnership
                                     for the Years Ended December 3l

                                                       1998         1997
b.AEI and AFM are reimbursed for all direct
  expenses they have paid on the Partnership's
  behalf to third parties.  These expenses included
  printing costs, legal and filing fees, direct
  administrative costs, outside audit and
  accounting costs, taxes, insurance and
  other property costs.                             $  31,492     $  17,853
                                                     ========      ========

c.AEI is reimbursed for all property acquisition
  costs 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 lessees in the amount of $42,126 and $6,927
  for 1998 and 1997, respectively.                  $ (32,464)    $  93,152
                                                     ========      ========

     The  payable  to  AEI Fund Management, Inc.  represents  the
     balance due for the services described in 3a, b and c.  This
     balance is non-interest bearing and unsecured and is  to  be
     paid in the normal course of business.
     
(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
     terms  are  20  years  except for the JEMCARE  property  (10
     years), the Tractor Supply Company store (14 years), and the
     Arby's  (15  years).  The Leases have renewal options  which
     may  extend the lease term an additional 9 to 15 years.  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.  Certain
     lessees  have been granted options to purchase the property.
     Depending  on  the  lease,  the  purchase  price  is  either
     determined  by  a  formula, or is the greater  of  the  fair
     market value of the property or the amount determined  by  a
     formula.   In all cases, if the option were to be  exercised
     by  the lessee, the purchase price would be greater than the
     original cost of the property.

                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(4)  Investments in Real Estate - (Continued)

     The  Partnership's  properties are all  commercial,  single-
     tenant properties.  The Arby's restaurant was built in  1972
     and  extensively remodeled in 1987.  The restaurant in Waco,
     Texas was constructed in 1980 and enlarged in 1982 and 1983.
     The  JEMCARE Learning Center was constructed in  1986.   The
     Children's   World  Daycare  Center  and   the   Fuddruckers
     restaurant  were newly-constructed in 1987.  The Partnership
     acquired all of these properties during 1987 and 1988.   The
     Denny's  restaurant  and Tractor Supply Company  store  were
     newly-constructed in 1995 and acquired in 1996.  The  Timber
     Lodge Steakhouse was newly-constructed and acquired in 1997.
     The  Champps Americana restaurant was newly-constructed  and
     acquired  in 1998.  There have been no costs capitalized  as
     improvements subsequent to the acquisitions.
     
     The   cost   of   the  properties  and  related  accumulated
     depreciation at December 31, 1998 are as follows:

                                        Buildings and             Accumulated
Property                        Land      Equipment     Total     Depreciation

Children's World,
 Franconia Hills, VA        $  165,952  $  796,117   $  962,069   $  348,427
JEMCARE Learning Center,    
 Haltom City, TX               132,925     284,288      417,213      148,610
Arby's, Marshall, MI           120,499     465,926      586,425      215,395
Zapata's, Waco, TX              60,312     227,398      287,710      161,760
Fuddruckers, St. Louis, MO     593,703     544,593    1,138,296      256,032
Denny's, Greenville, TX        332,077     696,355    1,028,432       71,932
Tractor Supply Company,
 Maryville, TN                  40,267     179,138      219,405       18,619
Timber Lodge Steakhouse,
 St. Cloud, MN                 111,311     399,324      510,635       15,596
Champps Americana, Troy, MI    429,808     900,457    1,330,265       10,420
                             ----------  ----------   ----------   ----------
                            $1,986,854  $4,493,596   $6,480,450   $1,246,791
                             ==========  ==========   ==========   ==========
     
     On  January  24,  1997, the Partnership sold the  Children's
     World  daycare  center in Moreno Valley, California,  to  an
     unrelated third party.  The Partnership recognized net  sale
     proceeds  of  $1,301,342, which resulted in a  net  gain  of
     $655,641.   At  the  time  of sale,  the  cost  and  related
     accumulated  depreciation of the property was  $963,717  and
     $318,016,  respectively.  As part of the sale proceeds,  the
     Partnership received a Promissory Note for $1,003,000.   The
     Note  bears interest at a 10% rate.  On April 23, 1997,  the
     Partnership  received the principal balance and  outstanding
     accrued  interest on the Note.  Investment income earned  on
     the Note was $24,456.
     
     During 1997, the Partnership distributed $202,020 of the net
     sale  proceeds  to  the Limited and General  Partners  which
     represented  a  return  of capital  of  $27.20  per  Limited
     Partnership  Unit.   The majority of the remaining  proceeds
     were reinvested in additional property.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(4)  Investments in Real Estate - (Continued)
     
     On  November 18, 1997, the Partnership purchased  a  30.794%
     interest  in  a  Timber  Lodge  Steakhouse  in  St.   Cloud,
     Minnesota  for $510,635.  The property is leased  to  Timber
     Lodge  Steakhouse,  Inc.  under a  Lease  Agreement  with  a
     primary  term  of  20  years and annual rental  payments  of
     $51,537.
     
     On  December  23, 1997, the Partnership purchased  a  26.05%
     interest in a parcel of land in Troy, Michigan for $393,620.
     The  land is leased to Champps Entertainment, Inc. (Champps)
     under a Lease Agreement with a primary term of 20 years  and
     annual rental payments of $27,553.  Effective June 20, 1998,
     the  annual  rent was increased to $41,330.   Simultaneously
     with  the purchase of the land, the Partnership entered into
     a   Development   Financing  Agreement   under   which   the
     Partnership  advanced funds to Champps for the  construction
     of  a  Champps Americana restaurant on the site.  Initially,
     the  Partnership charged interest on the advances at a  rate
     of  7.0%.   Effective June 20, 1998, the interest  rate  was
     increased  to  10.50%.   On September  3,  1998,  after  the
     development  was completed, the Lease Agreement was  amended
     to   require  annual  rental  payments  of  $133,356.    The
     Partnership's   share  of  the  total   acquisition   costs,
     including the cost of the land, was $1,330,265.
     
     The Partnership owns a 44.9042% interest in a restaurant  in
     Waco, Texas, which was previously closed.  In June 1995, the
     Partnership  re-leased the restaurant to Tex-Mex  Cocina  of
     Waco,  L.C.   The  Lease Agreement had  a  primary  term  of
     eighteen  months with an annual rental payment  of  $24,248.
     In  December,  1997, the lessee elected not to exercise  the
     renewal option in the lease.  The restaurant was closed  and
     is  listed for sale or lease.  While the property is vacant,
     the Partnership is responsible for the real estate taxes and
     other costs required to maintain the property.
     
     As  of  December  31, 1997, based on an analysis  of  market
     conditions in the area, it was determined the fair value  of
     the   Partnership's  interest  in  the  Waco  property   was
     approximately $314,400.  In the fourth quarter  of  1997,  a
     charge  to operations for real estate impairment of  $80,300
     was  recognized,  which is the difference between  the  book
     value  at  December 31, 1997 of $394,700 and  the  estimated
     fair value of $314,400.  The charge was recorded against the
     cost  of  the  land  and building.  In December,  1998,  the
     Partnership  re-analyzed the market conditions in  the  area
     and  determined the fair value of the Partnership's interest
     declined  to approximately $126,000.  In the fourth  quarter
     of  1998,  a charge to operations for real estate impairment
     of  $180,000 was recognized, which is the difference between
     the  book  value  at December 31, 1998 of $306,000  and  the
     estimated  fair value of $126,000.  The charge was  recorded
     against the cost of the land and building.
     
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(4)  Investments in Real Estate - (Continued)
     
     The minimum future rental on the Leases for years subsequent
     to December 31, 1998 are as follows:

                       1999          $   680,629
                       2000              685,270
                       2001              658,697
                       2002              662,599
                       2003              666,577
                       Thereafter      6,002,149
                                      -----------
                                     $ 9,355,921
                                      ===========

     In  1998  and  1997,  the Partnership recognized  contingent
     rents of $30,861 and $14,697, respectively.

(5)  Deferred Income -

     In  June,  1994, Fuddruckers, Inc., the restaurant concept's
     franchisor,  acquired  the  operations  of  the  Fuddruckers
     restaurant  in  St. Louis, Missouri, and assumed  the  lease
     obligations  from  the  original lessee.   As  part  of  the
     agreement,  the Partnership amended the Lease to reduce  the
     base  rent  from  the  current annual rent  of  $163,550  to
     $138,246.  The Partnership could receive additional rent  in
     the future if 10% of gross receipts from the property exceed
     the  base  rent.  In consideration for the lease  assumption
     and  amendment, the Partnership received a lump sum  payment
     from  the original lessee of $210,277.  The lump sum payment
     will be recognized as income over the remainder of the Lease
     term,  which  expires January 31, 2008, using  the  straight
     line  method.   As  of  December  31,  1998  and  1997,  the
     Partnership    has   recognized   $69,660    and    $54,180,
     respectively, of this payment as income.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(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:
     
                                                     1998           1997
      Tenants                     Industry

     Fuddruckers Inc.            Restaurant      $  153,727     $  153,726
     ARAMARK Educational
       Resources, Inc.           Child Care         144,562        150,892
     Huntington Restaurants
       Group, Inc.               Restaurant         117,856        115,630
     Champps Entertainment, Inc. Restaurant          65,027            N/A
                                                  ----------     ----------

     Aggregate rent revenue of major tenants     $  481,172     $  420,248
                                                  ==========     ==========

     Aggregate rent revenue of major tenants as
     a percentage of total rent revenue                  75%            78%
                                                  ==========     ==========

(7)  Partners' Capital -

     Cash  distributions of $5,213 and $7,403 were  made  to  the
     General Partners and $516,002 and $724,242 were made to  the
     Limited  Partners for the years ended December 31, 1998  and
     1997,  respectively.   The  Limited Partners'  distributions
     represent  $70.33  and $98.55 per Limited  Partnership  Unit
     outstanding using 7,337 and 7,349 weighted average Units  in
     1998  and  1997, respectively.  The distributions  represent
     $32.25 and $98.55 per Unit of Net Income and $38.08 and $-0-
     per  Unit of return of contributed capital in 1998 and 1997,
     respectively.
     
     As  part  of  the  Limited  Partner distributions  discussed
     above, the Partnership distributed $200,000 of proceeds from
     property  sales  in  1997.   The distributions  reduced  the
     Limited Partners' Adjusted Capital Contributions.
     
     Distributions  of  Net  Cash Flow to  the  General  Partners
     during  1998  and  1997  were subordinated  to  the  Limited
     Partners  as  required in the Partnership Agreement.   As  a
     result,  99%  of distributions and income were allocated  to
     the Limited Partners and 1% to the General Partners.
     

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(7)  Partners' Capital - (Continued)

     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.
     
     During  1998, the Partnership did not redeem any Units  from
     the   Limited  Partners.   In  1997,  two  Limited  Partners
     redeemed  a  total of 17 Partnership Units for $8,618.   The
     Partnership  acquired these Units using Net Cash  Flow  from
     operations.  The redemptions increase the remaining  Limited
     Partners' ownership in the Partnership.
     
     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
     $938.68 per original $1,000 invested.

(8)  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:
     
                                                     1998           1997
     
     Net Income for Financial
      Reporting Purposes                         $  238,990     $  981,473
     
     Depreciation for Tax Purposes
      (Over) Under Depreciation for Financial
      Reporting Purposes                             (1,337)        17,656
     
     Income Accrued for Tax Purposes
      Under Income for Financial
      Reporting Purposes                            (15,480)       (15,480)
     
     Real Estate Impairment Loss
      Not Recognized for
      Tax Purposes                                  180,000         80,300
     
     Gain on Sale of Real Estate for Tax Purposes
      Under Gain for Financial Reporting Purposes         0         (3,377)
                                                  ----------     ----------
           Taxable Income to Partners            $  402,173     $1,060,572
                                                  ==========     ==========
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                                
                   DECEMBER 31, 1998 AND 1997

(8)  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:
     
                                                     1998          1997
     Partners' Capital for
      Financial Reporting Purposes               $5,085,522     $5,367,747
     
     Adjusted Tax Basis of Investments
      in Real Estate Over Net Investments
      in Real Estate for Financial
      Reporting Purposes                            412,509        233,846
     
     Income Accrued for Tax Purposes
      Over Income for Financial
      Reporting Purposes                            140,617        156,097
     
     Syndication Costs
      Treated as Reduction of Capital
      for Financial Reporting Purposes            1,054,819      1,054,819
                                                  ----------     ----------
           Partners' Capital for
              Tax Reporting Purposes             $6,693,467     $6,812,509
                                                  ==========     ==========
     
(9)  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:
     
                                        1998                    1997
                               Carrying       Fair      Carrying      Fair
                                Amount        Value      Amount       Value
     
     Cash                    $     250    $     250   $     205   $     205
     Money Market Funds        108,369      108,369     939,764     939,764
                              ---------    ---------   ---------   ---------
       Total Cash and
         Cash Equivalents    $ 108,619    $ 108,619   $ 939,969   $ 939,969
                              =========    =========   =========   =========

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

       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
of  the  registrant are Robert P. Johnson and AFM.   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 director and  officers
of AFM are as follows:

        Robert  P.  Johnson, age 54, is Chief Executive  Officer,
President  and  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, 1999.  From  1970  to
the  present, he has been employed exclusively in the  investment
industry,  specializing  in  tax-advantaged  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. (formerly AEI Incorporated), which is registered
with  the  Securities  and Exchange Commission  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  seventeen  other  limited
partnerships.

        Mark  E.  Larson,  age 46, is Executive  Vice  President,
Treasurer  and  Chief Financial Officer and has been  elected  to
continue in these positions until December, 1999.  Mr. Larson has
been  Treasurer and Executive Vice President since December, 1987
and  Chief  Financial Officer since January, 1990.   In  January,
1993,  Mr.  Larson was elected to serve as Secretary of  AFM  and
will continue to serve until December, 1999.  Mr. Larson has been
employed  by  AEI  Fund Management, Inc. and affiliated  entities
since  1985.   From  1979  to 1985, Mr. Larson  was  with  Apache
Corporation as manager of Program Accounting responsible for  the
accounting  and reports for approximately 45 public partnerships.
Mr.   Larson   is  responsible  for  supervising  the  accounting
functions of AFM and the registrant.

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 and management services.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT.

        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, 1998:

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

   AEI Fund Management 86-A, Inc.                 3              *
   1300 Minnesota World Trade Center
   30 East 7th Street, St. Paul, Minnesota 55101

   Robert P. Johnson                              0              0%
   1300 Minnesota World Trade Center
   30 East 7th Street, St. Paul, Minnesota 55101

   Mark E. Larson                                11              *
   1300 Minnesota World Trade Center
   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 on Pages 21 and  22  and
is incorporated herein by reference, for details of related party
transactions.

                                
ITEM 13.   EXHIBITS AND REPORTS ON FORM 8-K AND FORM 8-K/A.

           A.   Exhibits -
                                  Description

                 10.1  Net Lease Agreement dated
                       January  10, 1996, between the Partnership
                       and  Huntington  Restaurants  Group,  Inc.
                       relating to the property at 3103 W.  I-30,
                       Greenville,    Texas   (incorporated    by
                       reference  to  Exhibit 10.1  of  Form  8-K
                       filed  with the Commission on January  17,
                       1996).


ITEM 13.   EXHIBITS  AND  REPORTS ON FORM 8-K AND  FORM  8-K/A.
           (Continued)

           A.   Exhibits -
                                   Description

                 10.2  Assignment  of  Sale  and
                       Leaseback   Financing   Commitment   dated
                       November  17, 1997 between the Partnership
                       and AEI Fund Management, Inc. relating  to
                       the  sale and leaseback of a Timber  Lodge
                       Steakhouse   restaurant  at  3590   Second
                       Street   South,   St.   Cloud,   Minnesota
                       (incorporated  by  reference  to   Exhibit
                       10.6   of  Form  10-KSB  filed  with   the
                       Commission on March 23, 1998).

                 10.3  Net Lease Agreement dated
                       November    18,    1997    between     the
                       Partnership,  AEI  Real Estate  Fund  XVII
                       Limited   Partnership,  AEI  Institutional
                       Net  Lease  Fund  '93 Limited  Partnership
                       and    Timber   Lodge   Steakhouse,   Inc.
                       relating  to  the property at 3590  Second
                       Street   South,   St.   Cloud,   Minnesota
                       (incorporated  by  reference  to   Exhibit
                       10.7   of  Form  10-KSB  filed  with   the
                       Commission on March 23, 1998).

                 10.4  Development   Financing
                       Agreement dated December 23, 1997  between
                       the  Partnership, AEI Net Lease  Income  &
                       Growth  Fund XIX Limited Partnership,  AEI
                       Real    Estate    Fund    XVIII    Limited
                       Partnership,  AEI  Real Estate  Fund  XVII
                       Limited     Partnership    and     Champps
                       Entertainment,   Inc.  relating   to   the
                       property  at  301  West Big  Beaver  Road,
                       Troy,  Michigan (incorporated by reference
                       to  Exhibit 10.8 of Form 10-KSB filed with
                       the Commission on March 23, 1998).

                 10.5  Net Lease Agreement dated
                       December    23,    1997    between     the
                       Partnership,  AEI  Net  Lease   Income   &
                       Growth  Fund XIX Limited Partnership,  AEI
                       Real    Estate    Fund    XVIII    Limited
                       Partnership,  AEI  Real Estate  Fund  XVII
                       Limited     Partnership    and     Champps
                       Entertainment,   Inc.  relating   to   the
                       property  at  301  West Big  Beaver  Road,
                       Troy,  Michigan (incorporated by reference
                       to  Exhibit 10.9 of Form 10-KSB filed with
                       the Commission on March 23, 1998).

                 10.6  First  Amendment  to  Net
                       Lease  Agreement dated September  3,  1998
                       between  the  Partnership, AEI  Net  Lease
                       Income   &   Growth   Fund   XIX   Limited
                       Partnership,  AEI Real Estate  Fund  XVIII
                       Limited Partnership, AEI Real Estate  Fund
                       XVII   Limited  Partnership  and   Champps
                       Entertainment,   Inc.  relating   to   the
                       property  at  301  West Big  Beaver  Road,
                       Troy,  Michigan (incorporated by reference
                       to  Exhibit  10.2 of Form 8-K  filed  with
                       the Commission on September 15, 1998).

                 27    Financial  Data  Schedule
                       for year ended December 31, 1998.

           B.   Reports on Form 8-K and Form 8-K/A - None.
                                
                                
                           SIGNATURES
                                
       Pursuant to the requirements of Section 13 or 15(d) of the
Securities  Exchange Act of 1934, the registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto duly authorized.


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


March 12, 1999            By: /s/ Robert P. Johnson
                                  Robert  P. Johnson, President and Director
                                  (Principal Executive Officer)


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

     Name                            Title                          Date


/s/ Robert P. Johnson  President (Principal Executive Officer)  March 12, 1999
    Robert P. Johnson  and Sole Director of Managing General
                       Partner

/s/ Mark E. Larson     Executive  Vice  President, Treasurer    March 12, 1999
    Mark E. Larson     and Chief Financial Officer
                       (Principal Accounting Officer)