PROPERTY CO-TENANCY
                       OWNERSHIP AGREEMENT
               Tractor Supply-Maryville, Tennessee


THIS CO-TENANCY AGREEMENT,

Made  and  entered into as of the 21st day of November, 2001,  by
and  between  Albert I. Martin and Vivian J. Martin, husband  and
wife  (hereinafter called "Martin"), and AEI Real Estate Fund  XV
Limited Partnership (hereinafter called "Fund XV"), (Martin, Fund
XV  (and  any other Owner in Fee where the context so  indicates)
being hereinafter sometimes collectively called "Co-Tenants"  and
referred to in the neuter gender).
WITNESSETH:

WHEREAS, Fund XV presently owns an undivided 10.0523% interest in
and  to, and Martin presently owns an undivided 12.5594% interest
in  and  to,  and  Munkberg Farms Inc., a  Minnesota  Corporation
presently  owns  an undivided 15.3915% interest in  and  to,  and
Walter  L. Schrock presently owns and undivided 10.1789% interest
in  and  to, and Donald B. Wood and Sue D. Wood, Trustees of  the
Wood Family Trust dated 3/15/93, as amended 7/9/97 presently owns
an  undivided 17.4026% interest in and to, and The Sheila K. Nate
Revocable Living Tust dated 11/29/96, Thomas L. Nate, Trustee and
Sheila  K.  Nate,  Trustee presently owns an  undivided  12.5502%
interest in and to, and Lucas Enterprises, LLC presently owns  an
undivided  12.7385%  interest in and  to,  and  Tall  Pines  Farm
Limited Partnership presently owns and undivided 9.1266% interest
in  and to the land, situated in the City of Maryville, County of
Blount, and State of Tennessee, (legally described upon Exhibit A
attached hereto and hereby made a part hereof) and in and to  the
improvements located thereon (hereinafter called "Premises");

WHEREAS,  The  parties  hereto wish to provide  for  the  orderly
operation and management of the Premises and Martin's interest by
Fund XV; the continued leasing of space within the Premises;  for
the  distribution  of  income from and the  pro-rata  sharing  in
expenses of the Premises.

NOW  THEREFORE, in consideration of the purchase by Martin of  an
undivided  interest  in and to the Premises,  for  at  least  One
Dollar  ($1.00) and other good and valuable consideration by  the
parties  hereto  to  one another in hand paid,  the  receipt  and
sufficiency of which are hereby acknowledged, and of  the  mutual
covenants and agreements herein contained, it is hereby agreed by
and between the parties hereto, as follows:

1.    The  operation  and  management of the  Premises  shall  be
delegated  to  Fund  XV, or its designated agent,  successors  or
assigns.  Provided, however, if Fund XV shall  sell  all  of  its
interest in the Premises, the duties and obligations of  Fund  XV
respecting  management  of  the Premises  as  set  forth  herein,
including but not limited to paragraphs 2, 3, and 4 hereof, shall
be exercised by the holder or holders of a majority undivided co-
tenancy interest in the Premises. Except as hereinafter expressly
provided to the contrary, each of the parties hereto agrees to be
bound   by  the  decisions  of  Fund  XV  with  respect  to   all
administrative,  operational  and  management  matters   of   the
property  comprising the Premises, including but not  limited  to
the  management  of  the net lease agreement  for  the  Premises.
Martin hereby designates Fund XV as its sole and exclusive  agent


Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN


to  deal  with, and Fund XV retains the sole right to deal  with,
any property agent or tenant and to negotiate and enter into,  on
terms and provisions satisfactory to Fund XV, to monitor, execute
and  enforce  the terms of leases of space within  the  Premises,
including  but  not  limited  to  any  amendments,  consents   to
assignment,  sublet,  releases  or  modifications  to  leases  or
guarantees  of  lease  or easements affecting  the  Premises,  on
behalf  of  Martin. As long as Fund XV owns an  interest  in  the
Premises,  only Fund XV may obligate Martin with respect  to  any
expense for the Premises.

As  further  set forth in paragraph 2 hereof, Fund XV  agrees  to
require  any lessee of the Premises to name Martin as an  insured
or  additional insured in all insurance policies provided for, or
contemplated by, any lease on the Premises. Fund XV shall use its
best  efforts  to obtain endorsements adding Co-Tenants  to  said
policies  from  lessee  within 30 days of  commencement  of  this
agreement.  In any event, Fund XV shall distribute any  insurance
proceeds it may receive, to the extent consistent with any  lease
on  the  Premises,  to  the Co-Tenants  in  proportion  to  their
respective ownership of the Premises.

2.    Income and expenses shall be allocated among the Co-Tenants
in  proportion to their respective share(s) of ownership.  Shares
of  net income shall be pro-rated for any partial calendar  years
included  within the term of this Agreement. Fund XV  may  offset
against, pay to itself and deduct from any payment due to  Martin
under  this  Agreement,  and may pay  to  itself  the  amount  of
Martin's  share of any reasonable expenses of the Premises  which
are not paid by Martin to Fund XV or its assigns, within ten (10)
days  after demand by Fund XV. In the event there is insufficient
operating  income from which to deduct Martin's unpaid  share  of
operating expenses, Fund XV may pursue any and all legal remedies
for collection.

Operating  Expenses  shall include all normal operating  expense,
including  but not limited to: maintenance, utilities,  supplies,
labor, management, advertising and promotional expenses, salaries
and wages of rental and management personnel, leasing commissions
to  third  parties, a monthly accrual to pay insurance  premiums,
real  estate taxes, installments of special assessments  and  for
structural repairs and replacements, management fees, legal  fees
and accounting fees, but excluding all operating expenses paid by
tenant under terms of any lease agreement of the Premises.

Martin  has  no requirement to, but has, nonetheless  elected  to
retain,  and agrees to annually reimburse, Fund XV in the  amount
of  $536 for the expenses, direct and indirect, incurred by  Fund
XV   in   providing   Martin   with  quarterly   accounting   and
distributions  of Martin's share of net income and for  tracking,
reporting  and  assessing the calculation of  Martin's  share  of
operating  expenses  incurred from  the  Premises.  This  invoice
amount shall be pro-rated for partial years and Martin authorizes
Fund XV to deduct such amount from Martin's share of revenue from
the  Premises.  Martin  may  terminate  this  agreement  in  this
paragraph respecting accounting and distributions at any time and
attempt  to collect its share of rental income directly from  the
tenant; however, enforcement of all other provisions of the lease
remains  the sole right of Fund XV pursuant to Section 1  hereof.
Fund XV may terminate its obligation under this paragraph upon 30
days  notice  to  Martin  prior to the end  of  each  anniversary
hereof, unless agreed in writing to the contrary.


Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN



3.    Full, accurate and complete books of account shall be  kept
in  accordance  with generally accepted accounting principles  at
Fund  XV's principal office, and each Co-Tenant shall have access
to  such  books and may inspect and copy any part thereof  during
normal  business hours. Within ninety (90) days after the end  of
each  calendar year during the term hereof, Fund XV shall prepare
an  accurate  income statement for the ownership of the  Premises
for  said calendar year and shall furnish copies of the  same  to
all Co-Tenants. Quarterly, as its share, Martin shall be entitled
to  receive 12.5594% of all items of income and expense generated
by  the  Premises.   Upon  receipt of  said  accounting,  if  the
payments received by each Co-Tenant pursuant to this Paragraph  3
do  not  equal,  in  the aggregate, the amounts  which  each  are
entitled  to receive proportional to its share of ownership  with
respect to said calendar year pursuant to Paragraph 2 hereof,  an
appropriate  adjustment  shall be made  so  that  each  Co-Tenant
receives the amount to which it is entitled.

4.    If  Net Income from the Premises is less than $0.00  (i.e.,
the  Premises  operates  at a loss), or if capital  improvements,
repairs, and/or replacements, for which adequate reserves do  not
exist,  need  to  be made to the Premises, the  Co-Tenants,  upon
receipt  of  a  written request therefore from  Fund  XV,  shall,
within  fifteen (15) business days after receipt of notice,  make
payment  to  Fund XV sufficient to pay said net operating  losses
and  to provide necessary operating capital for the premises  and
to   pay   for   said   capital  improvements,   repairs   and/or
replacements, all in proportion to their undivided  interests  in
and to the Premises.

5.    Co-Tenants  may, at any time, sell, finance,  or  otherwise
create  a lien upon their interest in the Premises but only  upon
their  interest  and not upon any part of the interest  held,  or
owned, by any other Co-Tenant.  All Co-Tenants reserve the  right
to escrow proceeds from a sale of their interests in the Premises
to obtain tax deferral by the purchase of replacement property.

6.    If any Co-Tenant shall be in default with respect to any of
its  obligations hereunder, and if said default is not  corrected
within  thirty  (30)  days after receipt by said  defaulting  Co-
Tenant  of written notice of said default, or within a reasonable
period  if  said default does not consist solely of a failure  to
pay money, the remaining Co-Tenant(s) may resort to any available
remedy to cure said default at law, in equity, or by statute.

7.    This Co-Tenancy agreement shall continue in full force  and
effect  and shall bind and inure to the benefit of the  Co-Tenant
and  their respective heirs, executors, administrators,  personal
representatives, successors and permitted assigns until  February
14,  2010  or upon the sale of the entire Premises in  accordance
with  the  terms hereof and proper disbursement of  the  proceeds
thereof,   whichever  shall  first  occur.   Unless  specifically
identified  as  a  personal contract right or obligation  herein,
this  agreement shall run with any interest in the  Property  and
with  the  title thereto. Once any person, party  or  entity  has
ceased  to  have an interest in fee in any portion of the  Entire
Property,  it  shall not be bound by, subject to or benefit  from
the  terms  hereof;  but  its  heirs, executors,  administrators,
personal representatives, successors or assigns, as the case  may
be, shall be substituted for it hereunder.

8.    Any notice or election required or permitted to be given or
served by any party hereto to, or upon any other, shall be  given
to  all known Co-Tenants and deemed given or served in accordance
with  the  provisions  of  this  Agreement,  if  said  notice  or
elections addressed as follows;



Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN



If to Fund XV or Fund 85-A:

AEI Real Estate Fund XV Limited Partnership
AEI Real Estate Fund 85-A Limited Partnership
1300 Minnesota World Trade Center
30 E. Seventh Street
St. Paul, MN  55101


If to Martin:

Albert I. Martin and Vivian J. Martin,
husband and wife
12929 Reeder
Overland Park, KS 66213

If to Munkberg:

Munkberg Farms, Inc.
John Munkberg, President
3000 325th Ave. NE
Cambridge, MN 55008

If to Schrock:

Walter L. Schrock
6385 West 330 North
Shipshewana IN 46565

If to Wood:

Donald B. Wood and Sue D. Wood,
Trustees of the Wood Family Trust
dated 3/15/93, as amended 7/9/97
280 Canon Drive
Santa Barbara, CA 93105

If to Nate:

The Sheila K. Nate Revocable Living Trust
dated 11/29/96,
Thomas L. Nate, Trustee and
Sheila K. Nate, Trustee
520 Vistula Terrace West
Mishaka, IN  46544



Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN



If to Lucas:

Lucas Enterprises, LLC
Phyllis Lucas, Manager
C/O James A. Nepple
Nepple Law Firm
2116 Sycamore Street
Muscatine, IA  52761-3808

If to Farm L.P.:

Tall Pines Farm Limited Partnership
Fred V. White, member
E. Louise White, member
Fred V. White, Jr., member
Pamela W. Proctor, member
7685 Indian Pond Court
Cincinnati, OH 45241


Each mailed notice or election shall be deemed to have been given
to,  or served upon, the party to which addressed on the date the
same  is  deposited in the United States certified  mail,  return
receipt  requested,  postage prepaid, or given  to  a  nationally
recognized  courier  service guaranteeing overnight  delivery  as
properly addressed in the manner above provided. Any party hereto
may  change  its address for the service of notice  hereunder  by
delivering  written notice of said change to  the  other  parties
hereunder, in the manner above specified, at least ten (10)  days
prior to the effective date of said change.

9.    This  Agreement shall not create any partnership  or  joint
venture  among or between the Co-Tenants or any of them, and  the
only  relationship  among  and between the  Co-Tenants  hereunder
shall  be  that  of owners of the premises as tenants  in  common
subject to the terms hereof.

10.    The  unenforceability or invalidity of  any  provision  or
provisions  of  this Agreement as to any person or  circumstances
shall  not render that provision, nor any other provision hereof,
unenforceable or invalid as to any other person or circumstances,
and  all  provisions hereof, in all other respects, shall  remain
valid and enforceable.

11.   In  the  event  any litigation arises between  the  parties
hereto  relating  to  this Agreement, or any  of  the  provisions
hereof, the party prevailing in such action shall be entitled  to
receive  from the losing party, in addition to all other  relief,
remedies  and  damages  to  which it is otherwise  entitled,  all
reasonable  costs  and expenses, including reasonable  attorneys'
fees,  incurred by the prevailing party in connection  with  said
litigation.


Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN



IN WITNESS WHEREOF, The parties hereto have caused this Agreement
to be executed and delivered, as of the day and year first above
written.




          Albert I. Martin and Vivian J. Martin,  husband  and
          wife


          By: /s/ Albert I Martin
                  Albert I. Martin


          Albert I. Martin and Vivian J. Martin, husband and wife

          By: /s/ Vivian J Martin
                  Vivian J. Martin



          WITNESS:

          /s/ James A Stanziola

              James A Stanziola
                (Print Name)







STATE OF KANSAN)
                       ) ss
COUNTY OF JOHNSON)

I,  a Notary Public in and for the state and county of aforesaid,
hereby certify there appeared before me this 7th day of November,
2001,  Albert I. Martin and Vivian J. Martin, husband  and  wife,
who executed the foregoing instrument in said capacity.

                              /s/ Jackie Schneider
                                   Notary Public

[notary seal]




Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN



Fund XV    AEI Real Estate Fund XV Limited Partnership

           By: AEI Fund Management 86-A, Inc., its corporate general
               partner

           By: /s/ Robert P Johnson
                   Robert P. Johnson, President





          WITNESS:

          /s/ Robert Babcock

              Robert Babcock
               (Print Name)




State of Minnesota )
                                   ) ss.
County of Ramsey  )

I,  a Notary Public in and for the state and county of aforesaid,
hereby  certify  there  appeared  before  me  this  21st  day  of
November,  2001,  Robert  P.  Johnson,  President  of  AEI   Fund
Management  86-A,  Inc, corporate general  partner  of  AEI  Real
Estate  Fund  XV Limited Partnership, who executed the  foregoing
instrument  in said capacity and on behalf of the corporation  in
its  capacity  as corporate general partner, on  behalf  of  said
limited partnership.

                              /s/ Debra L Jochum
                                   Notary Public

[notary seal]



          (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)



Co-Tenant Initial: /s/ AIM /s/ VJM
Co-Tenancy Agreement for Tractor Supply-Maryville, TN


                           EXHIBIT "A"


SITUATED in District No. 19 of Blount County, Tennessee,  and  in
the  4th Ward of the City of Maryville, and being all of Lot  No.
26  of LANE BUSINESS PARK as shown by plat of said subdivision of
record  in  Map  File 1249B in the Register's Office  for  Blount
County, Tennessee, to which reference is hereby made for  a  more
particular description.