SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                           FORM 10-QSB
                                
           Quarterly Report Under Section 13 or 15(d)
             of The Securities Exchange Act of 1934
                                
           For the Quarter Ended:  September 30, 1996
                                
                Commission file number:  0-14089
                                
                                
             AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
(Exact Name of Small Business Issuer as Specified 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)
                                
                         (612) 227-7333
                   (Issuer's telephone number)
                                
                                
                         Not Applicable
 (Former name, former address and former fiscal year, if changed
                       since last report)
                                
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 preceding 12 months (or for such shorter  period
that  the registrant was required to file such reports), and  (2)
has  been  subject to such filing requirements for  the  past  90
days.

                          Yes   [X]    No
                                
         Transitional Small Business Disclosure Format:
                                
                          Yes          No   [X]
                                
                                
                                
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                                
                              INDEX
                                
                                
                                                   

PART I. Financial Information

 Item 1.  Balance Sheet as of September 30, 1996 and December 31, 1995 
 
          Statements for the Periods ended September 30, 1996 and 1995:

             Income                                     

             Cash Flows                                 

             Changes in Partners' Capital               

          Notes to Financial Statements               

 Item 2.  Management's Discussion and Analysis    

PART II.  Other Information

 Item 1.  Legal Proceedings                          

 Item 2.  Changes in Securities                      

 Item 3.  Defaults Upon Senior Securities            

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

 Item 5.  Other Information                          

 Item 6.  Exhibits and Reports on Form 8-K           



<PAGE>

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                          BALANCE SHEET
                                
            SEPTEMBER 30, 1996 AND DECEMBER 31, 1995
                                
                           (Unaudited)
                                
                             ASSETS
                                                        1996         1995

CURRENT ASSETS:
   Cash and Cash Equivalents                        $ 1,029,139   $   609,623
   Receivables                                            3,939        36,412
                                                     -----------   -----------
        Total Current Assets                          1,033,078       646,035
                                                     -----------   -----------
INVESTMENTS IN REAL ESTATE:
   Land                                               1,757,210     1,489,902
   Buildings and Equipment                            4,106,357     3,707,369
   Construction Advances                                      0       867,945
   Property Acquisition Costs                                 0        20,433
   Accumulated Depreciation                          (1,270,784)
(1,278,079)
                                                     -----------   -----------
        Net Investments in Real Estate                4,592,783     4,807,570
                                                     -----------   -----------
             Total Assets                           $ 5,625,861   $ 5,453,605
                                                     ===========   ===========


                        LIABILITIES AND PARTNERS' CAPITAL
                                
CURRENT LIABILITIES:
   Payable to AEI Fund Management, Inc.             $    25,596   $    29,450
   Distributions Payable                                241,707       109,176
   Deferred Income                                       50,209        15,480
                                                     -----------   -----------
        Total Current Liabilities                       317,512       154,106
                                                     -----------   -----------

DEFERRED INCOME - Net of Current Portion                159,967       171,577

PARTNERS' CAPITAL (DEFICIT):
   General Partners                                     (11,977)      (12,182)
   Limited Partners, $1,000 Unit value;
      7,500 Units authorized and issued;
      7,364 outstanding                               5,160,359     5,140,104
                                                     -----------   -----------
        Total Partners' Capital                       5,148,382     5,127,922
                                                     -----------   -----------
          Total Liabilities and Partners' Capital   $ 5,625,861   $ 5,453,605
                                                     ===========   ===========

 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 PERIODS ENDED SEPTEMBER 30
                                
                           (Unaudited)
                                

                                Three Months Ended     Nine Months Ended
                                9/30/96    9/30/95     9/30/96    9/30/95

INCOME:
 Rent                         $ 166,028  $ 152,485    $ 521,273  $ 445,241
 Investment Income               12,573     23,318       31,452     70,394
                               ---------  ---------    ---------  ---------
        Total Income            178,601    175,803      552,725    515,635
                               ---------  ---------    ---------  ---------

EXPENSES:
 Partnership Administration -
  Affiliates                     26,991     26,956       77,148     90,961
 Partnership Administration 
  and Property Management -
  Unrelated Parties               3,277      2,987       14,927     25,305
 Interest                             0        937            0      2,984
 Depreciation                    41,705     38,219      127,505    114,659
                               ---------  ---------    ---------  ---------
        Total Expenses           71,973     69,099      219,580    233,909
                               ---------  ---------    ---------  ---------

OPERATING INCOME                106,628    106,704      333,145    281,726

GAIN ON SALE OF REAL ESTATE           0          0      198,111          0
                               ---------  ---------    ---------  ---------

NET INCOME                    $ 106,628  $ 106,704    $ 531,256  $ 281,726
                               =========  =========    =========  =========

NET INCOME ALLOCATED:
 General Partners             $   1,066  $   1,067    $   5,313  $   2,817
 Limited Partners               105,562    105,637      525,943    278,909
                               ---------  ---------    ---------  ---------
                              $ 106,628  $ 106,704    $ 531,256  $ 281,726
                               =========  =========    =========  =========

NET INCOME PER
 LIMITED PARTNERSHIP UNIT
 (7,375 and 7,379 weighted 
 average Units outstanding in
 1996 and 1995, respectively) $   14.31  $   14.32    $   71.31  $   37.80
                               =========  =========    =========  =========


 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 PERIODS ENDED SEPTEMBER 30
                                
                           (Unaudited)
                                
                                                        1996         1995
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net  Income                                      $   531,256   $   281,726

   Adjustments to Reconcile Net Income to Net Cash
   Provided by Operating Activities:
     Depreciation                                       127,505       114,659
     Gain on Sale of Real Estate                       (198,111)            0
     Decrease in Receivables                             32,473        12,161
     Decrease in Payable to
        AEI Fund Management, Inc.                        (3,854)      (29,617)
     Increase in Contract Payable                             0       (12,298)
     Increase in Deferred Income                         23,119        11,063
                                                     -----------   -----------
        Total Adjustments                               (18,868)       95,968
                                                     -----------   -----------
        Net Cash Provided By
        Operating Activities                            512,388       377,694
                                                     -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Investments in Real Estate                          (359,459)     (360,263)
   Proceeds from Sale of Real Estate                    644,852             0
                                                     -----------   -----------
        Net Cash Provided By (Used For)
        Investing Activities                            285,393      (360,263)
                                                     -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase (Decrease) in Distributions Payable         132,531       (37,836)
   Distributions to Partners                           (510,796)     (398,119)
                                                     -----------   -----------
        Net Cash Used For
        Financing Activities                           (378,265)     (435,955)
                                                     -----------   -----------
NET INCREASE (DECREASE) IN CASH
   AND CASH EQUIVALENTS                                 419,516      (418,524)

CASH AND CASH EQUIVALENTS, beginning of period          609,623     1,608,136
                                                     -----------   -----------

CASH AND CASH EQUIVALENTS, end of period            $ 1,029,139   $ 1,189,612
                                                     ===========   ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Interest Paid During the Period                   $         0   $       478
                                                     ===========   ===========

 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 PERIODS ENDED SEPTEMBER 30
                                
                           (Unaudited) 
                                
                                
                                                                     Limited
                                                                   Partnership
                               General      Limited                   Units
                               Partners     Partners     Total     Outstanding


BALANCE, December 31, 1994  $  (11,006)  $ 5,256,551  $ 5,245,545    7,378.55

  Distributions                 (3,980)     (394,139)    (398,119)

  Net Income                     2,817       278,909      281,726
                             ----------   -----------  -----------  ----------
BALANCE, September 30, 1995 $  (12,169)  $ 5,141,321  $ 5,129,152    7,378.55
                             ==========   ===========  ===========  ==========


BALANCE, December 31, 1995  $  (12,182)  $ 5,140,104  $ 5,127,922    7,363.55

  Distributions                 (5,108)     (505,688)    (510,796)

  Net Income                     5,313       525,943      531,256
                             ----------   -----------  -----------  ----------
BALANCE, September 30, 1996 $  (11,977)  $ 5,160,359  $ 5,148,382    7,363.55
                             ==========   ===========  ===========  ==========



 The accompanying Notes to Financial Statements are an integral
                     part of this statement.

</PAGE>

                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                                
                       SEPTEMBER 30, 1996
                                
                           (Unaudited)
                                

(1)  The  condensed  statements included herein have been  prepared
     by  the Partnership, without audit, pursuant to the rules  and
     regulations  of  the Securities and Exchange  Commission,  and
     reflect   all  adjustments  which  are,  in  the  opinion   of
     management,  necessary to a fair statement of the  results  of
     operations for the interim period, on a basis consistent  with
     the  annual audited statements.  The adjustments made to these
     condensed   statements  consist  only  of   normal   recurring
     adjustments.   Certain information, accounting  policies,  and
     footnote    disclosures   normally   included   in   financial
     statements  prepared  in  accordance with  generally  accepted
     accounting principles have been condensed or omitted  pursuant
     to  such  rules  and  regulations,  although  the  Partnership
     believes  that  the  disclosures  are  adequate  to  make  the
     information  presented not misleading.  It is  suggested  that
     these  condensed financial statements be read  in  conjunction
     with  the  financial statements and the summary of significant
     accounting  policies  and  notes  thereto  included   in   the
     Partnership's latest annual report on Form 10-KSB.
 
(2)  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.,   performs   the
     administrative and operating functions for the Partnership.
     
     The   terms   of  the  Partnership  offering  call   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.   The  Partnership   offering
     terminated   on   December  30,  1986   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 Limited Partners will be  made
     pro rata by Units.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)
                                
(2)  Organization - (Continued)

     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.
     
     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.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)
                                
(3)  Investments in Real Estate -

     In  1995,  the  Partnership elected early  adoption  of  the
     Statement  of  Financial  Accounting  Standards   No.   121,
     "Accounting for Impairment of Long-Lived Assets and for Long-
     Lived Assets to be Disposed Of."  This standard requires the
     Partnership to compare 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  Statement  requires   the
     Partnership to recognize an impairment loss by the amount by
     which  the carrying amount of the property exceeds the  fair
     value  of the property.  Adoption of this Statement  is  not
     expected  to  have  a material effect on  the  Partnership's
     financial statements.
     
     In  May, 1990, Flagship, Inc. (Flagship), the lessee of  the
     J.T.  McCord's  properties, filed for reorganization,  after
     occupying  the properties for approximately five years.   In
     March,   1993,   the  Partnership,  along  with   affiliated
     Partnerships which also own J.T. McCord's properties,  filed
     its  own plan of reorganization (the "Plan") with the Court.
     That  Plan  provided for an assignee of the Partnerships  (a
     replacement  tenant) to purchase the assets of Flagship  and
     operate  the restaurants with financial assistance from  the
     Partnerships.   This  Plan  was  expected   to   allow   the
     Partnerships  to  avoid  closing  these  properties,   allow
     operations  to  continue uninterrupted,  and  avoid  further
     costly litigation with Flagship and its creditors.  The Plan
     was  confirmed by the Court and the creditors April 16, 1993
     and became effective July 20, 1993.
     
     To  entice  the  assignee, WIM, Inc. (WIM)  to  operate  the
     restaurants  and  enter  into  the  Lease  Agreements,   the
     Partnership  provided funds to renovate the restaurants  and
     paid  for  operating expenses.  The Partnership's  share  of
     renovation  and  operating expenses during this  period  was
     $230,226  which was expensed in the fourth quarter of  1994.
     However,   WIM  was  not  able  to  operate  the  properties
     profitably  and  was  unable  to  make  rental  payments  as
     provided  in  the Lease Agreements.  To reduce expenses  and
     minimize  the losses produced by these properties, the  Waco
     restaurant was closed and listed for sale or lease.
     
     As  part  of  the  Plan, the Partnerships, which  own  these
     properties,  were responsible for an annual payment  to  the
     Creditors Trust of approximately $110,000 for the next  five
     years.   The  Partnership's share of the annual payment  was
     $16,465.   In  1994,  the Partnership  expensed  $71,520  to
     record  this liability and administrative costs  related  to
     the bankruptcy.
     
     In  1995, the Partnership negotiated a settlement, with  the
     trustee,  for a lump sum payment of the minimum  amount  due
     over  the  remaining  term of the Plan for  release  of  the
     Partnership and WIM from any other financial obligations and
     reporting  requirements to the trustee.  The  settlement  of
     $50,891 was completed in the fourth quarter of 1995.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)
                                
(3)  Investments in Real Estate - (Continued)

     In June 1995, the Partnership re-leased the Waco property to
     Tex-Mex  Cocina  of Waco, L.C.  The Lease  Agreement  has  a
     primary  term of two years with an annual rental payment  of
     $24,248.  The Partnership could also receive additional rent
     if gross receipts from the property exceed certain specified
     amounts.   The  Lease  contains renewal  options  which  may
     extend  the lease term an additional 10 years.  The property
     is  now  operated as a Zapata's Cantina & Cafe.   While  the
     property   was   being   re-leased,  the   Partnership   was
     responsible  for  the  real estate  taxes  and  other  costs
     required to maintain the property.
     
     In  June,  1994, the lessee of the Applebee's restaurant  in
     Hilton  Head,  South Carolina, exercised an  option  in  the
     Lease Agreement to purchase the property.  On July 29, 1994,
     the  sale  closed  with the Partnership receiving  net  sale
     proceeds  of  $1,667,500 which resulted in  a  net  gain  of
     $662,561.   At  the  time  of sale,  the  cost  and  related
     accumulated depreciation of the property was $1,212,379  and
     $207,530, respectively.
     
     During  1995 and 1994, the Partnership distributed  $290,248
     of these net proceeds to the Limited and General Partners as
     part   of  their  regular  quarterly  distributions,   which
     represented  a  return  of capital  of  $38.94  per  Limited
     Partnership  Unit,  respectively.   The  majority   of   the
     remaining proceeds were reinvested in two properties  during
     the first quarter of 1996.
     
     On  January  10, 1996, the Partnership purchased  a  Denny's
     restaurant  in  Greenville, Texas.  The purchase  price  was
     $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.   Through December 31, 1995, the  Partnership  had
     advanced  $867,945 for the construction of the property  and
     was charging interest on the Note at the rate of 8%.
     
     On  February  14,  1996,  the Partnership  purchased  a  20%
     interest  in  a  Tractor Supply Company store in  Maryville,
     Tennessee.   The purchase price was $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  $665,691 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.
     
     In  September, 1996, the Partnership distributed $127,273 of
     the  net  proceeds  as  an additional  distribution  to  the
     Limited and General Partners, which represented a return  of
     capital   of   $17.11   per   Limited   Partnership    Unit,
     respectively.   The majority of the remaining proceeds  will
     be reinvested in an additional property.
     
                                
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)
                                
(4)  Payable to AEI Fund Management -

     AEI  Fund  Management, Inc. performs the administrative  and
     operating functions for the Partnership.  The payable to AEI
     Fund   Management  represents  the  balance  due  for  those
     services.    This  balance  is  non-interest   bearing   and
     unsecured  and  is  to  be  paid in  the  normal  course  of
     business.

(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 $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  September  30,  1996  and  December  31,  1995,  the
     Partnership    had   recognized   $34,830    and    $23,220,
     respectively,  of this payment as income.  At September  30,
     1996,  the remaining deferred income of $34,729 was  prepaid
     rent related to certain other Partnership properties.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

Results of Operations

       For the nine months ended September 30, 1996 and 1995, the
Partnership  recognized rental income of $521,273  and  $445,241,
respectively.   During the same periods, the  Partnership  earned
investment income of $31,452 and $70,394, respectively.  In 1996,
rental  income increased as a result of the reinvestment  of  net
sale proceeds in additional properties and the re-leasing of  the
Waco property, as discussed below.  The increase in rental income
was partially offset by a decrease in investment income earned on
the proceeds prior to the purchase of the additional properties.

       In May, 1990, Flagship, Inc. (Flagship), the lessee of the
J.T. McCord's property, filed for reorganization, after occupying
the  property for approximately five years.  In March, 1993,  the
Partnership, along with affiliated Partnerships which  own  other
J.T.  McCord's  properties, filed its own plan of  reorganization
(the  "Plan") with the Court.  That Plan provided for an assignee
of the Partnerships (a replacement tenant) to purchase the assets
of Flagship and operate the restaurants with financial assistance
from  the  Partnerships.  This Plan was  expected  to  allow  the
Partnerships to avoid closing these properties, allow  operations
to  continue  uninterrupted, and avoid further costly  litigation
with  Flagship and its creditors.  The Plan was confirmed by  the
Court and the creditors April 16, 1993 and became effective  July
20, 1993.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

        To  entice the assignee, WIM, Inc. (WIM), to operate  the
restaurants  and enter into the Lease Agreements, the Partnership
provided funds to renovate the restaurants and paid for operating
expenses.   The  Partnership's share of renovation and  operating
expenses  during this period was $230,226, which was expensed  in
the fourth quarter of 1994.  However, WIM was not able to operate
the  properties profitably and was unable to make rental payments
as  provided  in  the Lease Agreements.  To reduce  expenses  and
minimize the losses produced by the property, the Waco restaurant
was closed and listed for sale or lease.

        As  part  of the Plan, the Partnerships, which own  these
properties,  were  responsible  for  an  annual  payment  to  the
Creditors  Trust  of approximately $110,000  for  the  next  five
years.   The  Partnership's  share  of  the  annual  payment  was
$16,465.   In  1994, the Partnership expensed $71,520  to  record
this   liability   and  administrative  costs  related   to   the
bankruptcy.

       In 1995, the Partnership negotiated a settlement, with the
trustee,  for a lump sum payment of the minimum amount  due  over
the remaining term of the Plan for release of the Partnership and
WIM   from   any   other  financial  obligations  and   reporting
requirements  to  the  trustee.  The settlement  of  $50,891  was
completed in the fourth quarter of 1995.

        In June 1995, the Partnership re-leased the Waco property
to  Tex-Mex  Cocina  of  Waco, L.C.  The Lease  Agreement  has  a
primary  term  of  two  years with an annual  rental  payment  of
$24,248.  The Partnership could also receive additional  rent  if
gross   receipts  from  the  property  exceed  certain  specified
amounts.  The Lease contains renewal options which may extend the
lease  term an additional 10 years.  The property is now operated
as  a Zapata's Cantina & Cafe.  While the property was being  re-
leased, the Partnership was responsible for the real estate taxes
and other costs required to maintain the property.

       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.   Fuddruckers, Inc. is owned by DAKA International,
which has a net worth in excess of $64 million, making it a  much
higher credit lessee than the original lessee.

        During the nine months ended September 30, 1996 and 1995,
the  Partnership  paid  Partnership  administration  expenses  to
affiliated  parties of $77,148 and $90,961, 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  $14,927 and $25,305, 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  decrease
in  these expenses in 1996, when compared to 1995, is mainly  the
result  of  expenses incurred in 1995 prior to the resolution  of
the J.T. McCord's situation discussed above.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

        As  of  September 30, 1996, the Partnership's  annualized
cash  distribution rate was 7.0%, 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.

Liquidity and Capital Resources

        During  the  nine months ended September  30,  1996,  the
Partnership's  cash  balances  increased  $419,516.    Net   cash
provided by operating activities increased from $377,694 in  1995
to  $512,388 in 1996 as a result of an increase in revenue and  a
reduction in expenses in 1996, and net timing differences in  the
collection  of  payments  from the lessees  and  the  payment  of
expenses.

        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 the nine months ended September
30,  1996, the Partnership generated cash flow from the  sale  of
real  estate, as discussed below, of $644,852.  During  the  same
period,  the  Partnership expended $359,459  to  invest  in  real
properties (inclusive of acquisition expenses) as the Partnership
continued to reinvest the cash generated from the property sales.

        In June, 1994, the lessee of the Applebee's restaurant in
Hilton  Head,  South Carolina, exercised an option in  the  Lease
Agreement to purchase the property.  On July 29, 1994,  the  sale
closed  with  the  Partnership receiving  net  sale  proceeds  of
$1,667,500 which resulted in a net gain of $662,561.  At the time
of  sale,  the cost and related accumulated depreciation  of  the
property was $1,212,379 and $207,530, respectively.

       During 1995 and 1994, the Partnership distributed $290,248
of these net proceeds to the Limited and General Partners as part
of  their  regular quarterly distributions, which  represented  a
return  of  capital  of  $38.94  per  Limited  Partnership  Unit,
respectively.   The  majority  of  the  remaining  proceeds  were
reinvested in two properties during the first quarter of 1996.

        On  January 10, 1996, the Partnership purchased a Denny's
restaurant  in  Greenville,  Texas.   The  purchase   price   was
$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.  Through  December
31,   1995,  the  Partnership  had  advanced  $867,945  for   the
construction  of  the property and was charging interest  on  the
Note at the rate of 8%.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS  (Continued)

      On  February  14,  1996, the Partnership  purchased  a  20%
interest   in  a  Tractor  Supply  Company  Store  in  Maryville,
Tennessee.   The  purchase price was $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  $665,691  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.

        In  September, 1996, the Partnership distributed $127,273
of  the net proceeds as an additional distribution to the Limited
and  General Partners, which represented a return of  capital  of
$17.11  per Limited Partnership Unit, respectively.  The majority
of  the  remaining proceeds will be reinvested in  an  additional
property.

       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  1996, distributions were higher than  in  1995  as  a
result  of  the  distribution of net sale proceeds in  September,
1996.

        The  Partnership may purchase 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.

        On  October 1, 1996, one Limited Partner redeemed a total
of  10  Partnership  Units  for $5,702  in  accordance  with  the
Partnership  Agreement.   The Partnership  acquired  these  Units
using Net Cash Flow from operations.  In prior years, a total  of
eighteen  Limited partners redeemed 136.5 Partnership  Units  for
$101,139.    The  redemptions  increase  the  remaining   Limited
Partners' ownership in the Partnership.

      The  continuing rent payments from the properties, together
with  cash generated from the property sales, should be  adequate
to  fund  continuing  distributions and  meet  other  Partnership
obligations on both a short-term and long-term basis.


                   PART II - OTHER INFORMATION
                                
ITEM 1.  LEGAL PROCEEDINGS

       There  are no material pending legal proceedings to  which
  the  Partnership  is  a  party or of  which  the  Partnership's
  property is subject.

                                
                   PART II - OTHER INFORMATION
                           (Continued)
                                
ITEM 2.  CHANGES IN SECURITIES

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

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

         None.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         a. Exhibits -
                        Description

             27    Financial Data Schedule  for  period
                   ended September 30, 1996.

         b.  Reports  filed on Form  8-K  -  None.


                           SIGNATURES
                                
     In accordance with the requirements of the Exchange Act, the
Registrant has caused this report to be signed on its  behalf  by
the undersigned, thereunto duly authorized.


Dated: November 13, 1996      AEI Real Estate Fund XV
                              Limited Partnership
                              By:  AEI Fund Management 86-A, Inc.
                              Its: Managing General Partner


                              By: /s/ Robert P. Johnson
                                      Robert P. Johnson
                                      President
                                      (Principal Executive Officer)



                              By: /s/ Mark E. Larson
                                      Mark E. Larson
                                      Chief Financial Officer
                                      (Principal Accounting Officer)