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, 1999

                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)

                         (651) 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, 1999 and  December 31, 1998

         Statements for the Periods ended September 30, 1999 and 1998:

           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, 1999 AND DECEMBER 31, 1998

                           (Unaudited)

                             ASSETS

                                                     1999           1998
CURRENT ASSETS:
  Cash and Cash Equivalents                      $   530,078    $   108,619
  Receivables                                          5,019         29,698
                                                  -----------    -----------
      Total Current Assets                           535,097        138,317
                                                  -----------    -----------
INVESTMENTS IN REAL ESTATE:
  Land                                             1,591,815      1,986,854
  Buildings and Equipment                          4,364,760      4,493,596
  Accumulated Depreciation                          (920,139)    (1,246,791)
                                                  -----------    -----------
      Net Investments in Real Estate               5,036,436      5,233,659
                                                  -----------    -----------
          Total Assets                           $ 5,571,533    $ 5,371,976
                                                  ===========    ===========


                     LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.           $    25,094    $    28,932
  Distributions Payable                              117,250        116,905
  Deferred Income                                     20,033         15,480
                                                  -----------    -----------
      Total Current Liabilities                      162,377        161,317
                                                  -----------    -----------

DEFERRED INCOME - Net Of Current Portion                   0        125,137

PARTNERS' CAPITAL (DEFICIT):
  General Partners                                    (9,370)       (12,606)
  Limited Partners, $1,000 Unit value;
   7,500 Units authorized and issued;
   7,337 outstanding                               5,418,526      5,098,128
                                                  -----------    -----------
      Total Partners' Capital                      5,409,156      5,085,522
                                                  -----------    -----------
        Total Liabilities and Partners' Capital  $ 5,571,533    $ 5,371,976
                                                  ===========    ===========



 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
                                    9/30/99      9/30/98   9/30/99     9/30/98

INCOME:
 Rent                             $ 150,886   $ 153,460   $ 619,438  $ 440,158
 Investment Income                    6,956      15,113      11,746     42,495
                                   ---------   ---------   ---------  ---------
        Total Income                157,842     168,573     631,184    482,653
                                   ---------   ---------   ---------  ---------

EXPENSES:
 Partnership Administration -
   Affiliates                        27,159      24,917      86,835     78,787
 Partnership Administration
   and Property Management -
   Unrelated Parties                  3,123       6,012      16,623     26,328
 Depreciation                        35,025      31,010     103,933     89,776
                                   ---------   ---------   ---------  ---------
        Total Expenses               65,307      61,939     207,391    194,891
                                   ---------   ---------   ---------  ---------

OPERATING INCOME                     92,535     106,634     423,793    287,762

GAIN ON SALE OF REAL ESTATE          16,850           0     291,122          0
                                   ---------   ---------   ---------  ---------
NET INCOME                        $ 109,385   $ 106,634   $ 714,915  $ 287,762
                                   =========   =========   =========  =========

NET INCOME ALLOCATED:
 General Partners                 $   1,094   $   1,066   $   7,149  $   2,877
 Limited Partners                   108,291     105,568     707,766    284,885
                                   ---------   ---------   ---------  ---------
                                  $ 109,385   $ 106,634   $ 714,915  $ 287,762
                                   =========   =========   =========  =========

NET INCOME PER
  LIMITED PARTNERSHIP UNIT
  (7,337 weighted average Units
    outstanding in 1999 and 1998,
    respectively)                 $   14.76   $   14.39   $   96.47  $   38.83
                                   =========   =========   =========  =========




 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)

                                                         1999          1998
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net   Income                                     $   714,915   $   287,762

   Adjustments to Reconcile Net Income to Net Cash
   Provided by Operating Activities:
     Depreciation                                       103,933        89,776
     Gain on Sale of Real Estate                       (291,122)            0
     Decrease in Receivables                             24,679        15,446
     Decrease in Payable to
        AEI Fund Management, Inc.                        (3,838)       (7,296)
     Increase (Decrease)in Deferred Income             (120,584)       12,219
                                                     -----------   -----------
        Total Adjustments                              (286,932)      110,145
                                                     -----------   -----------
        Net Cash Provided By
        Operating Activities                            427,983       397,907
                                                     -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Investments in Real Estate                          (999,162)     (822,125)
   Proceeds from Sale of Real Estate                  1,383,574             0
                                                     -----------   -----------
        Net Cash Provided By (Used For)
        Investing Activities                            384,412      (822,125)
                                                     -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase in Distributions Payable                        345           234
   Distributions to Partners                           (391,281)     (390,911)
                                                     -----------   -----------
        Net Cash Used For
        Financing Activities                           (390,936)     (390,677)
                                                     -----------   -----------
NET INCREASE (DECREASE) IN CASH
   AND CASH EQUIVALENTS                                 421,459      (814,895)

CASH AND CASH EQUIVALENTS, beginning of period          108,619       939,969
                                                     -----------   -----------
CASH AND CASH EQUIVALENTS, end of period            $   530,078   $   125,074
                                                     ===========   ===========


 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, 1997  $ (9,783)   $ 5,377,530   $ 5,367,747    7,336.55

  Distributions               (3,909)      (387,002)     (390,911)

  Net Income                   2,877        284,885       287,762
                             --------    -----------   -----------  ----------
BALANCE, September 30, 1998 $(10,815)   $ 5,275,413   $ 5,264,598    7,336.55
                             ========    ===========   ===========  ==========


BALANCE, December 31, 1998  $(12,606)   $ 5,098,128   $ 5,085,522    7,336.55

  Distributions               (3,913)      (387,368)     (391,281)

  Net Income                   7,149        707,766       714,915
                             --------    -----------   -----------  ----------
BALANCE, September 30, 1999 $ (9,370)   $ 5,418,526   $ 5,409,156    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

                       SEPTEMBER 30, 1999

                           (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.  (AEI),  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.  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 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 -

     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 owned 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
     listed  for  sale or lease.  While the property was  vacant,
     the  Partnership was 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.

     In March, 1999, the Partnership entered into an agreement to
     sell the Waco property to an unrelated third party.  On  May
     10, 1999, the sale closed with the Partnership receiving net
     sale  proceeds of $128,879 which resulted in a net  gain  of
     $4,228.    At  the  time  of  sale,  the  cost  and  related
     accumulated   depreciation  was   $287,710   and   $163,059,
     respectively.

           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)

(3)  Investments in Real Estate - (Continued)

     In February, 1999, the Partnership entered into an agreement
     to  sell  the  Fuddruckers property to  an  unrelated  third
     party.   On  June  16,  1999,  the  sale  closed  with   the
     Partnership receiving net sale proceeds of $1,145,424  which
     resulted  in a net gain of $270,044.  At the time  of  sale,
     the cost and related accumulated depreciation was $1,138,297
     and $262,917, respectively.

     On  July  14,  1999, the Partnership purchased a  Children's
     World  daycare  center in West Chester, Ohio  for  $999,162.
     The  property  is  leased to ARAMARK Educational  Resources,
     Inc. under a Lease Agreement with a primary term of 15 years
     and annual rental payments of $93,162.

     On  August  6,  1999, the Partnership sold  5.8515%  of  its
     interest  in  the  Timber Lodge Steakhouse to  an  unrelated
     third party.  The Partnership received net sale proceeds  of
     $109,271  which resulted in a net gain of $16,850.   At  the
     time  of sale, the cost and related accumulated depreciation
     of the interest sold was $97,031 and $4,610, respectively.

     In   October,  1999,  the  Partnership  sold  an  additional
     17.2083%  of its interest in the Timber Lodge Steakhouse  in
     two  separate transactions to unrelated third parties.   The
     Partnership  received  net  sale proceeds  of  approximately
     $320,000,  which  resulted in a net  gain  of  approximately
     $50,000.   The  majority of the net sale  proceeds  will  be
     reinvested in additional property in the future.

(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
     annual   base   rent   from  $163,550   to   $138,246.    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 was recognized  as
     income  over the Lease term, which was scheduled  to  expire
     January  31,  2008, using the straight line method.   As  of
     March  31,  1999 and December 31, 1998, the Partnership  had
     recognized  $73,530  and  $69,660,  respectively,  of   this
     payment  as income.  On June 16, 1999, the Partnership  sold
     the  Fuddruckers  restaurant and  the  Lease  Agreement  was
     terminated.   As  a result, the Partnership  recognized  the
     balance  of  the deferred income of $136,747 in  the  second
     quarter of 1999.  At September 30, 1999, deferred income  of
     $20,033   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, 1999 and 1998, the
Partnership  recognized rental income of $619,438  and  $440,158,
respectively.   During the same periods, the  Partnership  earned
investment income of $11,746 and $42,495, respectively.  In 1999,
rental  income increased as a result of additional rent  received
from  three  property acquisitions in 1998 and 1999 and  deferred
income  recognized  as a result of the sale  of  the  Fuddruckers
restaurant  discussed below.  These increases  in  rental  income
were  partially  offset by a decrease in  rental  income  due  to
property sales and a decrease in investment income earned on  net
sale proceeds prior to the purchase of the additional properties.

        The Partnership owned 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.  The Partnership could
also  receive additional rent if gross receipts from the property
exceeded  certain  specified amounts.   In  December,  1997,  the
lessee  elected not to exercise the renewal option in the  lease.
The  restaurant was closed and listed for sale or  lease.   While
the  property was vacant, the Partnership was 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.

        In March, 1999, the Partnership entered into an agreement
to  sell the Waco property to an unrelated third party.   On  May
10, 1999, the sale closed with the Partnership receiving net sale
proceeds of $128,879 which resulted in a net gain of $4,228.   At
the  time  of sale, the cost and related accumulated depreciation
was $287,710 and $163,059, respectively.

        During the nine months ended September 30, 1999 and 1998,
the  Partnership  paid  Partnership  administration  expenses  to
affiliated  parties of $86,835 and $78,787, 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  $16,623 and $26,328, 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.

        As  of  September 30, 1999, 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.


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

        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 terms 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  the  nine months ended September  30,  1999,  the
Partnership's cash balances increased $421,459 mainly as a result
of  cash generated from the sale of property, which was partially
offset by cash used to purchase an additional property.  Net cash
provided by operating activities increased from $397,907 in  1998
to  $427,983 in 1999 mainly as a result of an increase in  income
in  1999, which was partially offset by 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.  During the nine  months  ended
September 30, 1999, the Partnership generated cash flow from  the
sale  of real estate of $1,383,574.  During the nine months ended
September  30,  1999 and 1998, the Partnership expended  $999,162
and   $822,125,  respectively,  to  invest  in  real   properties
(inclusive of acquisition expenses) as the Partnership reinvested
the cash generated from property sales.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS  (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.

        In  February,  1999,  the  Partnership  entered  into  an
agreement to sell the Fuddruckers property to an unrelated  third
party.   On  June 16, 1999, the sale closed with the  Partnership
receiving net sale proceeds of $1,145,424 which resulted in a net
gain  of  $270,044.  At the time of sale, the  cost  and  related
accumulated    depreciation   was   $1,138,297   and    $262,917,
respectively.

       In June, 1994, the Partnership received a lump sum payment
of $210,277 as compensation for certain modifications made to the
Fuddruckers'  Lease.   The  lump sum payment  was  recognized  as
income over the Lease term using the straight line method.  As  a
result  of the sale, the Lease Agreement was terminated  and  the
Partnership  recognized  the balance of the  deferred  income  of
$136,747 in the second quarter of 1999.

        On  July 14, 1999, the Partnership purchased a Children's
World  daycare  center in West Chester, Ohio for  $999,162.   The
property is leased to ARAMARK Educational Resources, Inc. under a
Lease Agreement with a primary term of 15 years and annual rental
payments of $93,162.

        On  August 6, 1999, the Partnership sold 5.8515%  of  its
interest in the Timber Lodge Steakhouse in to an unrelated  third
party.   The  Partnership received net sale proceeds of  $109,271
which  resulted in a net gain of $16,850.  At the time  of  sale,
the  cost  and  related accumulated depreciation of the  interest
sold was $97,031 and $4,610, respectively.

        In  October,  1999,  the Partnership sold  an  additional
17.2083%  of its interest in the Timber Lodge Steakhouse  in  two
separate   transactions   to  unrelated   third   parties.    The
Partnership received net sale proceeds of approximately $320,000,
which  resulted  in  a  net gain of approximately  $50,000.   The
majority  of  the  net  sale  proceeds  will  be  reinvested   in
additional property in the future.

       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.


ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS  (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 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, 1999, five Limited Partners redeemed a total
of  21  Partnership  Units  for $9,179  in  accordance  with  the
Partnership  Agreement.   The Partnership  acquired  these  Units
using Net Cash Flow from operations.  In prior years, a total  of
twenty-one Limited Partners redeemed 163.5 Partnership Units  for
$115,460.    The  redemptions  increase  the  remaining   Limited
Partners ownership interest 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.

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

         10.1  Purchase Agreement dated  March  24,
               1999  between  the Partnership,  AEI  Real
               Estate  Fund  XVI Limited Partnership  and
               Tom  Salome  relating to the  property  at
               1812   North  Valley  Mills  Drive,  Waco,
               Texas   (incorporated  by   reference   to
               Exhibit  10.1  of Form 10-QSB  filed  with
               the Commission on July 30, 1999).


                   PART II - OTHER INFORMATION
                           (Continued)

ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K (Continued)

      a. Exhibits -
                           Description

         10.2  Purchase Agreement dated February  4,
               1999  between  the Partnership,  AEI  Real
               Estate  Fund  XVI Limited Partnership  and
               Elizabeth   Cockrum   relating   to    the
               property  at  2175 Barrett  Station  Road,
               St.   Louis,  Missouri  (incorporated   by
               reference  to  Exhibit 10.1  of  Form  8-K
               filed  with  the Commission  on  June  21,
               1999).

         10.3  Amendment  to  Purchase   Agreement
               dated    May   19,   1999   between    the
               Partnership,  AEI  Real  Estate  Fund  XVI
               Limited  Partnership and Elizabeth Cockrum
               relating  to the property at 2175  Barrett
               Station    Road,   St.   Louis,   Missouri
               (incorporated  by  reference  to   Exhibit
               10.2   of   Form   8-K  filed   with   the
               Commission on June 21, 1999).

         10.4  Purchase  and  Sale  Agreement   and
               Escrow  Instructions dated  May  20,  1999
               between  AEI  Fund  Management,  Inc.  and
               ARAMARK   Educational   Resources,    Inc.
               relating  to  the property at 7236  Tylers
               Corner,  West  Chester, Ohio (incorporated
               by  reference to Exhibit 10.1 of Form  8-K
               filed  with  the Commission  on  July  26,
               1999).

         10.5  Second  Assignment of  Purchase  and
               Sale  Agreement  and  Escrow  Instructions
               dated   June   18,   1999   between    the
               Partnership,  AEI  Fund  Management,  Inc.
               and  ARAMARK  Educational Resources,  Inc.
               relating  to  the property at 7236  Tylers
               Corner,  West  Chester, Ohio (incorporated
               by  reference to Exhibit 10.2 of Form  8-K
               filed  with  the Commission  on  July  26,
               1999).

         10.6  Net  Lease Agreement dated July  14,
               1999  between the Partnership and  ARAMARK
               Educational  Resources, Inc.  relating  to
               the  property at 7236 Tylers Corner,  West
               Chester,  Ohio (incorporated by  reference
               to  Exhibit  10.3 of Form 8-K  filed  with
               the Commission on July 26, 1999).

         10.7  Purchase Agreement dated  August  4,
               1999  between  the  Partnership  and   AEI
               Institutional Net Lease Fund  '93  Limited
               Partnership   and  VTA  Building   Company
               relating  to  the property at 3950  Second
               Street South, St. Cloud, Minnesota.

         10.8  Purchase Agreement dated October  6,
               1999  between the Partnership and  Kenneth
               F.  Cairns  relating to the property  3950
               Second    Street   South,    St.    Cloud,
               Minnesota.


                   PART II - OTHER INFORMATION
                           (Continued)

ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K (Continued)

      a. Exhibits -
                           Description

         10.9  Purchase Agreement dated October  7,
               1999  between the Partnership and Kathleen
               DeVoe  Hans  relating to the  property  at
               3950   Second  Street  South,  St.  Cloud,
               Minnesota.

         27    Financial Data Schedule  for  period
               ended September 30, 1999.

      b. Reports filed on Form  8-K  -
               During  the quarter ended September
               30,  1999, the Partnership filed  a
               Form   8-K  dated  July  26,   1999
               reporting  the  acquisition  of   a
               Children's World daycare center  in
               West Chester, Ohio.


                           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 8, 1999      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)