UNITED STATES
               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:  March 31, 2005

                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.)


    30 East 7th Street, Suite 1300, 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 March 31, 2005 and December 31, 2004

         Statements for the Periods ended March 31, 2005 and 2004:

            Income

            Cash Flows

            Changes in Partners' Capital

         Notes to Financial Statements

 Item 2. Management's Discussion and Analysis

 Item 3. Controls and Procedures

PART II. Other Information

 Item 1. Legal Proceedings

 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 Item 3. Defaults Upon Senior Securities

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

 Item 5. Other Information

 Item 6. Exhibits

         Signatures

<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                          BALANCE SHEET
              MARCH 31, 2005 AND DECEMBER 31, 2004

                           (Unaudited)

                             ASSETS

                                                  2005           2004
CURRENT ASSETS:
  Cash and Cash Equivalents                   $   375,362    $   842,075
  Receivables                                      38,897         38,897
  Note Receivable                                  20,000         60,000
                                               -----------    -----------
      Total Current Assets                        434,259        940,972
                                               -----------    -----------
INVESTMENTS IN REAL ESTATE:
  Land                                            585,947        585,947
  Buildings and Equipment                       1,677,236      1,677,236
  Accumulated Depreciation                       (855,990)      (842,862)
                                               -----------    -----------
      Net Investments in Real Estate            1,407,193      1,420,321
                                               -----------    -----------
          Total Assets                        $ 1,841,452    $ 2,361,293
                                               ===========    ===========

                         LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.        $     5,892    $     7,935
  Distributions Payable                            40,260        552,709
  Unearned Rent                                    11,529              0
                                               -----------    -----------
      Total Current Liabilities                    57,681        560,644
                                               -----------    -----------
PARTNERS' CAPITAL (DEFICIT):
  General Partners                                   (169)             0
  Limited Partners, $1,000 per Unit;
   7,500 Units authorized and issued;
   7,256 Units outstanding                      1,783,940      1,800,649
                                               -----------    -----------
    Total Partners' Capital                     1,783,771      1,800,649
                                               -----------    -----------
     Total Liabilities and Partners' Capital  $ 1,841,452    $ 2,361,293
                                               ===========    ===========

 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 MARCH 31

                           (Unaudited)

                                                    2005          2004

RENTAL INCOME:                                 $    62,761    $    59,748

EXPENSES:
   Partnership Administration - Affiliates          15,844         16,492
   Partnership Administration and Property
      Management - Unrelated Parties                 8,013          8,033
   Depreciation                                     13,128         13,128
                                                -----------    -----------
        Total Expenses                              36,985         37,653
                                                -----------    -----------

OPERATING INCOME                                    25,776         22,095

OTHER INCOME:
   Interest Income                                   1,822         11,323
                                                -----------    -----------

INCOME FROM CONTINUING OPERATIONS                   27,598         33,418

Income From Discontinued Operations                      0        508,788
                                                -----------    -----------
NET INCOME                                     $    27,598    $   542,206
                                                ===========    ===========
NET INCOME ALLOCATED:
   General Partners                            $       276    $    31,259
   Limited Partners                                 27,322        510,947
                                                -----------    -----------
                                               $    27,598    $   542,206
                                                ===========    ===========
INCOME PER LIMITED PARTNERSHIP UNIT:
   Continuing Operations                       $      3.77    $      4.56
   Discontinued Operations                               0          65.86
                                                -----------    -----------
         Total                                 $      3.77    $     70.42
                                                ===========    ===========
Weighted Average Units Outstanding                   7,256          7,256
                                                ===========    ===========

 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 MARCH 31

                           (Unaudited)

                                                      2005          2004
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income                                     $    27,598   $   542,206

   Adjustments to Reconcile Net Income
   To Net Cash Provided by Operating Activities:
     Depreciation                                      13,128        13,128
     Gain on Sale of Real Estate                            0      (503,677)
     Decrease in Receivables                                0        18,175
     Decrease in Note Receivable                       40,000             0
     Decrease in Payable to
       AEI Fund Management, Inc.                       (2,043)      (39,263)
     Increase in Unearned Rent                         11,529             0
                                                   -----------   -----------
       Total Adjustments                               62,614      (511,637)
                                                   -----------   -----------
       Net Cash Provided By
           Operating Activities                        90,212        30,569
                                                   -----------   -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from Sale of Real Estate                        0     2,274,068
                                                   -----------   -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase (Decrease) in Distributions Payable      (512,449)    2,005,707
   Distributions to Partners                          (44,476)   (3,125,865)
                                                   -----------   -----------
       Net Cash Used For
           Financing Activities                      (556,925)   (1,120,158)
                                                   -----------   -----------
NET INCREASE (DECREASE) IN CASH
      AND CASH EQUIVALENTS                           (466,713)    1,184,479

CASH AND CASH EQUIVALENTS, beginning of period        842,075     2,770,726
                                                   -----------   -----------
CASH AND CASH EQUIVALENTS, end of period          $   375,362   $ 3,955,205
                                                   ===========   ===========

 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 MARCH 31

                           (Unaudited)


                                                                    Limited
                                                                  Partnership
                             General      Limited                    Units
                             Partners     Partners      Total     Outstanding


BALANCE, December 31, 2003  $      0   $ 4,946,311  $ 4,946,311     7,256.00

  Distributions              (31,259)   (3,094,606)  (3,125,865)

  Net Income                  31,259       510,947      542,206
                             --------   -----------  -----------  -----------
BALANCE, March 31, 2004     $      0   $ 2,362,652  $ 2,362,652     7,256.00
                             ========   ===========  ===========  ===========


BALANCE, December 31, 2004  $      0   $ 1,800,649  $ 1,800,649     7,256.00

  Distributions                 (445)      (44,031)     (44,476)

  Net Income                     276        27,322       27,598
                             --------   -----------  -----------  -----------
BALANCE, March 31, 2005     $   (169)  $ 1,783,940  $ 1,783,771     7,256.00
                             ========   ===========  ===========  ===========

 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
                         MARCH 31, 2005

                           (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.  Robert P. Johnson, the President and  sole
     director  of AFM, serves as the Individual General  Partner.
     AFM  is a wholly owned subsidiary of AEI Capital Corporation
     of  which Mr. Johnson is the majority shareholder.  AEI Fund
     Management,  Inc. (AEI), an affiliate of AFM,  performs  the
     administrative and operating functions for the Partnership.

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

     During operations, any Net Cash Flow, as defined, which  the
     General Partners determine to distribute will be distributed
     90% to the Limited Partners and 10% to the General Partners;
     provided,  however, that such distributions to  the  General
     Partners will be subordinated to the Limited Partners  first
     receiving an annual, noncumulative distribution of Net  Cash
     Flow equal to 10% of their Adjusted Capital Contribution, as
     defined,  and, provided further, that in no event  will  the
     General Partners receive less than 1% of such Net Cash  Flow
     per  annum.  Distributions to the Limited Partners  will  be
     made pro rata by Units.

           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 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  property,  will  be
     allocated  first  in the same ratio in  which,  and  to  the
     extent,  Net  Cash Flow is distributed to the  Partners  for
     such year.  Any additional profits will be allocated 90%  to
     the  Limited  Partners and 10% to the General Partners.   In
     the  event  no Net Cash Flow is distributed to  the  Limited
     Partners,  90%  of each item of income, gain or  credit  for
     each  respective  year  shall be allocated  to  the  Limited
     Partners,  and 10% of each such item shall be  allocated  to
     the  General Partners.  Net losses from operations  will  be
     allocated 98% to the Limited Partners and 2% to the  General
     Partners.

     For  tax purposes, profits arising from the sale, financing,
     or  other  disposition  of property  will  be  allocated  in
     accordance  with the Partnership Agreement as  follows:  (i)
     first,  to  those  Partners with deficit balances  in  their
     capital  accounts  in an amount equal to  the  sum  of  such
     deficit  balances; (ii) second, 100% to the Limited Partners
     until the aggregate balance in the Limited Partners' capital
     accounts  equals  the sum of the Limited Partners'  Adjusted
     Capital  Contributions plus an amount equal to 14% of  their
     Adjusted Capital Contributions per annum, cumulative but not
     compounded,  to  the extent not previously allocated;  (iii)
     third,  to the General Partners until cumulative allocations
     to the General Partners equal 15% of cumulative allocations.
     Any  remaining balance will be allocated 85% to the  Limited
     Partners  and 15% to the General Partners.  Losses  will  be
     allocated 98% to the Limited Partners and 2% to the  General
     Partners.

     The  General Partners are not required to currently  fund  a
     deficit   capital   balance.   Upon   liquidation   of   the
     Partnership or withdrawal by a General Partner, the  General
     Partners will contribute to the Partnership an amount  equal
     to  the  lesser  of  the deficit balances in  their  capital
     accounts  or  1%  of  total Limited  Partners'  and  General
     Partners' capital contributions.


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)

(3)  Investments in Real Estate -

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

(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)  Note Receivable -

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

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


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
                  NOTES TO FINANCIAL STATEMENTS
                           (Continued)

(5)  Note Receivable - (Continued)

     On February 1, 2005, HRG did not pay the outstanding amounts
     due on the Note.  Due to the reported financial condition of
     HRG and its owners, the Partnership agreed to accept reduced
     payments to settle the Note obligations.  In exchange for  a
     $40,000  current payment, received March 17,  2005,  and  an
     additional   $20,000  payment  due  in   six   months,   the
     Partnership agreed to forgive the remaining obligations  due
     under  the Note.  As a result, the principal balance of  the
     Note was written down $35,218, at December 31, 2004, to  its
     net realizable value of $60,000.  At March 31, 2005, the net
     realizable value was $20,000.

(6)  Discontinued Operations -

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

     In  March  and  December  2004, the Partnership  distributed
     $3,030,303 and $505,051 of net sale proceeds to the  Limited
     and  General Partners, which represented a return of capital
     of   $413.45  and  $68.91  per  Limited  Partnership   Unit,
     respectively.

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

                                               2005          2004

     Rental Income                          $       0   $   5,555
     Property Management Expenses                   0        (444)
     Depreciation                                   0           0
     Gain on Disposal of Real Estate                0     503,677
                                             ---------   ---------
       Income from Discontinued Operations  $       0   $ 508,788
                                             =========   =========


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS.

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

    Market  and  economic conditions which affect the  value
    of  the  properties the Partnership owns and  the  cash
    from rental income such properties generate;

    the  federal  income tax consequences of rental  income,
    deductions,  gain  on  sales and other  items  and  the
    affects of these consequences for the Partners;

    resolution  by  the General Partners of  conflicts  with
    which they may be confronted;

    the   success  of  the  General  Partners  of   locating
    properties with favorable risk return characteristics;

    the effect of tenant defaults; and

    the  condition of the industries in which the  tenants  of
    properties owned by the Partnership operate.


The Application of Critical Accounting Policies

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

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

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

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

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

Results of Operations

        For  the three months ended March 31, 2005 and 2004,  the
Partnership  recognized rental income from continuing  operations
of $62,761 and $59,748, respectively.

        For  the three months ended March 31, 2005 and 2004,  the
Partnership  incurred  Partnership administration  expenses  from
affiliated  parties of $15,844 and $16,492, 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  $8,013  and  $8,033, respectively.   These  expenses
represent  direct payments to third parties for legal and  filing
fees,  direct  administrative costs, outside audit costs,  taxes,
insurance and other property costs.

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

        For  the three months ended March 31, 2005 and 2004,  the
Partnership  recognized interest income of  $1,822  and  $11,323,
respectively.  In 2004, interest income was higher mainly due  to
the  Partnership  having more money invested in  a  money  market
account from the sale of property.  A large distribution of sales
proceeds was paid to the Partners at the end of the first quarter
of 2004.

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

        In  accordance  with  Statement of  Financial  Accounting
Standards  No. 144, Accounting for the Impairment or Disposal  of
Long-Lived  Assets,  upon  complete disposal  of  a  property  or
classification of a property as Real Estate Held  for  Sale,  the
Partnership  includes  the operating  results  and  sale  of  the
property   in   discontinued  operations.    In   addition,   the
Partnership reclassifies the prior periods operating results  and
any  partial  sales  of the property to discontinued  operations.
For  the  three  months  ended March 31,  2004,  the  Partnership
recognized  income  from  discontinued  operations  of  $508,788,
representing rental income less property management  expenses  of
$5,111 and gain on disposal of real estate of $503,677.

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

         On  December  27,  2002,  the  Partnership  received   a
Promissory  Note  for  $100,000 as part of  a  lease  termination
settlement  with  Huntington Restaurants Group, Inc.  (HRG),  the
lessee of the Denny's restaurant in Greenville, Texas.  The  Note
is  guaranteed  by  the  owners of  HRG.   In  August  2004,  the
Partnership and HRG reached an agreement to extend the  due  date
of  the Note to February 1, 2005.  As part of the agreement,  HRG
paid  the  Partnership $25,000, which was applied  to  collection
costs and accrued interest with the balance of $4,782 applied  to
the  principal balance.  In addition, HRG signed a legal document
to  be  filed  with  a court that will make  it  easier  for  the
Partnership to seek collection of any amounts due in the event of
a  future  default.  On February 1, 2005, HRG  did  not  pay  the
outstanding  amounts  due  on the  Note.   Due  to  the  reported
financial condition of HRG and its owners, the Partnership agreed
to  accept  reduced payments to settle the Note obligations.   In
exchange for a $40,000 current payment, received March 17,  2005,
and  an  additional  $20,000  payment  due  in  six  months,  the
Partnership agreed to forgive the remaining obligations due under
the  Note.   As a result, the principal balance of the  Note  was
written down $35,218, at December 31, 2004, to its net realizable
value  of  $60,000.  At March 31, 2005, the net realizable  value
was $20,000.

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

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


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

Liquidity and Capital Resources

        During  the  three  months  ended  March  31,  2005,  the
Partnership's  cash balances decreased $466,713 as  a  result  of
distributions  paid to the Partners in excess of  cash  generated
from  operating activities.  During the three months ended  March
31, 2004, the Partnership's cash balances increased $1,184,479 as
a  result of cash generated from the sale of property, which  was
partially  offset by distributions of net sale proceeds  paid  to
the Partners.

        Net  cash provided by operating activities increased from
$30,569  in  2004 to $90,212 in 2005 as a result  of  net  timing
differences  in the collection of payments from the  lessees  and
the   payment   of   expenses  and  a  decrease  in   Partnership
administration  and property management expenses in  2005,  which
were  partially offset by a decrease in total rental and interest
income in 2005.

        During  the  three  months  ended  March  31,  2004,  the
Partnership generated cash flow from the sale of real  estate  of
$2,274,068.

        The  Partnership's primary use of cash flow,  other  than
investment   in  real  estate,  is  distribution  and  redemption
payments  to  Partners.   The Partnership  declares  its  regular
quarterly distributions before the end of each quarter  and  pays
the distribution in the first week after the end of each quarter.
The  Partnership attempts to maintain a stable distribution  rate
from  quarter  to  quarter.   Redemption  payments  are  paid  to
redeeming Partners in the fourth quarter of each year.

        For  the three months ended March 31, 2005 and 2004,  the
Partnership  declared  distributions of $44,476  and  $3,125,865,
respectively, which were distributed 99% to the Limited  Partners
and  1%  to the General Partners.  The Limited Partners  received
distributions of $44,031 and $3,094,606 and the General  Partners
received  distributions  of $445 and  $31,259  for  the  periods,
respectively.

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

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

ITEM 3.   CONTROLS AND PROCEDURES.

       (a) Evaluation of disclosure controls and procedures

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

       (b)  Changes in internal controls

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


                   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.UNREGISTERED  SALES  OF  EQUITY  SECURITIES  AND  USE  OF
        PROCEEDS

        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.

                   PART II - OTHER INFORMATION
                           (Continued)

ITEM 6.EXHIBITS

                           Description

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

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

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



                           SIGNATURES

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


Dated:  May 6, 2005           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/ Patrick W Keene
                                      Patrick W. Keene
                                      Chief Financial Officer
                                      (Principal Accounting Officer)