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:  September 30, 2006

                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 Exchange Act during the  past
12  months  (or  for such shorter period that the registrant  was
required to file such reports), and (2) has been subject to  such
filing requirements for the past 90 days.        Yes [X]   No

Indicate by check mark whether the registrant is a shell  company
(as defined in Rule 12b-2 of the Exchange Act).  Yes       No [X]

Transitional Small Business Disclosure Format:   Yes       No [X]


           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP


                              INDEX




PART I. Financial Information

 Item 1. Statement of Net Assets Available for Liquidation
          As of September 30, 2006 and December 31, 2005

         Statement of Liquidating Activities for the
          Periods ended September 30, 2006

         Statements for the Periods ended September 30, 2005:

           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
        STATEMENT OF NET ASSETS AVAILABLE FOR LIQUIDATION
            SEPTEMBER 30, 2006 AND DECEMBER 31, 2005

                           (Unaudited)

                                                     2006           2005

ASSETS:
  Cash and Cash Equivalents                     $   714,868     $   631,772
  Investments in Real Estate                        385,000       2,397,000
                                                 -----------     -----------
          Total Assets                            1,099,868       3,028,772
                                                 -----------     -----------

LIABILITIES:
  Payable to AEI Fund Management, Inc.                7,481           5,611
  Distributions Payable                              12,661          38,416
  Unearned Rent                                       6,067          11,529
                                                 -----------     -----------
          Total Liabilities                          26,209          55,556
                                                 -----------     -----------
NET ASSETS (PARTNERS' CAPITAL) IN LIQUIDATION,
  including 7,256 Limited Partnership
  Units outstanding                             $ 1,073,659     $ 2,973,216
                                                 ===========     ===========



 The accompanying Notes to Financial Statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
           AEI REAL ESTATE FUND XV LIMITED PARTNERSHIP
               STATEMENT OF LIQUIDATING ACTIVITIES
            FOR THE PERIODS ENDED SEPTEMBER 30, 2006

                           (Unaudited)

                                               Three Months     Nine Months

SOURCES OF ADDITIONAL CASH:
  Rent                                          $    18,201     $    96,930
  Interest Income                                     9,299          36,264
  Proceeds from Sale of Real Estate                       0       1,829,853
                                                 -----------     -----------
      Total Sources of Additional Cash               27,500       1,963,047
                                                 -----------     -----------

USES OF ADDITIONAL CASH:
  Partnership Administration - Affiliates            14,533          35,363
  Partnership Administration and Property
     Management - Unrelated Parties                   1,466          12,168
  Distributions to Partners                       1,755,588       1,832,420
                                                 -----------     -----------
      Total Uses of Additional Cash               1,771,587       1,879,951
                                                 -----------     -----------
INCREASE (DECREASE) IN NET ASSETS IN
  LIQUIDATION BEFORE ADJUSTMENTS                 (1,744,087)         83,096
                                                 -----------     -----------
ADJUSTMENTS OF ESTIMATED VALUES:
  Increase (Decrease) in Net Realizable values of:
     Real Estate                                    (11,000)       (187,000)
     Payable to AEI Fund Management, Inc.               334          (1,870)
     Distributions Payable                        1,742,927          25,755
     Unearned Rent                                        1           5,462
     Net Realizable Value of Real Estate Sold             0      (1,825,000)
                                                 -----------     -----------
       Total  Adjustment of Estimated Values      1,732,262      (1,982,653)
                                                 -----------     -----------

DECREASE IN NET ASSETS IN LIQUIDATION               (11,825)     (1,899,557)

BEGINNING NET ASSETS IN LIQUIDATION               1,085,484       2,973,216
                                                 -----------     -----------
ENDING NET ASSETS IN LIQUIDATION                $ 1,073,659     $ 1,073,659
                                                 ===========     ===========

 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, 2005

                           (Unaudited)

                                                Three Months    Nine Months

INTEREST INCOME                                  $     3,438    $     7,744

INCOME FROM DISCONTINUED OPERATIONS:
  Rental Income                                       62,626        188,317
  Partnership Administration - Affiliates            (13,142)       (43,476)
  Partnership Administration and Property
     Management - Unrelated Parties                   (2,795)       (17,890)
  Depreciation                                       (12,565)       (38,821)
      Gain on the Sale of Real Estate                309,534        309,534
                                                  -----------    -----------
      Total Income from Discontinued Operations      343,658        397,664
                                                  -----------    -----------

NET INCOME                                       $   347,096    $   405,408
                                                  ===========    ===========

NET INCOME ALLOCATED:
  General Partners                               $     4,792    $     5,375
  Limited Partners                                   342,304        400,033
                                                  -----------    -----------
                                                 $   347,096    $   405,408
                                                  ===========    ===========

INCOME PER LIMITED PARTNERSHIP UNIT:
  Continuing Operations                          $       .47    $      1.06
  Discontinued Operations                              46.71          54.07
                                                  -----------    -----------
      Total                                      $     47.18    $     55.13
                                                  ===========    ===========

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 NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2005

                           (Unaudited)


CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income                                            $   405,408

   Adjustments to Reconcile Net Income to Net Cash
   Provided by Operating Activities:
     Depreciation                                             38,821
     Gain on Sale of Real Estate                            (309,534)
     Decrease in Receivables                                  38,897
     Decrease in Note Receivable                              60,000
     Increase in Payable to
        AEI Fund Management, Inc.                              3,997
     Increase in Deferred Income                              11,529
                                                          -----------
        Total Adjustments                                   (156,290)
                                                          -----------
        Net Cash Provided By
           Operating Activities                              249,118
                                                          -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from Sale of Real Estate                         589,921
                                                          -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Decrease in Distributions Payable                        (104,192)
   Distributions to Partners                                (537,469)
                                                          -----------
        Net Cash Used For
           Financing Activities                             (641,661)
                                                          -----------
NET INCREASE IN CASH AND
   CASH EQUIVALENTS                                          197,378

CASH AND CASH EQUIVALENTS, beginning of period               842,075
                                                          -----------
CASH AND CASH EQUIVALENTS, end of period                 $ 1,039,453
                                                          ===========

 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, 2005

                           (Unaudited)


                                                                 Limited
                                                               Partnership
                             General     Limited                  Units
                             Partners    Partners     Total    Outstanding


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

  Distributions              (5,375)     (532,094)   (537,469)

  Net Income                  5,375       400,033     405,408
                             -------    ----------  ----------  ---------
BALANCE, September 30, 2005 $     0    $1,668,588  $1,668,588   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
                       SEPTEMBER 30, 2006

                           (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)

(2)  Organization - (Continued)

     In July 2006, the Managing General Partner solicited by mail
     a  proxy  statement  seeking  the  consent  of  the  Limited
     Partners,  as  required by Section 6.1  of  the  Partnership
     Agreement,  to  initiate the final disposition,  liquidation
     and  distribution of all of the Partnership's properties and
     assets  within  the  next year.  On  August  11,  2006,  the
     proposal  was  approved with a majority of  Units  voted  in
     favor  of  the proposal.  As a result, the Managing  General
     Partner  will  proceed with the planned liquidation  of  the
     Partnership.    If  the  Partnership  sells  its   remaining
     property in 2006, the Partnership anticipates liquidation to
     occur by December 31, 2006.

     Financial Statement Presentation

       Because   liquidation  was  anticipated,  the  Partnership
       changed its basis of accounting after September 30,  2005,
       from  the  going  concern basis to the liquidation  basis.
       Effective  October 1, 2005, the Partnership  measures  its
       assets and liabilities at the amounts of cash expected  in
       liquidation  and  reports changes in estimates  when  they
       are   known.    The   accounts  of  the  Partnership   are
       maintained  on  the accrual basis of accounting  for  both
       federal   income  tax  purposes  and  financial  reporting
       purposes.

(3)  Reclassification -

     Certain items in the prior year's financial statements  have
     been  reclassified  to conform to 2006 presentation.   These
     reclassifications  had no effect on Partners'  capital,  net
     income or cash flows.

(4)  Investments in Real Estate -

     Effective  with  the  decision to  liquidate,  the  carrying
     amounts  of assets and liabilities were adjusted from  their
     historical bases to the amounts of cash expected from  their
     realization  and settlement.  Because of the expected  short
     liquidation period, the effects of discounting would not  be
     significant  and have been ignored.  At December  31,  2005,
     the  estimated real estate values were based upon  a  signed
     purchase agreement and a tenant purchase option contained in
     a  lease.   The  adjustment increased  Investments  in  Real
     Estate by $1,295,887.  At March 31, 2006, the estimated real
     estate  values  were  based upon  a  subsequent  sale  of  a
     property  and comparable sales of similar properties,  which
     resulted   in   an  additional  adjustment  that   decreased
     Investments  in Real Estate by $176,000.  At  September  30,
     2006,  the  estimated real estate value  was  based  upon  a
     signed  purchase agreement, which resulted in an  additional
     adjustment  that  decreased Investment  in  Real  Estate  by
     $11,000.   It  is  at  least reasonably  possible  that  the
     amounts  expected to be realized in the liquidation  process
     will change in the near term.



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

(5)  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.

(6)  Discontinued Operations -

     In  July  2003,  the  tenant 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.   In  November 2004, the Partnership and  the  tenant
     entered into an agreement to amend the Lease to provide  the
     tenant  with options to purchase the property and  terminate
     the Lease.  Under the purchase option, which expired October
     31,  2006,  the  tenant could have elected to  purchase  the
     Partnership's interest in the property for $572,000.   Under
     the  termination option, the tenant could 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.  As part of this agreement, the Partnership received a
     personal  guarantee  from the majority  shareholder  of  the
     tenant 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.  The tenant has continued to
     pay rent and comply with its lease obligations.

     On  April  30,  2006,  the tenant exercised  its  option  to
     terminate  the lease effective October 31, 2006.  Subsequent
     to  September 30, 2006, the tenant paid the Partnership  the
     required  payment of $72,811 and the Lease  was  terminated.
     The  Partnership actively marketed the property for sale and
     listed it with a real estate broker in the Austin area.   At
     March  31,  2006,  based  on the lease  termination  and  an
     analysis  of  market conditions in the area, the Partnership
     recognized  a $176,000 adjustment to decrease the  estimated
     net realizable value of the property to $396,000.

     In September 2006, the Partnership entered into an agreement
     to sell the Razzoo's restaurant to an unrelated third party.
     The  sale  is  subject  to  contingencies  and  may  not  be
     completed.   If  the  sale  is  completed,  the  Partnership
     expects  to receive net proceeds of approximately  $385,000.
     Based  on  this  agreement,  the Partnership  recognized  an
     additional $11,000 adjustment to decrease the estimated  net
     realizable value of the property.

     On  September  26,  2005, the Partnership  sold  the  Arby's
     restaurant  in  Marshall, Michigan  to  an  unrelated  third
     party.   The  Partnership  received  net  sale  proceeds  of
     $589,921, which resulted in a net gain of $309,534.  At  the
     time  of sale, the cost and related accumulated depreciation
     was $586,425 and $306,038, respectively.


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

(6)  Discontinued Operations - (Continued)

     In  February 2006, the Partnership entered into an agreement
     to  sell  the Children's World daycare center in  Franconia,
     Virginia  to an unrelated third party.  On May 5, 2006,  the
     sale closed with the Partnership receiving net sale proceeds
     of  $1,829,853.   At  December 31, 2005, the  estimated  net
     realizable value was $1,825,000.

     In  September 2005, the Partnership distributed $404,040  of
     net sale proceeds to the Limited and General Partners, which
     represented  a  return  of capital  of  $55.13  per  Limited
     Partnership Unit.  In June 2006, the Partnership distributed
     $1,717,172  of net sale proceeds to the Limited and  General
     Partners,  which represented a return of capital of  $234.29
     per Limited Partnership Unit.


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 effect of tenant defaults; and

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


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

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.

       Through  September  30,  2005, the  Partnership  purchased
properties and recorded them in the financial statements  at  the
lower  of  cost  or estimated realizable value.  The  Partnership
initially  recorded the properties at cost (including capitalized
acquisition   expenses).   The  Partnership   was   required   to
periodically  evaluate  the  carrying  value  of  properties   to
determine   whether   their  realizable  value   declined.    For
properties  the  Partnership would hold and  operate,  management
determined   whether  impairment  occurred   by   comparing   the
property's  probability-weighted cash flows to its  then  current
carrying   value.   For  properties  held  for  sale,  management
determined   whether  impairment  occurred   by   comparing   the
property's  estimated fair value less cost to sell  to  its  then
current  carrying value.  If the carrying value was greater  than
the  realizable value, an impairment loss was recorded to  reduce
the  carrying value of the property to its realizable  value.   A
change  in these assumptions or analysis may have caused material
changes in the carrying value of the properties.

       Effective  October  1, 2005, the Partnership  adopted  the
liquidation  basis  of  accounting because the  General  Partners
anticipated the liquidation of the Partnership during  2006.   In
accordance  with the liquidation basis of accounting, assets  are
recorded  at their estimated net realizable value (the amount  of
cash expected to be received) and liabilities are recorded at the
amount  estimated  to  be  paid to creditors  and  Partners.   At
September  30,  2006, the estimated real estate value  was  based
upon  a  signed purchase agreement.  Any changes in this estimate
could cause material changes in the net assets in liquidation.

        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.


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

Results of Operations

        For  the  nine months ended September 30, 2006 and  2005,
while  in  the liquidation and operating phases, the  Partnership
recognized  rental income of $102,392 and $188,317, respectively.
During  the  same  periods, the Partnership  recognized  interest
income  of  $36,264 and $7,744, respectively.   In  2006,  rental
income  decreased  as  a  result of  property  sales.   In  2006,
interest  income  increased mainly due to the Partnership  having
more  money invested in a money market account due to a  property
sale.

        For  the  nine months ended September 30, 2006 and  2005,
while  in  the liquidation and operating phases, the  Partnership
incurred  Partnership  administration  expenses  from  affiliated
parties   of   $35,363   and   $43,476,   respectively.     These
administration  expenses  include  costs  associated   with   the
management of the properties, processing distributions, reporting
requirements and correspondence to the Limited Partners.  As  the
Partnership's asset base decreases due to property sales,  it  is
allocated a smaller share of expenses that are allocated  by  AEI
Fund  Management, Inc. based on the relative assets of the  funds
under  management.   During  the same  periods,  the  Partnership
incurred   Partnership  administration  and  property  management
expenses   from  unrelated  parties  of  $14,038   and   $17,890,
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.
These expenses were higher in 2005, when compared to 2006, as the
result  of  expenses incurred in 2005 related to a property  that
was sold.

         At  September  30,  2006  and  December  31,  2005,  the
Partnership  recognized  adjustments  of  estimated   values   of
($1,982,653)   and  $1,712,309,  respectively,   resulting   from
adopting  the  liquidation basis of accounting and recording  its
assets  at estimated net realizable value and liabilities at  the
amount estimated to be paid.

        In  July  2003, the tenant 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.  In November 2004,
the Partnership and the tenant entered into an agreement to amend
the  Lease  to  provide the tenant with options to  purchase  the
property  and  terminate the Lease.  Under the  purchase  option,
which expired October 31, 2006, the tenant could have elected  to
purchase the Partnership's interest in the property for $572,000.
Under the termination option, the tenant could 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.
As  part  of this agreement, the Partnership received a  personal
guarantee from the majority shareholder of the tenant 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.  The tenant has continued to pay rent and comply  with
its lease obligations.


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

        On  April  30, 2006, the tenant exercised its  option  to
terminate  the  lease effective October 31, 2006.  Subsequent  to
September 30, 2006, the tenant paid the Partnership the  required
payment of $72,811 and the Lease was terminated.  The Partnership
actively marketed the property for sale and listed it with a real
estate  broker in the Austin area.  At March 31, 2006,  based  on
the lease termination and an analysis of market conditions in the
area,  the  Partnership  recognized  a  $176,000  adjustment   to
decrease  the estimated net realizable value of the  property  to
$396,000.

        In  September  2006,  the  Partnership  entered  into  an
agreement  to sell the Razzoo's restaurant to an unrelated  third
party.   The  sale is subject to contingencies  and  may  not  be
completed.  If the sale is completed, the Partnership expects  to
receive  net proceeds of approximately $385,000.  Based  on  this
agreement,  the  Partnership  recognized  an  additional  $11,000
adjustment to decrease the estimated net realizable value of  the
property.

        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.


Liquidity and Capital Resources

        In  July 2006, the Managing General Partner solicited  by
mail  a  proxy  statement  seeking the  consent  of  the  Limited
Partners,   as  required  by  Section  6.1  of  the   Partnership
Agreement,  to  initiate the final disposition,  liquidation  and
distribution  of all of the Partnership's properties  and  assets
within  the  next  year.  On August 11, 2006,  the  proposal  was
approved with a majority of Units voted in favor of the proposal.
As  a result, the Managing General Partner will proceed with  the
planned liquidation of the Partnership.  If the Partnership sells
its  remaining  property  in  2006, the  Partnership  anticipates
liquidation to occur by December 31, 2006.

        During the nine months ended September 30, 2006, while in
the   liquidation  phase,  the  Partnership's   Net   Assets   in
Liquidation   decreased  $1,899,557   as   a   result   of   cash
distributions  of net sale proceeds paid to the  Partners  and  a
decrease  in  the estimated net realizable value of  a  property.
During  the  nine months ended September 30, 2005, while  in  the
operating   phase,  the  Partnership's  cash  balances  increased
$197,378 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.

        On  September 26, 2005, the Partnership sold  the  Arby's
restaurant  in  Marshall, Michigan to an unrelated  third  party.
The  Partnership  received net sale proceeds of  $589,921,  which
resulted  in  a net gain of $309,534.  At the time of  sale,  the
cost  and  related  accumulated  depreciation  was  $586,425  and
$306,038, respectively.


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

         In  February  2006,  the  Partnership  entered  into  an
agreement  to  sell  the  Children's  World  daycare  center   in
Franconia, Virginia to an unrelated third party.  On May 5, 2006,
the  sale closed with the Partnership receiving net sale proceeds
of   $1,829,853.   At  December  31,  2005,  the  estimated   net
realizable value was $1,825,000.

       The Partnership's primary use of cash flow is distribution
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.
For  the  nine  months ended September 30,  2006  and  2005,  the
Partnership  declared distributions of $1,806,665  and  $537,469,
respectively, which were distributed 99% to the Limited  Partners
and  1%  to the General Partners.  The Limited Partners  received
distributions of $1,788,598 and $532,094 and the General Partners
received  distributions of $18,067 and $5,375  for  the  periods,
respectively.

       In September 2005, the Partnership distributed $404,040 of
net  sale  proceeds  to the Limited and General  Partners,  which
represented a return of capital of $55.13 per Limited Partnership
Unit.   In  June 2006, the Partnership distributed $1,717,172  of
net  sale  proceeds  to the Limited and General  Partners,  which
represented   a  return  of  capital  of  $234.29   per   Limited
Partnership Unit.

        As  of  September  30,  2006, the  Partnership  owns  one
remaining  property.   The tenant of the property  exercised  its
option  to  terminate the Lease, effective October 31, 2006,  and
paid a termination payment of $72,811.  This payment was added to
the  Partnership's  cash reserve.  As of October  31,  2006,  the
Partnership's  only source of income is interest  earned  on  its
cash  reserve.   This income will not be sufficient  to  pay  the
Partnership's administrative expenses and the property management
expenses   related  to  the  vacant  property.   Therefore,   the
Partnership  will need to use a portion of its  cash  reserve  to
cover these expenses until the remaining property is sold and the
Partnership  is  liquidated.  Future distributions  declared,  if
any,  prior to the final liquidating distribution, will  also  be
paid  from the cash reserve.  The cash reserve should be adequate
to meet the Partnership's obligations.


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

        In  July 2006, the Managing General Partner solicited  by
mail  a  proxy  statement  seeking the  consent  of  the  Limited
Partners,   as  required  by  Section  6.1  of  the   Partnership
Agreement,  to  initiate the final disposition,  liquidation  and
distribution  of all of the Partnership's properties  and  assets
within  the next year.  In order for the proposal to be approved,
a  majority  of the Voting Units must be voted in  favor  of  the
proposal.

        On August 11, 2006, the votes were counted.  Of the 7,256
Voting  Units, 5,131 voted for the proposal, 0 voted against  and
15 abstained.  As a result, the proposal was approved.

                   PART II - OTHER INFORMATION
                           (Continued)

ITEM 5.OTHER INFORMATION

      None.

ITEM 6.EXHIBITS

    10.1  Purchase Agreement dated September 25, 2006 between the
    Partnership,  AEI Real Estate Fund XVII Limited  Partnership,
    AEI  Net  Lease Income & Growth Fund XIX Limited Partnership,
    AEI  Income  & Growth Fund XXII Limited Partnership  and  Dan
    Quinlan   relating   to  the  Property  at   11617   Research
    Boulevard, Austin, Texas.

    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:  November 6, 2006      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)