UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                 Amendment No. 2

[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 For the fiscal year ended December 31, 1995 or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the transition period from         to 
                                           -------   -------

to Commission File Number 1-10837
                          -------

                       PUBLIC STORAGE PROPERTIES XV, INC.
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

     California                                                95-4300885
---------------------------------          ------------------------------------ 
(State or other jurisdiction               (IRS Employer Identification Number)
of incorporation or organization)
 
        701 Western Avenue
       Glendale, California                                    91201-2349
--------------------------------------                         ----------   
Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code:  (818) 244-8080
                                                     --------------

           Securities registered pursuant to Section 12(b) of the Act


Common Stock Series A, $.01 par value          American  Stock  Exchange
-------------------------------------          -------------------------
        (Title of each class)        (Name of each exchange on which registered)

           Securities registered pursuant to Section 12(g) of the Act
                                      None
                                ---------------
                                (Title of class)

Indicate by check mark whether the registrant (1) has 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
                                        --   --

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of the Company's knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  X
           --
<PAGE>
                       PUBLIC STORAGE PROPERTIES XV, INC.

     This  Amendment  No. 2 to Form 10-K for the year ended  December  31,  1995
restates Item 6 in its entirety.

Item 6.  Selected financial data.
         ------------------------

     The following selected  historical  financial  information has been derived
from  the  audited  financial  statements  of the  Company  and the  predecessor
Partnership.
<TABLE>
<CAPTION>

                                                                   Years Ended December 31,
                                        -------------------------------------------------------------------------------
                                           1995              1994              1993              1992           1991
                                        -----------      -----------        -----------      -----------    -----------
 
Operating data:
---------------

Revenues:
<S>                                      <C>              <C>                <C>              <C>            <C>       
   Rental income                         $8,019,000       $7,655,000         $7,168,000       $6,561,000     $6,074,000
   Interest and other income                 58,000           42,000             36,000           53,000         66,000
                                        -----------      -----------        -----------      -----------    -----------

                                          8,077,000        7,697,000          7,204,000        6,614,000      6,140,000
                                        -----------      -----------        -----------      -----------    -----------
Expenses:
   Cost of operations                     2,889,000        2,738,000          2,621,000        2,587,000      2,522,000
   Depreciation and amortization          1,279,000        1,233,000          1,267,000        1,383,000      1,378,000
   General and administrative               210,000          227,000            239,000          299,000        206,000
   Environmental cost (2)                   132,000            -                 -                -               -
   Reorganization costs (1)                  -                 -                 -                -             378,000
                                        -----------      -----------        -----------      -----------    -----------


                                          4,510,000        4,198,000          4,127,000        4,269,000      4,484,000
                                        -----------      -----------        -----------      -----------    -----------

Net Income                               $3,567,000       $3,499,000         $3,077,000       $2,345,000     $1,656,000
                                        ============     ===========        ===========      ===========    ===========

Net income per Series A share:
   Primary                                    $1.45            $1.40             $1.16             $0.83          $0.55
   Fully diluted                              $1.14            $1.09             $0.92             $0.67          $0.46

Distribution per share:
   Series A                                   $1.42            $1.22             $1.01             $0.86          $0.84
   Series B                                   $1.42            $1.22             $1.01             $0.86          $0.84
   Series C                                     -                -                 -                 -              -

Weighted average shares:
   Primary                                2,226,760        2,303,827          2,451,052        2,599,593      2,674,189
   Fully diluted                          3,119,016        3,196,083          3,343,308        3,491,849      3,566,445

Other data:
-----------
Net cash provided by
   operating activities                  $4,765,000       $4,608,000         $4,377,000       $3,702,000     $2,903,000
Net cash used in
   investing activities                    (302,000)        (532,000)           (66,000)         (75,000)      (119,000)
Net cash used in
   financing activities                  (4,570,000)      (4,998,000)        (4,233,000)      (3,745,000)    (2,085,000)
Capital expenditures
   to maintain facilities                  (302,000)        (193,000)           (66,000)         (75,000)      (119,000)
Funds from operations (3)                 4,978,000        4,732,000          4,344,000        3,728,000      3,034,000

Balance sheet data:
-------------------
Total assets                            $38,956,000      $39,648,000        $41,270,000      $42,386,000    $43,766,000
Shareholders' equity                     36,902,000       38,007,000         39,719,000       41,107,000     42,502,000
</TABLE>
                                       2

<PAGE>
Item 6. Selected financial data (continued)
        -----------------------------------

(1)  Reorganization  costs  which  primarily  consisted  of  legal,  accounting,
     transfer  taxes,   registration  and  solicitation  fees,  represent  costs
     incurred to reorganize the Partnership into the Company.


(2)  Substantially  all of the Company's  facilities  were acquired prior to the
     time that it was  customary  to  conduct  environmental  investigations  in
     connection with property  acquisitions.  During the fourth quarter of 1995,
     the  Company  completed  environmental  assessments  of its  properties  to
     evaluate  the  environmental  condition  of,  and  potential  environmental
     liabilities  of such  properties.  These  assessments  were performed by an
     independent  environmental  consulting firm. Based on the assessments,  the
     Company has recorded cost of $132,000 for known  environmental  remediation
     requirements.  Although there can be no assurance, the Company is not aware
     of any  environmental  contamination  of any of its  property  sites  which
     individually or in the aggregate would be material to the Company's overall
     business, financial condition, or results of operations.


(3)  Funds from operations (FFO) is defined by the Company,  consistent with the
     definition  of FFO by the National  Association  of Real Estate  Investment
     Trusts  (NAREIT),  as  net  income  (loss)  (computed  in  accordance  with
     generally  accepted   accounting   principles)   before   depreciation  and
     extraordinary or non-recurring items. FFO is presented because the Company,
     as well as many  industry  analysts,  consider FFO to be one measure of the
     performance of the Company,  ie, one that generally reflects changes in the
     Company's  net  operating  income.  FFO does not  take  into  consideration
     scheduled principal payments on debt and capital improvements. Accordingly,
     FFO is not  necessarily  a substitute  for the  Company's  cash flow or net
     income as a measure of the Company's liquidity or operating  performance or
     ability to pay  distributions.  Furthermore,  the NAREIT  definition of FFO
     does not address the  treatment of certain items and all REITs do not treat
     items the same way in computing FFO. Accordingly,  comparisons of levels of
     FFO among REITs may not necessarily be meaningful.

                                       3
<PAGE>



     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  amendment  to be signed on its behalf by the
undersigned, thereunto duly authorized.



                                       Public Storage Properties XV, Inc.



Dated:  February 27, 1997              By:/s/David P. Singelyn
                                          -----------------------------
                                          David P. Singelyn
                                          Vice President and 
                                            Chief Finanical Officer