ASSIGNMENT OF SALE AND LEASEBACK FINANCING COMMITMENT

                              
                         ASSIGNMENT
                             OF
           SALE AND LEASEBACK FINANCING COMMITMENT

      THIS ASSIGNMENT made and entered into this 17th day of
November, 1997, by and between AEI FUND MANAGEMENT, INC.,  a
Minnesota corporation, ("Assignor") and AEI REAL ESTATE FUND
XV  LIMITED  PARTNERSHIP,  a Minnesota  limited  partnership
("Assignee");

     WITNESSETH, that:

      WHEREAS, on the 23rd day of September, 1997,  Assignor
entered into a Sale and Leaseback Financing Commitment ("the
Commitment")  for  that  certain property  located  at  0000
Xxxxxx  Xxxxxx  Xxxxx, Xx. Xxxxx, XX (the  "Property")  with
Timber Lodge Steakhouse, Inc., as Seller/Lessee; and

     WHEREAS, Assignor desires to assign an undivided thirty
and  seven hundred ninety-four thousandths percent (30.794%)
of  its  rights,  title and interest in, to  and  under  the
Commitment to Assignee as hereinafter provided;

      NOW, THEREFORE, for One Dollar ($1.00) and other  good
and  valuable  consideration, receipt  of  which  is  hereby
acknowledged,  it is hereby agreed between  the  parties  as
follows:

     1.    Assignor  assigns all of its  rights,  title  and
     interest  in, to and under the Commitment to  Assignee,
     to  have  and  to hold the same unto the Assignee,  its
     successors and assigns;
     
     2.    Assignee  hereby  assumes all  rights,  promises,
     covenants,   conditions  and  obligations   under   the
     Commitment  to be performed by the Assignor thereunder,
     and  agrees  to be bound for all of the obligations  of
     Assignor under the Commitment.

All  other  terms  and  conditions of the  Commitment  shall
remain unchanged and continue in full force and effect.

AEI FUND MANAGEMENT, INC.
("Assignor")


By:   /s/ Xxxxxx X Xxxxxxx
          Xxxxxx X. Xxxxxxx, its President

AEI REAL ESTATE FUND XV
LIMITED PARTNERSHIP (OAssigneeO)

BY: AEI FUND MANAGEMENT 86-A, INC..


By:  /s/ Xxxxxx X Xxxxxxx
         Xxxxxx X. Xxxxxxx, its President