<PAGE>



                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                    FORM 10-K

(Mark One)

         X      ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934

                For the fiscal year ended    December 31, 1997

                                          OR

        ___     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934

                For the transition period from _______ to ______

                         Commission file number 0-14695

                NTS-PROPERTIES VI, a Maryland Limited Partnership
             (Exact name of registrant as specified in its charter)

             Maryland                                    61-1066060
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification No.)

      10172 Linn Station Road
      Louisville, Kentucky                                40223
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code    (502) 426-4800

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

                                      None

Securities registered pursuant to Section 12(g) of the Act:

                          Limited Partnership Interests
                                (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 (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant'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]

Exhibit Index: See page 39

Total Pages: 43


<PAGE>



                                TABLE OF CONTENTS


                                                                         Pages

                                     PART I

Items 1 and 2      Business and Properties                                3-11
Item 3             Legal Proceedings                                        11
Item 4             Submission of Matters to a Vote
                     of Security Holders                                    11


                                     PART II


Item 5             Market for the Registrant's Limited
                     Partnership Interests and Related
                     Partner Matters                                        12
Item 6             Selected Financial Data                                  13
Item 7             Management's Discussion and Analysis
                     of Financial Condition and Results
                     of Operations                                       14-21
Item 8             Financial Statements and Supplementary
                     Data                                                22-35
Item 9             Changes in and Disagreements with
                     Accountants on Accounting and
                     Financial Disclosure                                   36


                                    PART III


Item 10            Directors and Executive Officers of
                     the Registrant                                      36-37
Item 11            Management Remuneration and Transactions                 37
Item 12            Security Ownership of Certain Beneficial
                     Owners and Management                                  37
Item 13            Certain Relationships and Related
                     Transactions                                        37-38


                                     PART IV


Item 14            Exhibits, Financial Statement Schedules
                     and Reports on Form 8-K                             39-42


Signatures                                                                  43


                                      - 2 -

<PAGE>



                                     PART I

Items 1. and 2.  Business and Properties
                 -----------------------

General
-------

Some of the statements included in Items 1. and 2., Business and Properties, may
be considered to be "forward-looking statements" since such statements relate to
matters  which  have  not  yet  occurred.  For  example,  phrases  such  as "the
Partnership  anticipates",  "believes" or "expects" indicate that it is possible
that the event  anticipated,  believed  or expected  may not occur.  Should such
event not occur,  then the result which the  Partnership  expected  also may not
occur or occur in a different manner, which may be more or less favorable to the
Partnership.  The  Partnership  does not undertake any  obligations  to publicly
release the result of any revisions to these forward-looking statements that may
be made to reflect any future events or circumstances.

The  registrant,   NTS-Properties  VI,  a  Maryland  Limited   Partnership  (the
"Partnership"),  is a limited partnership formed in December 1984 under the laws
of the State of Maryland. The General Partner is NTS-Properties Associates VI, a
Kentucky limited partnership. As of December 31, 1997, the Partnership owned the
following properties:

        -  Sabal Park Apartments, a 162-unit luxury apartment complex located on
           a 13 acre tract in Orlando, Florida, constructed by the Partnership.

        -  Park Place Apartments  Phase I, a 180-unit luxury  apartment  complex
           located on an 18 acre tract in Lexington,  Kentucky,  constructed  by
           the Partnership.

        -  Willow Lake Apartments,  a 207-unit luxury apartment  complex located
           on an 18 acre  tract in  Indianapolis,  Indiana,  constructed  by the
           Partnership.

        -  A joint venture interest in Golf Brook Apartments,  a 195-unit luxury
           apartment  complex  located on a 16 acre tract in  Orlando,  Florida,
           constructed  by the joint venture  between the  Partnership  and NTS-
           Properties  IV.,  Ltd.  ("NTS-Properties  IV"),  an  affiliate of the
           General  Partner of the  Partnership.  The  Partnership's  percentage
           interest in the joint venture was 96% at December 31, 1997.

        -  A joint venture  interest in Plainview  Point III Office  Center,  an
           office  center with  approximately  62,000 net rentable  square feet,
           located in  Louisville,  Kentucky,  constructed  by the joint venture
           between the  Partnership  and  NTS-Properties  IV. The  Partnership's
           percentage  interest in the joint  venture  was 95% at  December  31,
           1997.

The Partnership also owns  approximately 15 acres of land,  adjacent to the Park
Place  Apartments  development,  in Lexington,  Kentucky (Park Place  Apartments
Phase III).  The  Partnership  intends to use the land to  construct  Park Place
Apartments  Phase III. It is  anticipated  that  construction  will begin in the
Spring of 1998.

The Partnership or Joint Venture in which the Partnership is a partner has a fee
title  interest  in  the  above  listed  properties.   In  the  opinion  of  the
Partnership's management, the properties are adequately covered by insurance.

Sabal Park  Apartments is encumbered by permanent  mortgages  with two insurance
companies.  Both loans are  secured by a first  mortgage  on the  property.  The
outstanding  balance  of the  mortgages  at  December  31,  1997 was  $4,700,000
($2,820,000  and  $1,880,000).  Both  mortgages bear interest at a fixed rate of
7.38% and are due December 5, 2012. Monthly principal

                                      - 3 -

<PAGE>



General - Continued
-------------------

payments on both mortgages are based upon a 15-year  amortization  schedule.  At
maturity,  the  mortgages  will have been repaid  based upon the current rate of
amortization.

Park  Place  Apartments  Phase I and  Park  Place  Apartments  Phase  III (to be
constructed)  are  encumbered  by  a  $12,200,000  permanent  mortgage  with  an
insurance company.  The outstanding balance of the mortgage at December 31, 1997
is $5,000,000.  The remaining  $7,200,000  loan proceeds will be advanced during
the construction of Park Place Apartments Phase III as needed in accordance with
the loan agreement. The mortgage bears interest at a fixed rate of 7.74%, is due
October 15, 2012 and is secured by the assets of Park Place  Apartments  Phase I
and Park  Place  Apartments  Phase  III.  Until the  construction  of Park Place
Apartments  Phase III is  complete,  the  mortgage  will  require  only  monthly
interest  payments.  Upon the completion of Park Place Apartments Phase III, the
monthly principal payments will be based upon a 19-year  amortization  schedule.
At  maturity,  the  principal  balance of the loan will not be fully  amortized.
However,  due to the fact  that it is not known  when  principal  payments  will
begin, the outstanding balance at maturity can not be determined at this time.

Willow Lake  Apartments is encumbered by a permanent  mortgage with an insurance
company.  The  outstanding  balance at  December  31, 1997 was  $8,447,975.  The
mortgage bears interest at a fixed rate of 7.32%. Monthly principal payments are
based upon a 15-year  amortization  schedule.  The  mortgage  is due October 15,
2012.  At maturity,  the  mortgage  will have been repaid based upon the current
rate of amortization.

Golf  Brook  Apartments,  a joint  venture  between  the  Partnership  and  NTS-
Properties IV, is encumbered by a mortgage payable to an insurance company.  The
mortgage is recorded as a liability by the  Partnership  in accordance  with the
Joint  Venture  Agreement.  The  outstanding  balance at  December  31, 1997 was
$8,724,588. The mortgage bears a fixed interest rate of 7.43% and is due May 14,
2009. Monthly principal payments are based upon a 12-year amortization schedule.
At  maturity,  the  mortgage  will have been repaid based on the current rate of
amortization.

Plainview  Point III Office Center is not encumbered by an outstanding  mortgage
at December 31, 1997.

For a  further  discussion  regarding  the  terms  of the  debt  financings  see
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations (Item 7).

Currently,  the  Partnership's  plans for  renovations  and other major  capital
expenditures include tenant finish improvements at the Partnership's  commercial
property as required by lease  negotiations.  Changes to current  tenant  finish
improvements are a typical part of any lease negotiation. Improvements generally
include a revision to the current floor plan to  accommodate  a tenant's  needs,
new  carpeting  and  paint  and/or  wallcovering.  The  extent  and  cost of the
improvements  are  determined  by the size of the space being leased and whether
the  improvements  are for a new tenant or incurred  because of a lease renewal.
The  tenant  finish  improvements  will be funded  by cash flow from  operations
and/or cash reserves.  The Partnership also plans to begin,  during Spring 1998,
the  construction of Park Place Apartments Phase III (152 units) on the 15 acres
of land it owns which is  adjacent  to the  existing  Park Place  Apartments  in
Lexington, Kentucky. It is currently estimated that the cost of the project will
be  $9,000,000.  Construction  costs  will be funded by the  $7,200,000  of loan
proceeds,  as discussed  above,  and cash reserves.  Through  December 31, 1997,
approximately   $100,000  of  pre-development  costs  had  been  incurred.   The
Partnership had no material  commitments for renovations or capital improvements
at December 31, 1997.

                                      - 4 -

<PAGE>



General - Continued
-------------------

The  Partnership  is presently  engaged  solely in the  business of  developing,
constructing,  owning and operating  residential  apartments and commercial real
estate.  A  presentation  of  information  concerning  industry  segments is not
applicable.

The current  business of the Partnership is consistent with the original purpose
of the  Partnership  which was to purchase and develop  parcels of unimproved or
partially improved land, directly or by joint venture, in order to construct and
otherwise  develop thereon  apartment  complexes,  business parks and/or retail,
industrial and office buildings and to own and operate the completed properties.
The Partnership's properties are in a condition suitable for their intended use.

The Partnership  intends to hold the Properties until such time as sale or other
disposition   appears  to  be   advantageous   with  a  view  to  achieving  the
Partnership's  investment objectives or it appears that such objectives will not
be met. In deciding  whether to sell a Property,  the Partnership  will consider
factors such as potential capital appreciation, cash flow and federal income tax
considerations,  including  possible  adverse federal income tax consequences to
the  Limited  Partners.  The General  Partner of the  Partnership  is  currently
exploring  the  marketability  of  certain  of its  properties,  and has not yet
determined  if any of the  properties  might be sold in the next 12 months,  and
there are no contracts for sale under negotiation at the present time.

Sabal Park Apartments
---------------------

Units at Sabal Park Apartments  include two and  three-bedroom  units. All units
have   wall-to-wall   carpeting,   individually   controlled   heating  and  air
conditioning,  ovens, dishwashers, ranges, refrigerators,  garbage disposals and
washer/dryer hook-ups.  Tenants have access to and use of clubhouse,  management
offices, swimming pool and tennis courts.

Monthly  rental  rates at Sabal Park  Apartments  start at $879 for  two-bedroom
apartments and $1,219 for  three-bedroom  apartments,  with  additional  monthly
rental  amounts for special  features  and  locations.  Tenants pay all costs of
heating,  air conditioning and electricity.  Most leases are for a period of one
year. Units will be rented in some cases, however, on a shorter term basis at an
additional  charge. The occupancy levels at the apartment complex as of December
31 were 97% (1997), 90% (1996), 98% (1995), 91% (1994)and 94% (1993).

Park Place Apartments Phase I
-----------------------------

Units at Park Place  Apartments  Phase I include one and two-bedroom  apartments
and two-bedroom town homes. All units have wall-to-wall carpeting,  individually
controlled heating and air conditioning, dishwashers, ranges, refrigerators with
ice makers,  garbage  disposals  and microwave  ovens.  All units have access to
coin-operated  washers  and dryers and some units have a  washer/dryer  hook-up.
Amenities include the clubhouse with a party room, swimming pool, tennis courts,
racquetball courts,  exercise facility and management offices. The amenities are
shared with Phase II of the Park Place development.  Park Place Apartments Phase
II is owned by NTS-Properties  VII, Ltd., an affiliate of the General Partner of
the  Partnership.  The cost to  construct  and operate the common  amenities  is
shared proportionately by each phase.

Monthly  rental  rates  at Park  Place  Apartments  Phase I  start  at $709  for
one-bedroom   apartments,   $909  for  two-bedroom  apartments  and  $1,099  for
two-bedroom  town homes,  with  additional  monthly  rental  amounts for special
features and locations.  Tenants pay all costs of heating,  air conditioning and
electricity. Most leases are for a period of one year. Units will be

                                      - 5 -

<PAGE>



Park Place Apartments Phase I - Continued
-----------------------------------------

rented in some cases,  however, on a shorter term basis at an additional charge.
The occupancy levels at the apartment complex as of December 31 were 89% (1997),
90% (1996), 92% (1995), 93% (1994) and $93% (1993).

Willow Lake Apartments
----------------------

Units at Willow Lake  Apartments  include  one and  two-bedroom  apartments  and
two-bedroom  town homes.  All units have  wall-to-wall  carpeting,  individually
controlled heating and air conditioning, dishwashers, ranges, refrigerators with
ice makers,  garbage  disposals  and microwave  ovens.  All units have access to
coin-operated  washers  and dryers and some units have a  washer/dryer  hook-up.
Amenities include the clubhouse with a party room, swimming pool, tennis courts,
racquetball courts, exercise facility and management offices.

Monthly  rental rates at Willow Lake  Apartments  start at $760 for  one-bedroom
apartments,  $965 for  two-bedroom  apartments and $1,155 for  two-bedroom  town
homes,  with  additional   monthly  rental  amounts  for  special  features  and
locations.  Tenants pay all costs of heating,  air conditioning and electricity.
Most  leases are for a period of one year.  Units will be rented in some  cases,
however,  on a shorter term basis at an additional  charge. The occupancy levels
at the  apartment  complex as of December 31 were 88%  (1997),  91% (1996),  93%
(1995), 92% (1994) and 84% (1993).

Golf Brook Apartments
---------------------

Units at Golf Brook Apartments  include two and  three-bedroom  units. All units
have   wall-to-wall   carpeting,   individually   controlled   heating  and  air
conditioning,   dishwashers,   ranges,  refrigerators,   garbage  disposals  and
washer/dryer hook-ups.  Tenants have access to and use of clubhouse,  management
offices, pool and tennis courts.

Monthly rental rates at Golf Brook  Apartments  start at $1,130 for  two-bedroom
apartments and $1,360 for  three-bedroom  apartments,  with  additional  monthly
rental  amounts for special  features  and  locations.  Tenants pay all costs of
heating,  air conditioning and electricity.  Most leases are for a period of one
year. Units will be rented in some cases, however, on a shorter term basis at an
additional  charge. The occupancy levels at the apartment complex as of December
31 were 96% (1997),97% (1996), 91% (1995), 93% (1994) and 91% (1993).

Plainview Point III Office Center
---------------------------------

Base annual rents,  which  include the cost of  utilities,  range from $13.90 to
$17.00 per square foot for first and second  floor  office  space and $13.00 per
square foot for lower level office space. The average base annual rental for all
types of space leased as of December 31, 1997 was $14.42 per square foot. Office
space is  ordinarily  leased for between two and six years with the  majority of
current  square  footage being leased for a term of five years.  Current  leases
terminate  between  1998 and 2001.  Some leases  provide for renewal  options of
between  two and five  years at rates  which are  based  upon  increases  in the
consumer price index and/or are negotiated between lessor and lessee. All leases
provide for tenants to contribute toward the payment of increases in common area
maintenance expenses, insurance, utilities and real estate taxes. As of December
31, 1997,  there were seven  tenants  leasing  space  aggregating  approximately
60,121 square feet of rentable area. The tenants who occupy  Plainview Point III
Office Center are  professional  service oriented  organizations.  The principal
occupations/professions  practiced  include  real  estate  and  insurance.  Four
tenants lease more than 10% of the office center's rentable area: The Prudential
Company of America (10.3%),  Underwriters Safety & Claims, Inc. (18.4%),  Re/max
Properties East, Inc.  (24.4%) and Univa Health Network  (26.7%).  The occupancy
levels at the office center as of December 31 were 96% (1997),  91% (1996),  91%
(1995), 91% (1994) and 87% (1993).



                                      - 6 -

<PAGE>



Plainview Point III Office Center - Continued
---------------------------------------------

The following table contains approximate data concerning the leases in effect on
December 31, 1997.

Major Tenants:
                                                     Current Base
                                     Sq. Ft. and     Annual Rental
                                       % of Net     and % of Gross
                          Year of      Rentable      Base Annual       Renewal
      Name              Expiration       Area           Rental         Options
      ----              ----------       ----           ------         -------

The Prudential Company
  of America                1998     6,474 (10.3%)  $ 95,964 (11.1%) 1 Five-Year
Underwriters Safety &
  Claims, Inc.              2001    11,535 (18.4%)  $149,952 (17.3%)    None
Re/max Properties East,
  Inc.                      1999    15,300 (24.4%)  $225,600 (26.0%) 1 Two-Year

Univa Health Network        2000    16,727 (26.7%)  $232,500 (26.8%) 1 Five-Year


Other Tenants:

                                                     Current Base
                                      Sq. Ft. and    Annual Rental
                                        % of Net    and % of Gross
      No. of               Year of     Rentable       Base Annual     Renewal
      Tenants             Expiration     Area           Rental        Options
      -------             ----------     ----           ------        -------

        None              1998-1999       --               --             --
         3                   2000   10,085 (16.1%) $163,140 (18.8%) 1 Three-Year


Additional operating data regarding the Partnership's properties is furnished in
the following table.


                                   Federal             Realty         Annual
                                  Tax Basis           Tax Rate     Realty Taxes
                                  ---------           --------     ------------
Wholly-Owned Properties
-----------------------
Sabal Park Apartments            $11,213,451          $.018636       $157,380

Park Place Apartments
Phase I                           11,225,316           .009925        111,066

Willow Lake Apartments            15,532,184           .090642        228,280

Properties Owned in
Joint Venture with
NTS-Properties IV
-----------------
Golf Brook Apartments             16,094,267           .018636        259,677

Plainview Point III
Office Center                      4,193,863           .011180         34,849

Percentage  ownership has not been applied to the information in the above table
for properties owned through a joint venture.

Depreciation for book purposes is computed using the  straight-line  method over
the  estimated  useful  lives  of the  assets  which  are  5-30  years  for land
improvements,  30 years for buildings,  5-30 years for building improvements and
3-30 years for amenities. The estimated realty taxes on the completed Park Place
Apartments Phase III will be approximately  $90,000.  The estimated realty taxes
on all other planned renovations, primarily tenant

                                      - 7 -

<PAGE>




General - Continued
-------------------

improvements, would not be material.  See Management's Discussion and
Analysis of Financial Condition and Results of Operations (Item 7) for
explanations regarding the fluctuations of income and occupancy at the
Partnership's properties.

Investment in Joint Ventures
----------------------------

NTS Sabal Golf Villas  Joint  Venture - On September  1, 1985,  the  Partnership
entered into a joint venture agreement with  NTS-Properties  IV, an affiliate of
the General Partner of the Partnership, to develop, construct, own and operate a
158-unit luxury apartment complex on a 13.15-acre site in Orlando, Florida known
as Golf  Brook  Apartments  Phase I. On  January  1,  1987,  the  joint  venture
agreement  was  amended to include  Golf  Brook  Apartments  Phase II, a 37-unit
luxury  apartment  complex  located on a 3.069-acre  site adjacent to Golf Brook
Apartments  Phase  I.  The  term  of the  Joint  Venture  shall  continue  until
dissolved.  Dissolution shall occur upon, but not before,  the first to occur of
the following:

      (a)    the withdrawal, bankruptcy or dissolution of a Partner or the
             execution by a Partner of an assignment for the benefit of its
             creditors;

      (b)    the  sale,  condemnation  or  taking  by  eminent  domain of all or
             substantially all of the assets of the Partnership,  other than its
             cash and cash-equivalent assets;

      (c)    the  vote or  consent  of  each of the  Partners  to  dissolve  the
             Partnership; or

      (d) September 30, 2025.

The Partnership contributed approximately $15,800,000,  the cost of constructing
and  leasing  the  apartments.  NTS-Properties  IV  contributed  land  valued at
$1,900,000 with a related note payable to a bank of $1,200,000.  The Partnership
also  contributed  funds to retire the  $1,200,000  note  payable to a bank.  No
future contributions are anticipated as of December 31, 1997.

Golf  Brook  Apartments  is  encumbered  by a mortgage  payable to an  insurance
company.  The Partnership  had originally  obtained  financing,  secured by Golf
Brook  Apartments,  to fund a portion of its  contribution to the Joint Venture.
The  contribution  loan has subsequently  been refinanced.  The current mortgage
payable  of  $8,714,588  is  recorded  as a  liability  by  the  Partnership  in
accordance with the Joint Venture Agreement. The mortgage payable bears interest
at a fixed  rate of 7.43%,  is due May 14,  2009 and is secured by the assets of
Golf  Brook  Apartments.  Monthly  principal  payments  are based upon a 12-year
amortization  schedule. At maturity, the mortgage will have been repaid based on
the current rate of amortization.

The Net Cash Flow for each calendar  quarter is  distributed  to the Partners in
accordance with their respective  Percentage  Interests.  The term Net Cash Flow
means the excess,  if any, of (a) the sum of (i) the gross receipts of the Joint
Venture Property, for such period, other than capital  contributions,  plus (ii)
any funds from previously  established  reserves (referred to in clause (b) (iv)
below),  over (b) the sum of (i) all cash  expenses  paid by the  Joint  Venture
Property during such period,  (ii) all capital  expenditures paid in cash during
such period, (iii) payments during such period on account of amortization of the
principal of any debts or  liabilities of the Joint Venture  Property,  and (iv)
reserves for  contingent  liabilities  and future  expenses of the Joint Venture
Property,  as established by the Partners;  provided,  however, that the amounts
referred to in (i),  (ii) and (iii)  above shall be taken in to account  only to
the  extent  not  funded  by  capital  contributions  or paid out of  previously
established  reserves.  Percentage  Interest  means  that  percentage  which the
capital  contributions of a Partner bears to the aggregate capital contributions
of all the Partners.

                                      - 8 -

<PAGE>



Investment in Joint Ventures - Continued
----------------------------------------

Net income or net loss is  allocated  between the  Partners in  accordance  with
their respective Percentage Interests. The Partnership's ownership share was 96%
at December 31, 1997.

The  Partnership  has no liability for funding losses of the joint venture as of
December 31, 1997.

Plainview  Point III Joint Venture - On March 1, 1987, the  Partnership  entered
into a joint  venture  agreement  with  NTS-Properties  IV, an  affiliate of the
General Partner,  to develop,  construct,  own and operate an office building in
Louisville,  Kentucky known as Plainview  Point III Office Center.  The terms of
the Joint Venture shall continue until dissolved.  Dissolution shall occur upon,
but not before, the first to occur of the following:

      (a)    the withdrawal, bankruptcy or dissolution of a Partner or the
             execution by a Partner of an assignment for the benefit of its
             creditors;

      (b)    the  sale,  condemnation  or  taking  by  eminent  domain of all or
             substantially  all of the assets of the Real Property,  unless such
             disposition  is, in whole or in part,  represented  by a promissory
             note of the purchaser;

      (c)    the  vote or  consent  of  each of the  Partners  to  dissolve  the
             Partnership; or

      (d) December 30, 2026.

The Partnership contributed approximately $4,100,000,  the cost to construct and
lease the building.  NTS-Properties  IV contributed land valued at $790,000 with
an outstanding  note of $550,000 which was secured by the land. The  Partnership
also  contributed  the funds to retire the $550,000 note payable to the bank. No
future contributions are anticipated as of December 31, 1997.

As of December 31, 1997,  Plainview Point III Office Center is not encumbered by
any mortgage indebtedness.

The Net Cash Flow for each calendar  quarter is  distributed  to the Partners in
accordance with their respective  Percentage  Interests.  The term Net Cash Flow
means the excess,  if any, of (a) the sum of (i) the gross receipts of the Joint
Venture Property, for such period, other than capital  contributions,  plus (ii)
any funds from previously  established  reserves (referred to in clause (b) (iv)
below),  over (b) the sum of (i) all cash  expenses  paid by the  Joint  Venture
Property during such period,  (ii) all capital  expenditures paid in cash during
such period, (iii) payments during such period on account of amortization of the
principal of any debts or  liabilities of the Joint Venture  Property,  and (iv)
reserves for  contingent  liabilities  and future  expenses of the Joint Venture
Property,  as established by the Partners;  provided,  however, that the amounts
referred to in (i),  (ii) and (iii)  above shall be taken in to account  only to
the  extent  not  funded  by  capital  contributions  or paid out of  previously
established  reserves.  Percentage  Interest  means  that  percentage  which the
capital  contributions of a Partner bears to the aggregate capital contributions
of all the Partners.

Net income or net loss is  allocated  between the  Partners in  accordance  with
their respective Percentage Interests. The Partnership's ownership share was 95%
at December 31, 1997.

The  Partnership  has no liability for funding losses of the joint venture as of
December 31, 1997.


                                      - 9 -

<PAGE>



Competition
-----------

The  Partnership's  properties are subject to competition  from similar types of
properties  (including,  in  certain  areas,  properties  owned  or  managed  by
affiliates of the General  Partner) in the  respective  vicinities in which they
are located. Such competition is generally for the retention of existing tenants
or  for  new  tenants  when  vacancies  occur.  The  Partnership  maintains  the
suitability  and  competitiveness  of its  properties  primarily on the basis of
effective  rents,  amenities  and service  provided to tenants.  Competition  is
expected to increase in the future as a result of the construction of additional
properties.  As of December 31, 1997, there are no properties under construction
in the respective  vicinities in which the properties are located except for the
following:   In  close  proximity  to  Sabal  Park  Apartments  and  Golf  Brook
Apartments, there are 726 apartment units currently under construction which are
scheduled  to be  completed  during  1998.  In  the  vicinity  near  Park  Place
Apartments, there are currently 760 apartment units currently under construction
which are  scheduled  to be  completed  during the second and third  quarters of
1998.  Also, at the Park Place  Apartments  development,  plans are currently in
progress to build Phase III (152 units) of the development  with ground breaking
scheduled  for  Spring  1998.  See the  discussion  above  for  further  details
regarding the planned  construction.  In the vicinity of Willow Lake Apartments,
there are currently 1,160 apartment units under construction which are scheduled
to be  completed  during  1998.  At this time it is unknown the effect these new
units will have on occupancy at the  Partnership's  properties.  The Partnership
has not  commissioned a formal market analysis of competitive  conditions in any
market  in which it owns  properties,  but  relies  upon  the  market  condition
knowledge of the employees of NTS  Development  Company who manage and supervise
leasing for each property.

Management of Properties
------------------------

NTS  Development  Company,  an affiliate of  NTS-Properties  Associates  VI, the
General Partner of the Partnership,  directs the management of the Partnership's
properties  pursuant  to a  written  agreement.  NTS  Development  Company  is a
wholly-owned subsidiary of NTS Corporation.  Mr. J. D. Nichols has a controlling
interest  in  NTS  Corporation  and  is  a  General  Partner  of  NTS-Properties
Associates  VI. Under the agreement,  the Property  Manager  establishes  rental
policies and rates and directs the marketing activity of leasing  personnel.  It
also  coordinates the purchase of equipment and supplies,  maintenance  activity
and the selection of all vendors,  suppliers  and  independent  contractors.  As
compensation for its services, the Property Manager received a total of $480,335
for the year ended  December 31, 1997.  $46,099 was received from the commercial
property and $434,236 was received from residential properties. The fee is equal
to 6% of gross  revenues from the  commercial  property and 5% of gross revenues
from residential properties.

In addition,  the management  agreement requires the Partnership to purchase all
insurance relating to the managed  properties,  to pay the direct  out-of-pocket
expenses  of the  Property  Manager  in  connection  with the  operation  of the
properties,  including the cost of goods and materials used for and on behalf of
the  Partnership,  and to  reimburse  the  Property  Manager  for the  salaries,
commissions,  fringe  benefits,  and  related  employment  expenses  of  on-site
personnel.

The term of the Management  Agreement  between NTS  Development  Company and the
Partnership was for an initial term of five years, and thereafter for succeeding
one-year periods,  unless canceled.  The Agreement is subject to cancellation by
either  party upon sixty days  written  notice.  As of December  31,  1997,  the
Management Agreement is still in effect.




                                     - 10 -

<PAGE>



Conflict of Interest
--------------------

Because the  principals of the General  Partner and/or its affiliates own and/or
operate real estate  properties  other than those owned by the Partnership  that
are or could be in  competition  with the  Partnership,  potential  conflicts of
interest exist.  Because the Partnership was organized by and is operated by the
General  Partner,   these  conflicts  are  not  resolved   through   arms-length
negotiations  but through the exercise of the General  Partner's  good  judgment
consistent  with its fiduciary  responsibility  to the Limited  Partners and the
Partnership's  investment  objectives  and  policies.  The  General  Partner  is
accountable  to the  Limited  Partners  as a  fiduciary  and  consequently  must
exercise  good faith and  integrity in handling  the  Partnership's  affairs.  A
provision has been made in the  Partnership  Agreement that the General  Partner
will not be liable to the Partnership except for acts or omissions  performed or
omitted  fraudulently,  in bad  faith  or  with  negligence.  In  addition,  the
Partnership Agreement provides for indemnification of the General Partner by the
Partnership for liability  resulting from errors in judgement or certain acts or
omissions.  With respect to these potential  conflicts of interest,  the General
Partner and its affiliates retain a free right to compete with the Partnership's
properties  including the right to develop  competing  properties now and in the
future,  in addition to those existing  properties which may compete directly or
indirectly.

NTS Development  Company,  the Property  Manager and an affiliate of the General
Partner,  acts in a similar capacity for other  affiliated  entities in the same
geographic  region where the Partnership has property  interests.  The agreement
with the Property  Manager is on terms no less favorable to the Partnership than
those  which could be  obtained  from a third party for similar  services in the
same  geographical  region in which the properties are located.  The contract is
terminable by either party without penalty upon 60 days written notice.

There are no other  agreements or  relationships  between the  Partnership,  the
General Partner and its affiliates other than those previously described.

Employees
---------

The  Partnership  has no  employees;  however,  employees of an affiliate of the
General  Partner are  available  to perform  services for the  Partnership.  The
Partnership  reimburses  this  affiliate for the actual costs of providing  such
services.


Item 3.  Legal Proceedings
         -----------------

None.


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

None.


                                     - 11 -

<PAGE>



                                     PART II

Item 5.      Market for Registrant's Limited Partnership Interests and Related
-------      -----------------------------------------------------------------
             Partner Matters
             ---------------

There is no established  trading market for the limited  partnership  interests,
nor is one likely to develop.  The Partnership had 3,976 limited  partners as of
March 9, 1998. Cash  distributions and allocations of net income (loss) are made
as described in Note 1C to the Partnership's 1997 financial statements.

Annual  distributions  totaling  $20.00 per limited  partnership  unit were paid
during the years ended December 31, 1997, 1996 and 1995, respectively. Quarterly
distributions  are determined  based on current cash  balances,  cash flow being
generated by  operations  and cash  reserves  needed for future  leasing  costs,
tenant finish costs and capital improvements.  Distributions were paid quarterly
as follows:


                                       1997            1996             1995
                                     ---------       ---------        --------

First quarter                          $ 5.00          $ 5.00          $ 5.00
Second quarter                           5.00            5.00            5.00
Third quarter                            5.00            5.00            5.00
Fourth quarter                           5.00            5.00            5.00
                                       ------          ------           -----

                                       $20.00          $20.00          $20.00
                                       ======          ======           =====

The table below  presents  that portion of the  distributions  that  represent a
return of capital on a Generally  Accepted  Accounting  Principle  basis for the
years ended December 31, 1997, 1996 and 1995.


                           Net Income              Cash
                             (Loss)            Distributions          Return of
                           Allocated              Declared             Capital
                           ---------              --------             -------

Limited Partners:
       1997               $   106,042            $   853,625         $  747,583
       1996                   224,783                886,000            661,217
       1995                  (324,417)               948,700            948,700
General Partners:
       1997               $     1,071            $     8,622         $    7,551
       1996                     2,271                  8,950              6,679
       1995                    (3,277)                 9,583              9,583


















                                     - 12 -

<PAGE>
<TABLE>



Item 6.  Selected Financial Data
         -----------------------

Years ended December 31, 1997, 1996, 1995, 1994 and 1993.
<CAPTION>


                                    1997            1996            1995            1994            1993
                                -------------   -------------   -------------   -------------   -------------
<S>                             <C>             <C>             <C>             <C>             <C>
Total revenues                  $  9,608,273    $  9,670,261    $  8,939,055    $  8,796,072    $  8,515,951

Total expenses                    (9,402,616)     (9,443,207)     (9,266,749)     (9,607,971)     (9,549,251)
                                ------------    ------------    ------------    ------------    ------------
Income(loss) before
  extraordinary item                 205,657         227,054        (327,694)       (811,899)     (1,033,300)
Extraordinary item                   (98,544)             --              --              --              --
                                ------------    ------------    ------------    ------------    ------------

Net income (loss)               $    107,113    $    227,054    $   (327,694)   $   (811,899)   $ (1,033,300)
                                ============    ============    ============    ============    ============

Net income (loss)
allocated to:
  General Partner               $      1,071    $      2,271    $     (3,277)   $     (8,119)   $    (10,333)
  Limited partners              $    106,042    $    224,783    $   (324,417)   $   (803,780)   $ (1,022,967)

Net income (loss) per
limited partnership
unit                            $       2.48    $       4.97    $      (6.84)   $     (16.94)   $     (21.57)

Weighted average
number of limited
partnership units                     42,817          45,243          47,435          47,435          47,435

Cumulative net income
(loss) allocated to:
  General Partner               $    (74,865)   $    (75,936)   $    (78,207)   $    (74,930)   $    (66,811)
  Limited partners              $(12,202,299)   $(12,308,341)   $(12,533,124)   $(12,208,707)   $(11,404,927)

Cumulative net
taxable income (loss)
allocated to:
  General Partner               $    102,664    $  1,192,830    $     78,617    $     64,858    $     55,986
  Limited partners              $(15,174,826)   $(16,357,888)   $(15,401,294)   $(14,859,402)   $(13,885,668)

Distributions
declared:
 General Partner                $      8,622    $      8,950    $      9,583    $      8,984    $      7,187
 Limited partners               $    853,625    $    886,000    $    948,700    $    889,380    $    711,525

Cumulative
distributions
declared:
 General Partner                $    112,066    $    103,444    $     94,494    $     84,911    $     75,927
 Limited partners               $ 11,094,531    $ 10,240,906    $  9,354,906    $  8,406,206    $  7,516,826

At year end:
 Cash and equivalents           $    276,891    $    640,541    $    393,552    $  1,617,604    $  1,394,905

 Investment
  securities                    $  1,562,813    $  1,085,267    $  1,151,355    $         --    $         --

 Land, buildings and
  amenities, net                $ 38,660,912    $ 40,436,784    $ 42,196,272    $ 43,872,072    $ 45,799,467

 Total assets                   $ 43,289,608    $ 44,771,802    $ 46,813,791    $ 48,267,884    $ 50,221,728

 Mortgages payable              $ 26,872,563    $ 27,403,056    $ 27,653,044    $ 27,883,025    $ 28,101,474
</TABLE>

The  above  selected  financial  data  should  be read in  conjunction  with the
financial  statements  and related notes  appearing  elsewhere in this Form 10-K
report.

                                     - 13 -

<PAGE>



Item 7.      Management's Discussion and Analysis of Financial Condition and
             ---------------------------------------------------------------
             Results of Operations
             ---------------------

Results of Operations

The occupancy levels at the  Partnership's  properties as of December 31 were as
follows:


                                Percentage
                                Ownership
                               at 12/31/97        1997        1996        1995
                               -----------      --------    --------    -------

Wholly-Owned Properties
-----------------------

Sabal Park Apartments               100%           97%         90%         98%

Park Place Apartments
Phase I                             100%           89%         90%         92%

Willow Lake Apartments              100%           88%         91%         93%

Properties Owned in Joint
Venture with NTS-
Properties IV
-------------------------

Golf Brook Apartments                96%           96%         97%         91%

Plainview Point III
Office Center                        95%           96%         91%         91%


Rental and other income generated by the Partnership's  properties for the years
ended December 31, 1997, 1996 and 1995 were as follows:


                             Percentage
                              Ownership
                             at 12/31/97     1997        1996        1995
                             -----------  ----------  ----------  ----------

Wholly-Owned Properties

Sabal Park Apartments            100%     $1,725,980  $1,765,302  $1,675,795

Park Place Apartments
Phase I                          100%     $1,896,871  $1,843,808  $1,739,626

Willow Lake Apartments           100%     $2,412,609  $2,434,696  $2,287,408

Properties Owned in Joint
Venture with NTS-
Properties IV

Golf Brook Apartments             96%     $2,747,335  $2,801,744  $2,722,451

Plainview Point III
Office Center                     95%     $  737,948  $  729,647  $  428,269

Revenues shown in the table above for  properties  owned through a joint venture
represent only the Partnership's percentage interest in those revenues.

Sabal Park Apartments'  year-ending  occupancy increased from 90% in 1996 to 97%
in 1997; however, average occupancy decreased from 94% in 1996 to 92%

                                     - 14 -

<PAGE>



Results of Operations - Continued
---------------------------------

in 1997.  Occupancy at residential  properties  fluctuate on a continuous basis.
Year-ending  occupancy  percentages represent occupancy only on a specific date;
therefore, it is more meaningful to consider average occupancy percentages which
are more representative of the entire year's results. Rental and other income at
Sabal Park  Apartments  decreased from 1996 to 1997 as a result of a decrease in
average occupancy and increased rent concessions.

Sabal Park Apartments'  year-ending  occupancy decreased from 98% in 1995 to 90%
in 1996 and average occupancy  increased from 92% in 1995 to 94% in 1996. Rental
and  other  income at Sabal  Park  Apartments  increased  from 1995 to 1996 as a
result of the increase in average occupancy,  increased rental rates,  increased
fees  collected upon early lease  terminations  and increased fees collected for
short term and month-to-month leases.

Park Place Apartments Phase I's year-ending occupancy decreased from 90% in 1996
to 89% in 1997 and average occupancy  decreased from 93% in 1996 to 91% in 1997.
Rental and other income at Park Place  Apartments Phase I increased from 1996 to
1997 as a result of increased  rental rates and increased  income collected from
the rent of fully furnished  units.  Fully furnished units are apartments  which
rent at an  additional  premium above base rent.  Therefore,  it is possible for
occupancy to decrease and revenue to increase when the number of fully furnished
units has increased.

Year-ending  occupancy at Park Place  Apartments  Phase I decreased  from 92% in
1995 to 90% in 1996 and average  occupancy  decreased from 94% in 1995 to 93% in
1996.  Rental and other income at Park Place  Apartments  Phase I increased from
1995 to 1996 as a result of increased  income collected from the rental of fully
furnished units,  increased  income collected for short term and  month-to-month
leases and increased rental rates.

Willow Lake Apartments'  year-ending occupancy decreased from 91% in 1996 to 88%
in 1997 and average occupancy  decreased from 94% in 1996 to 90% in 1997. Rental
and other  income at Willow  Lake  Apartments  decreased  from 1996 to 1997 as a
result of the decrease in average  occupancy and decreased income collected from
the rental of fully furnished units.

Willow Lake Apartments'  year-ending occupancy decreased from 93% in 1995 to 91%
in 1996;  however,  average occupancy increased 2% from 1995 to 1996. Rental and
other income at Willow Lake Apartments  increased as a result of the increase in
average occupancy, increased rental rates, increased income collected from fully
furnished  units and increased fees collected for short term and  month-to-month
leases.

Golf Brook Apartments'  year-ending  occupancy decreased from 97% in 1996 to 96%
in 1997 and average occupancy  decreased from 94% in 1996 to 93% in 1997. Rental
and  other  income at Golf  Brook  Apartments  decreased  from 1996 to 1997 as a
result of decreased average occupancy and increased rent concessions.

Year-ending occupancy at Golf Brook Apartments increased from 91% in 1995 to 97%
in 1996  while  average  occupancy  remained  constant  at 94% in 1995 and 1996.
Rental and other income at Golf Brook Apartments  increased from 1995 to 1996 as
a result  of  increased  rental  rates,  increased  non-refundable  pet fees and
increased pet rent collected.

Plainview Point III Office Center's year-ending  occupancy increased from 91% in
1996 to 96% in 1997 as a result of one new lease for approximately  4,800 square
feet. Partially offsetting the new lease is the downsizing of an existing tenant
by approximately  1,600 square feet. Average occupancy decreased from 93% (1996)
to 90% (1997).  Rental and other income  remained  fairly  constant at Plainview
Point III Office Center from 1996 to 1997.



                                     - 15 -

<PAGE>



Results of Operations - Continued
---------------------------------

Year-ending  occupancy at Plainview Point III Office Center was 91% for 1995 and
1996 as a result of expansions by two current tenants of existing space totaling
approximately  2,500 square feet offset by one tenant move-out at the end of the
lease term totaling approximately 2,500 square feet. Average occupancy increased
from 55% in 1995 to 93% in 1996.  Rental and other income increased at Plainview
Point III Office Center from 1995 to 1996 as a result of the increase in average
occupancy.

If present  trends  continue,  the  Partnership  will be able to continue at its
current  level  of  operations  without  the need of any  additional  financing.
Current  occupancy  levels are considered  adequate to continue the operation of
the Partnership's properties.

Interest and other income includes  interest income from investments made by the
Partnership with cash reserves.  Interest income remained fairly constant during
1997 as compared to 1996.

The increase in interest and other income from 1995 to 1996 can be attributed to
increased  miscellaneous income collected by the Partnership partially offset by
decreased interest income resulting from decreased cash reserves being available
for  investment  and  decreased  other income at the  Partnership's  residential
properties.

Operating  expenses decreased from 1996 to 1997 as a result of decreased repairs
and  maintenance  costs at Sabal Park, Park Place Phase I, Golf Brook and Willow
Lake  Apartments,  decreased  snow removal at Park Place Phase I and Willow Lake
Apartments,  decreased  landscaping  costs at Sabal Park, Park Place Phase I and
Willow Lake  Apartments,  and decreased  furniture  rental costs associated with
fully furnished units at Willow Lake  Apartments.  These decreases are partially
offset by increased  advertising at Sabal Park,  Park Place Phase I, Willow Lake
Apartments and Plainview Point III Office Center, increased interior painting at
Sabal Park, Park Place Phase I and Golf Brook Apartments and Plainview Point III
Office Center,  increased pool  maintenance  costs at Golf Brook and Willow Lake
Apartments,  and increased  replacement costs at Willow Lake, Park Place Phase I
and Sabal Park Apartments.

Operating  expenses increased from 1995 to 1996 as a result of increased general
building costs at all the Partnership's  properties,  increased furniture rental
costs  associated with fully furnished units at Willow Lake and Park Place Phase
I Apartments,  increased  replacement costs at Golf Brook,  Willow Lake and Park
Place  Phase  I  Apartments,  increased  utility  costs  at Park  Place  Phase I
Apartments,  Willow  Lake  Apartments  and  Plainview  Point III Office  Center,
increased  exterior  maintenance  costs  at  Golf  Brook  Apartments,  increased
advertising  costs at Golf Brook,  Park Place Phase I and Willow Lake Apartments
and increased amortization of prepaid leasing commissions at Plainview Point III
Officer  Center . These  increases  are partially  offset by decreased  exterior
painting  costs at Willow Lake and Park Place Phase I Apartments  and  decreased
interior painting and carpet replacement costs at Sabal Park Apartments.

Operating  expenses  -  affiliated  increased  from  1996 to 1997 as a result of
increased salary costs at the Partnership's  residential  properties.  Operating
expenses - affiliated at Plainview Point III Office Center  remained  relatively
constant from 1996 to 1997.  Operating expenses affiliated are expenses incurred
for services by employees  of NTS  Development  Company,  an  affiliated  of the
General Partner of the Partnership.

Operating  expenses -  affiliated  decreased  from 1995 to 1996 due to decreased
property management and leasing costs.


                                     - 16 -

<PAGE>



Results of Operations - Continued
---------------------------------

The 1997 write-off of unamortized loan costs (treated as an extraordinary  item)
relates to loan costs associated with the Golf Brook, Park Place Phase I, Willow
Lake and Sabal Park Apartments  mortgages  payable.  The unamortized  loan costs
were expensed due to the fact that the  mortgages  were retired in 1997 prior to
their scheduled  maturities - August 1, 1997, October 5, 2002,  November 1, 1997
and January 5, 2003,  respectively - as a result of new financing being obtained
during 1997.  See the Liquidity and Capital  Resources  section of this item for
further discussion.

Amortization  of capitalized  leasing costs has increased from 1996 to 1997 as a
result of  amortization  of a special tenant  allowance,  at Plainview Point III
Office Center, which was paid during 1997.

Amortization  of  capitalized  leasing  costs  decreased  from 1995 to 1996 as a
result of a portion of the costs capitalized during start-up having become fully
amortized.  Capitalized  leasing  costs were fully  amortized  during the second
quarter of 1995.

Interest  expenses  decreased  from  1996  to  1997  due  to  the  Partnership's
decreasing debt level as a result of principal payments made and a result of the
new  debt  financings  at lower  interest  rates  which  were  obtained  May 15,
September 12, and October 8, 1997. The $9,200,000  mortgage,  which was paid off
May 15,  1997,  had an  interest  rate of  8.625%  compared  to 7.43% on the new
$9,000,000 loan. The  approximately  $8,500,000 which was paid off September 12,
1997,  had an interest  rate of 9.20%  compared  to 7.32% on the new  $8,500,000
loan. The approximately  $3,900,000 and $950,000 mortgages,  which were paid off
October 8, 1997,  had an  interest  rate of 8.375%  compared to 7.74% on the new
$5,000,000  loan.  Interest  expense  decreased  from  1995 to  1996  due to the
Partnership's  decreasing debt level as a result of principal payments made. See
the Capital  Resources and Liquidity  section of this item for details regarding
the Partnership's debt.

Management  fees are  calculated as a percentage of cash  collections;  however,
revenue  for  reporting  purposes  is on the  accrual  basis.  As a result,  the
fluctuations of revenues  between  periods will differ from the  fluctuations of
management fee expense.

The  change in real  estate  taxes  from 1996 to 1997 was not  significant.  The
increase  in real  estate  taxes  from  1995 to 1996 is a  result  of  increased
property  assessments for Golf Brook and Sabal Park Apartments.  The increase in
real estate taxes is partially  offset by a decreased  property  assessment  and
decreased tax rate for Willow Lake  Apartments.  The  assessment  for Park Place
Apartments Phase I and Plainview Point III Office Center remained  constant from
1995 to 1996.

The increase in professional  and  administrative  expenses from 1996 to 1997 is
the  result  of  increased  legal  costs.   The  increase  in  professional  and
administrative  expenses  from  1995 to 1996 is the  result of  increased  costs
associated with the Interest Repurchase Program.

Professional  and  administrative  expenses - affiliated  increased from 1996 to
1997 and from 1995 to 1996 as a result of increased  charges by NTS  Development
Company for  accounting  personnel.  Over the past several years the charges for
the  annual  partnership  audit have  stayed at a  relatively  consistent  level
despite  the  increase  in  disclosure  and  audit  requirements.  This has been
accomplished by the increased utilization of NTS Development Company personnel's
preparation of the necessary  audit  documentation,  workpapers,  Securities and
Exchange  Commission filings and EDGAR (Electronic Data Gathering,  Analysis and
Retrieval) filings. In addition, administrative overhead costs have increased as
a result of the  additional  personnel  costs related to investor  relations and
asset  management.  Professional  and  administrative  expenses - affiliated are
expenses  incurred  for  services  performed  by  employees  of NTS  Development
Company, an affiliate of the General Partner of the Partnership.

                                     - 17 -

<PAGE>



Results of Operations - Continued
---------------------------------

Amortization  expense  decreased from 1996 to 1997 as a result of decreased loan
cost amortization.  The change in depreciation expense from 1996 to 1997 was not
significant.  Depreciation and amortization decreased from 1995 to 1996 due to a
portion  of the  assets  with  shorter  lives at the  Partnership's  residential
properties  having become fully  depreciated.  The decrease in depreciation  and
amortization from 1995 to 1996 is partially offset by depreciation of new tenant
finish  improvements  at  Plainview  Point III Office  Center.  Depreciation  is
computed  using the  straight-line  method  over the useful  lives of the assets
which are 5-30 years for land improvements,  30 years for buildings,  5-30 years
for building and improvements  and 5-30 years for amenities.  The aggregate cost
of the  Partnership's  properties  for  Federal tax  purposes  is  approximately
$71,500,000.

Liquidity and Capital Resources
-------------------------------

Cash provided from operations was $2,131,543,  $2,257,823 and $1,648,106  during
the years ended December 31, 1997, 1996 and 1995,  respectively.  These funds in
conjunction  with  cash on  hand  were  used to  make,  a 2%  (annualized)  cash
distribution  of  approximately   $862,000  in  1997,  a  2%  (annualized)  cash
distribution  of  approximately  $895,000 in 1996,  and a 2%  (annualized)  cash
distribution of approximately $958,000 in 1995. The annualized distribution rate
is calculated  as a percent of the original  capital  contribution.  The limited
partners   received   99%  and  the  General   Partner   received  1%  of  these
distributions.  The primary  source of future  liquidity  and  distributions  is
expected to be derived from cash generated by the Partnership's properties after
adequate cash reserves are established  for future leasing costs,  tenant finish
costs and capital  improvements.  Cash reserves (which are unrestricted cash and
equivalents  and  investment  securities as shown on the  Partnership's  balance
sheet as of December 31) were $1,839,704,  $1,725,808 and $1,544,907 at December
31, 1997, 1996 and 1995, respectively.

On May 15,  1997,  the  Partnership  obtained a mortgage  loan from an insurance
company  in the amount of  $9,000,000.  The  outstanding  balance of the loan at
December 31, 1997 was $8,714,588. The mortgage bears interest at a fixed rate of
7.43%,  is due  May  14,  2009  and is  secured  by the  assets  of  Golf  Brook
Apartments. The monthly principal payments are based upon a 12-year amortization
schedule. At maturity,  the loan will have been repaid based on the current rate
of  amortization.  The proceeds from the loan along with cash reserves were used
to pay off the  Partnership's  $9,200,000  mortgage payable which was secured by
Golf Brook Apartments.  The mortgage bore interest at a fixed rate of 8.625% and
had a maturity date of August 1, 1997.

On  September  12,  1997,  the  Partnership  obtained  a  mortgage  loan from an
insurance  company in the amount of $8,500,000.  The outstanding  balance of the
loan at December 31, 1977 was $8,447,975. The mortgage bears interest at a fixed
rate of 7.32%,  is due  October  15, 2012 and is secured by the assets of Willow
Lake  Apartments.  The  monthly  principal  payments  are  based  upon a 15-year
amortization  schedule. At maturity, the loan will have been repaid based on the
current rate of  amortization.  The proceeds  from the loan were used to pay off
the Partnership's  $8,443,126  mortgage payable which was secured by Willow Lake
Apartments and to fund loan closing costs. The mortgage bore interest at a fixed
rate of 9.20% and had a maturity date of November 1, 1997.

On October 8, 1997, the  Partnership  obtained a mortgage loan from an insurance
company in the amount of  $12,200,000.  The  outstanding  balance of the loan at
December 31, 1997 was $5,000,000. The mortgage bears interest at a fixed rate of
7.74%,  is due  October  15,  2012 and is  secured  by the  assets of Park Place
Apartments Phase I and Park Place Apartments Phase III (to be constructed).  The
remaining  $7,200,000 loan proceeds will be advanced during the  construction of
Park  Place  Apartments  Phase  III  as  needed  in  accordance  with  the  loan
agreements. Until the construction of

                                     - 18 -

<PAGE>



Liquidity and Capital Resources - Continued
-------------------------------------------

Park Place  Apartments  Phase III is complete,  the  mortgage  will require only
monthly  interest  payments.  Upon the completion of Park Place Apartments Phase
III, the monthly  principal  payments will be based upon a 19-year  amortization
schedule.  Due to the fact that it is not known  when  principal  payments  will
begin,  the outstanding  balance at maturity can not be determined at this time.
On October 8, 1997,  $5,000,000  of the loan  proceeds were advanced and used to
pay off the  Partnership's  approximately  $3,950,000  and  $950,000  (total  of
$4,900,000) mortgages payable, which were secured by Park Place Apartments Phase
I and to fund loan closing costs. The mortgages bore interest at a fixed rate of
8.375% and had maturity dates of October 5, 2002. The remaining  $7,200,000 loan
proceeds will be advanced during the construction of Park Place Apartments Phase
III, as needed, in accordance with the loan agreement.

On  November  21,  1997 the  Partnership  obtained  two  mortgage  loans with an
insurance  company in the amounts of $2,820,000 and $1,880,000.  The outstanding
balances of the loans at December 31, 1997 were  $2,820,000 and $1,880,000 for a
total of $4,700,000.  Both mortgages bear interest at a fixed rate of 7.38%, are
due  December 5, 2012,  and are secured by the assets of Sabal Park  Apartments.
The monthly principal payments are based upon a 15-year  amortization  schedule.
At maturity,  the mortgage  will have been repaid based upon the current rate of
amortization. The proceeds from the loans were used to pay off the Partnership's
mortgages  payable in the amounts of  approximately  $2,800,000 and  $1,900,000,
which were secured by Sabal Park Apartments and to fund loan closing costs.  The
mortgages  bore  interest  at a fixed  rate of 7.25% and had  maturity  dates of
January 5, 2003.

The  majority  of  the  Partnership's   cash  flow  is  derived  from  operating
activities.  The  decrease  in accounts  receivable  during  1995  represents  a
settlement  received from the insurance  company of the manufacturer of the pipe
fittings which were used in the  construction  of Willow Lake  Apartments.  Cash
flows used in investing  activities are for tenant finish improvements and other
capital improvements at the Partnership's properties.  Changes to current tenant
improvements  at  commercial   properties  are  a  typical  part  of  any  lease
negotiation. Improvements generally include a revision to the current floor plan
to accommodate a tenant's  needs,  new carpeting and paint and/or  wallcovering.
The  extent and cost of these  improvements  are  determined  by the size of the
space and whether the improvements are for a new tenant or incurred because of a
lease renewal.  The tenant finish  improvements and other capital  additions are
funded by cash flow from operations. Cash flows used in investing activities are
also for the purchase of investment  securities.  As part of its cash management
activities,  the Partnership has purchased Certificates of Deposit or securities
issued by the U.S.  Government  with  initial  maturities  of greater than three
months to improve the return on its cash reserves.  The  Partnership  intends to
hold the securities until maturity.  Cash flows provided by investing activities
are derived  from the  maturity  of  investment  securities.  Cash flows used in
financing activities are for cash distributions, principal payments on mortgages
payable, repurchase of limited partnership Units and payment of loan costs. Cash
flows used in financing  activities also include cash which has been reserved by
the  Partnership  for the repurchase of limited  partnership  Units.  Cash flows
provided by financing  activities  represent the  utilization  of cash which has
been reserved by the Partnership for the repurchase of limited partnership Units
and proceeds from mortgage loans.  The Partnership  does not expect any material
changes in the mix and  relative  cost of capital  resources  from those in 1997
except  for the  following:  1) future  leasing  and  tenant  finish  costs,  as
discussed below, 2) changes  resulting from the new debt financings  obtained by
the Partnership during 1997, as discussed above, and 3) the construction of Park
Place Apartments Phase III, as discussed below.

In the next 12 months, the demand on future liquidity is anticipated to increase
as a result of a 6,474  square feet lease  having  expired May 1997 at Plainview
Point  III  Office  Center.  Currently,  the  tenant is  leasing  the space on a
month-to-month basis. At this time, the future leasing and

                                     - 19 -

<PAGE>



Liquidity and Capital Resources - Continued
-------------------------------------------

tenant  finish costs which will be required to renew the current lease or obtain
new tenants are unknown.  The  Partnership  also plans to begin,  during  Spring
1998, the  construction of Park Place Apartments Phase III (152 units) on the 15
acres of land it owns which is adjacent to the existing Park Place Apartments in
Lexington, Kentucky. It is currently estimated that the cost of the project will
be  $9,000,000.  Construction  costs  will be funded by the  $7,200,000  of loan
proceeds,  as discussed  above,  and cash reserves.  Through  December 31, 1997,
approximately  $100,000  of  pre-development  costs  had  been  incurred.  As of
December 31, 1997, the Partnership  had no material  commitments for renovations
or capital  improvements.  It is anticipated that the cash flow from operations,
cash  reserves and loan  proceeds  will be  sufficient  to meet the needs of the
Partnership.

The Partnership has conducted a comprehensive  review of its computer systems to
identify  the  systems  that  could be  affected  by the Year 2000  Issue and is
developing an  implementation  plan to resolve the issue. The Year 2000 Issue, a
worldwide  problem,  is the result of computer  programs being written using two
digits rather than four to define the applicable year. Any of the  Partnership's
programs  that have  time-sensitive  software may recognize a date using "00" as
the year 1900  rather  than the year 2000.  This could  result in major  systems
failures or  miscalculations.  The  Partnership  presently  believes that,  with
modifications  to existing  software and  conversions to new software,  the Year
2000  problem   will  not  pose   significant   operational   problems  for  the
Partnership's   computer   systems.   The  Partnership   continues  to  evaluate
appropriate  courses of  corrective  action,  including  replacement  of certain
systems whose  associated  costs would be recorded as assets and amortized.  The
Partnership does not expect the costs associated with the resolution of the Year
2000 Issue to have a material  effect on its  financial  position  or results of
operations.  The associated costs will be funded by cash flow from operations or
cash reserves. The amount expensed in 1997 was immaterial.

As of December 31, 1995,  the  Partnership  established  an Interest  Repurchase
Reserve in the amount of $474,350  pursuant to Section 16.4 of the Partnership's
Amended and Restated Agreement of Limited  Partnership.  The Partnership elected
to fund  additional  amounts of $455,380 on May 24, 1996 and $250,000 on October
17, 1996 to its Interest Repurchase  Reserve.  With these funds, the Partnership
would be able to  repurchase  up to 4,718 Units at a price of $250 per Unit.  On
November 7, 1997, the Partnership  elected to fund an additional $300,000 to the
Interest Repurchase Reserve.  With this funding, the Partnership will be able to
repurchase up to 1,000 Units at a price of $300 per Unit.  Repurchased Units are
retired by the  Partnership,  thus  increasing  the share of  ownership  of each
remaining  investor.  The  Interest  Repurchase  Reserve  was  funded  from cash
reserves.  The above  offering  price per Unit was  established  by the  General
Partner in its sole discretion and does not purport to represent the fair market
value  or  liquidation  value  of the  Unit.  Through  December  31,  1997,  the
Partnership has  repurchased a total of 4,649 Units for  $1,162,250.  The amount
remaining in the Interest Repurchase Reserve at December 31, 1997 was $317,480.

The table below  presents  that portion of the  distributions  that  represent a
return of capital on a Generally  Accepted  Accounting  Principle  basis for the
years ended December 31, 1997, 1996 and 1995.


                                     Net                 Cash
                                 Income(Loss)       Distributions     Return of
                                  Allocated            Declared        Capital
                                  ---------            --------        -------

Limited Partners:
       1997                      $   106,042          $ 853,625       $ 747,583
       1996                          224,783            886,000         661,217
       1995                         (324,417)           948,700         948,700
General Partner:
       1997                      $     1,071          $   8,622       $   7,551
       1996                            2,271              8,950           6,679
       1995                           (3,277)             9,583           9,583


                                     - 20 -

<PAGE>



Liquidity and Capital Resources - Continued
-------------------------------------------

In an effort to continue to improve occupancy at the  Partnership's  residential
properties,  the  Partnership  has an on-site  leasing  staff,  employees of NTS
Development Company, at each of the apartment communities. The staff handles all
on-site visits from potential  tenants,  coordinates  local advertising with NTS
Development  Company's  marketing  staff,  makes  visits to local  companies  to
promote  fully  furnished  units and  negotiates  lease  renewals  with  current
residents.

The leasing and renewal  negotiations for the Partnership's  commercial property
are handled by leasing agents,  employees of NTS Development Company, located in
Louisville,  Kentucky.  The leasing  agent's are located in the same city as the
commercial property.  All advertising for the commercial property is coordinated
by NTS Development Company's marketing staff located in Louisville, Kentucky.

Leases at Plainview  Point III Office  Center  provide for tenants to contribute
toward the payment of increases in common area maintenance expenses,  insurance,
utilities  and real estate  taxes.  Leases at the office center also provide for
rent increases which are based upon increases in the consumer price index. These
lease provisions,  along with the fact that residential leases are generally for
a period of one year,  should  protect  the  Partnership's  operations  from the
impact of inflation and changing prices.

The Partnership owns approximately 15 acres of land,  adjacent to the Park Place
Apartments  development,  in Lexington,  Kentucky (Park Place  Apartments  Phase
III). Included in the cost of approximately $1,800,000 is land cost, capitalized
interest,  common area costs, amenity costs and pre-development costs associated
with the  construction of Phase III. The Partnership  intends to use the land to
construct Park Place Apartments  Phase III. It is anticipated that  construction
will begin in the Spring of 1998. In  management's  opinion,  the net book value
approximates the fair market value.

Some of the statements included in Item 7, Management's  Discussion and Analysis
of  Financial  Condition  and Results of  Operations,  may be  considered  to be
"forward-looking  statements" since such statements relate to matters which have
not yet occurred.  For example,  phrases such as "the Partnership  anticipates",
"believes" or "expects" indicate that it is possible that the event anticipated,
believed or expected may not occur. Should such event not occur, then the result
which  the  Partnership  expected  also may not  occur  or occur in a  different
manner, which may be more or less favorable to the Partnership.  The Partnership
does not  undertake  any  obligations  to  publicly  release  the  result of any
revisions to these  forward-looking  statements  that may be made to reflect any
future events or circumstances.

Any forward-looking  statements included in Management's Discussion and Analysis
of Financial  Condition and Results of Operations,  or elsewhere in this report,
which reflect  management's best judgement based on factors known, involve risks
and uncertainties. Actual results could differ materially from those anticipated
in any forward-looking  statements as a result of a number of factors, including
but not  limited  to those  discussed  below.  Any  forward-looking  information
provided by the  Partnership  pursuant to the safe harbor  established by recent
securities legislation should be evaluated in the context of these factors.

The  Partnership's  principal  activity  is  the  leasing  and  management  of a
commercial office building and apartment complexes. If a major commercial tenant
or a large number of apartment lessees default on their lease, the Partnership's
ability to make  payments  due under its debt  agreements,  payment of operating
costs and other  partnership  expenses  would be directly  impacted.  A lessee's
ability to make  payments are subject to risks  generally  associated  with real
estate,  many of which are beyond  the  control  of the  Partnership,  including
general or local economic conditions,  competition,  interest rates, real estate
tax rates, other operating expenses and acts of God.






                                     - 21 -

<PAGE>



Item 8.  Financial Statements and Supplementary Data


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To NTS-Properties VI, a Maryland Limited Partnership:

We have audited the accompanying balance sheets of NTS-Properties VI, a Maryland
Limited  Partnership,  as of  December  31,  1997  and  1996,  and  the  related
statements of operations,  partners' equity and cash flows for each of the three
years in the period ended December 31, 1997. These financial  statements and the
schedules  referred  to  below  are  the  responsibility  of  the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and schedules based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of NTS-Properties VI, a Maryland
Limited  Partnership,  as of December 31, 1997 and 1996,  and the results of its
operations  and its cash flows for each of the three  years in the period  ended
December 31, 1997 in conformity with generally accepted accounting principles.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial  statements  taken  as a whole.  The  schedules  included  on pages 40
through 42 are  presented  for purposes of  complying  with the  Securities  and
Exchange  Commission's  rules and are not a required part of the basic financial
statements.  These  schedules  have been  subjected to the  auditing  procedures
applied in our audits of the basic  financial  statements  and, in our  opinion,
fairly state in all  material  respects the  financial  data  required to be set
forth therein in relation to the basic financial statements taken as a whole.






                                                  ARTHUR ANDERSEN LLP


Louisville, Kentucky
March 6, 1998


                                     - 22 -

<PAGE>
<TABLE>



                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

                                 BALANCE SHEETS

                        AS OF DECEMBER 31, 1997 AND 1996

<CAPTION>



                                                      1997              1996
                                                   -----------       -----------
ASSETS

<S>                                                <C>               <C>
Cash and equivalents                               $   276,891       $   640,541
Cash and equivalents - restricted                      507,568           390,677
Investment securities                                1,562,813         1,085,267
Accounts receivable                                    111,152           136,394
Land, buildings and amenities, net                  38,660,912        40,436,784
Assets held for development, net                     1,774,455         1,714,511
Other assets                                           395,817           367,628
                                                   -----------       -----------

                                                   $43,289,608       $44,771,802
                                                   ===========       ===========

LIABILITIES AND PARTNERS' EQUITY

Mortgages payable                                  $26,872,563       $27,403,056
Accounts payable                                       195,165           349,168
Distributions payable                                  213,687           216,692
Security deposits                                      237,501           250,814
Other liabilities                                       67,340            52,086
                                                   -----------       -----------

                                                    27,586,256        28,271,816

Commitments and contingencies

Partners' equity                                    15,703,352        16,499,986
                                                   -----------       -----------

                                                   $43,289,608       $44,771,802
                                                   ===========       ===========

</TABLE>

The  accompanying  notes to financial  statements  are an integral part of these
statements.


                                     - 23 -

<PAGE>

<TABLE>


                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

                            STATEMENTS OF OPERATIONS

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<CAPTION>


                                                          1997            1996          1995
                                                       -----------    -----------   -----------
<S>                                                    <C>            <C>           <C>
Revenues:
 Rental income                                         $ 9,493,634    $ 9,541,311   $ 8,817,265
 Interest and other income                                 114,639        128,950       121,790
                                                       -----------    -----------   -----------

                                                         9,608,273      9,670,261     8,939,055
Expenses:
 Operating expenses                                      2,493,211      2,529,274     2,382,093
 Operating expenses - affiliated                         1,091,454      1,044,781     1,055,190
 Amortization of capitalized leasing
  costs                                                      2,244             --         1,091
 Interest expense                                        2,194,368      2,344,531     2,365,542
 Management fees                                           480,335        485,250       441,861
 Real estate taxes                                         779,214        771,952       746,200
 Professional and administrative
  expenses                                                 150,846        145,734       141,948
 Professional and administrative
  expenses - affiliated                                    300,159        203,818       191,677
 Depreciation and amortization                           1,910,785      1,917,867     1,941,147
                                                       -----------    -----------   -----------

                                                         9,402,616      9,443,207     9,266,749
                                                       -----------    -----------   -----------

Income (loss) before extraordinary item                    205,657        227,054      (327,694)
Extraordinary item:
  Write-off unamortized loan costs                         (98,544)            --            --
                                                       -----------    -----------   -----------

Net income (loss)                                      $   107,113    $   227,054   $  (327,694)
                                                       ===========    ===========   ===========

Net income (loss) allocated to the
 limited partners:
  Income (loss) before extraordinary item              $   203,600    $   224,783   $  (324,417)

  Extraordinary item                                       (97,558)            --            --
                                                       -----------    -----------   -----------

  Net income (loss)                                    $   106,042    $   224,783   $  (324,417)
                                                       ===========    ===========   ===========

Net income (loss) per limited
 partnership Unit:
  Income (loss) before extraordinary item              $      4.76    $      4.97   $     (6.84)

  Extraordinary item                                         (2.28)            --            --
                                                       -----------    -----------   -----------

  Net income (loss)                                    $      2.48    $      4.97   $     (6.84)
                                                       ===========    ===========   ===========

Weighted average number of limited
 partnership units                                          42,817         45,243        47,435
                                                       ===========    ===========   ===========

</TABLE>

The  accompanying  notes to financial  statements  are an integral part of these
statements.


                                     - 24 -

<PAGE>
<TABLE>



                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

                         STATEMENTS OF PARTNERS' EQUITY

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<CAPTION>


                                       Limited          General
                                       Partners         Partners         Total
                                       --------         --------         -----
<S>                                  <C>             <C>             <C>
Balances at December 31, 1994        $ 19,734,350    $   (159,741)   $ 19,574,609

 Net loss                                (324,417)         (3,277)       (327,694)

 Distributions declared                  (948,700)         (9,583)       (958,283)
                                     ------------    ------------    ------------

Balances at December 31, 1995          18,461,233        (172,601)     18,288,632

 Net income                               224,783           2,271         227,054

 Distributions declared                  (886,000)         (8,950)       (894,950)

 Repurchase of limited partnership
   Units                               (1,120,750)             --      (1,120,750)
                                     ------------    ------------    ------------

Balances at December 31, 1996          16,679,266        (179,280)     16,499,986

 Net income                               106,042           1,071         107,113

 Distributions declared                  (853,625)         (8,622)       (862,247)

 Repurchase of limited partnership
   Units                                  (41,500)             --         (41,500)
                                     ------------    ------------    ------------

Balances at December 31, 1997        $ 15,890,183    $   (186,831)   $ 15,703,352
                                     ============    ============    ============

</TABLE>

The  accompanying  notes to financial  statements  are an integral part of these
statements.


                                     - 25 -

<PAGE>

<TABLE>


                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

                            STATEMENTS OF CASH FLOWS

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<CAPTION>



                                                    1997            1996            1995
                                                ------------    ------------    ------------
<S>                                             <C>             <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                               $    107,113    $    227,054    $   (327,694)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
  Accrued interest on investment securities           (4,048)          7,498         (14,875)
  Amortization of capitalized leasing costs            2,244              --           1,091
  Write-off unamortized loan costs                    98,544              --              --
  Depreciation and amortization                    1,910,785       1,917,867       1,941,147
  Changes in assets and liabilities:
   Cash and equivalents - restricted                 141,609         (30,047)        (71,046)
   Accounts receivable                                25,242          22,035         223,026
   Other assets                                        2,121          23,436         (94,952)
   Accounts payable                                 (154,003)         43,389          40,626
   Security deposits                                 (13,313)         15,627         (47,330)
   Other liabilities                                  15,249          30,964          (1,887)
                                                ------------    ------------    ------------

  Net cash provided by operating activities        2,131,543       2,257,823       1,648,106
                                                ------------    ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
Additions to land, buildings and
 amenities                                          (114,598)       (103,508)        (73,064)
Purchase of investment securities                 (3,931,387)     (3,344,984)     (2,642,085)
Maturity of investment securities                  3,457,889       3,403,575       1,505,605
                                                ------------    ------------    ------------

  Net cash used in investing activities             (588,096)        (44,917)     (1,209,544)
                                                ------------    ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on mortgages payable          (27,730,493)       (249,988)       (229,981)
Proceeds from mortgage loans                      27,200,000              --              --
Cash distributions                                  (865,252)       (917,829)       (958,283)
Repurchase of limited partnership Units              (41,500)     (1,120,750)             --
Additions to loan costs                             (211,352)        (92,720)             --
Cash and equivalents - restricted                   (258,500)        415,370        (474,350)
                                                ------------    ------------    ------------

  Net cash used in financing activities           (1,907,097)     (1,965,917)     (1,662,614)
                                                ------------    ------------    ------------

  Net increase (decrease) in cash and
   equivalents                                      (363,650)        246,989      (1,224,052)

CASH AND EQUIVALENTS, beginning of year              640,541         393,552       1,617,604
                                                ------------    ------------    ------------

CASH AND EQUIVALENTS, end of year               $    276,891    $    640,541    $    393,552
                                                ============    ============    ============

Interest paid on a cash basis                   $  2,284,228    $  2,346,643    $  2,367,146
                                                ============    ============    ============
</TABLE>

The  accompanying  notes to financial  statements  are an integral part of these
statements.

                                     - 26 -

<PAGE>



                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

1.     Significant Accounting Policies
       -------------------------------

       A)    Organization
             ------------

             NTS-Properties   VI,   a   Maryland   Limited    Partnership   (the
             "Partnership") is a limited partnership organized under the laws of
             the State of Maryland on December 27, 1984. The General  Partner is
             NTS-Properties Associates VI (a Kentucky limited partnership).  The
             Partnership is in the business of developing,  constructing, owning
             and operating apartment complexes and commercial real estate.

       B)    Properties
             ----------

             The Partnership owns and operates the following properties:

             -  Sabal Park Apartments, a 162-unit luxury apartment complex in
                Orlando, Florida

             -  Park Place Apartments Phase I, a 180-unit luxury apartment
                complex in Lexington, Kentucky

             -  Willow Lake Apartments, a 207-unit luxury apartment complex in
                Indianapolis, Indiana

             -  A 96% joint venture  interest in Golf Brook  Apartments,  a 195-
                unit luxury apartment complex in Orlando, Florida

             -  A 95% joint  venture  interest  in  Plainview  Point III  Office
                Center, an office center with approximately  62,000 net rentable
                square feet located in Louisville, Kentucky

             The  Partnership  also  owns  approximately  15  acres  of  land in
             Lexington,  Kentucky which will be used for the construction of 152
             apartments  units (Park Place  Apartments  Phase III).  See Note 10
             Commitments and Contingencies for further information.

       C)    Allocation of Net Income (Loss) and Cash Distributions
             ------------------------------------------------------

             Pre-Termination  Date  Net  Cash  Receipts  and  Interim  Net  Cash
             Receipts,  as defined in the  partnership  agreement  and which are
             made available for  distribution,  will be  distributed  99% to the
             limited partners and 1% to the General Partner.  Net Cash Proceeds,
             as defined in the partnership agreement, will be distributed 1) 99%
             to the limited  partners  and 1% to the General  Partner  until the
             limited partners have received cash  distributions from all sources
             (except  Pre-Termination  Date  Net Cash  Receipts)  equal to their
             Original Capital; and 2) the remainder, 80% to the limited partners
             and 20% to the  General  Partner.  Net  operating  income  shall be
             allocated  to the  limited  partners  and the  General  Partner  in
             proportion to their respective cash distributions.


                                     - 27 -

<PAGE>



1.     Significant Accounting Policies - Continued
       -------------------------------------------

       C)    Allocation of Net Income (Loss) and Cash Distributions - Continued
             ------------------------------------------------------------------

             Net Operating Income in excess of cash  distributions and Net Gains
             from  Sales  shall be  allocated  as  follows:  (1) pro rata to all
             partners  with a negative  capital  account in an amount to restore
             the  negative  capital  account  to  zero;  (2) 99% to the  limited
             partners and 1% to the General  Partner until the limited  partners
             have received an amount equal to their  Original  Capital less cash
             distributions except distributions of Pre-Termination Date Net Cash
             Receipts;  (3) the balance,  80% to the limited partners and 20% to
             the General Partner. Net Operating Losses shall be allocated 99% to
             the limited partners and 1% to the General Partner.

       D)    Tax Status
             ----------

             The  Partnership  has received a ruling from the  Internal  Revenue
             Service  stating that the  Partnership  is  classified as a limited
             partnership   for  federal  income  tax  purposes.   As  such,  the
             Partnership makes no provision for income taxes. The taxable income
             or  loss  is  passed  through  to the  holders  of the  partnership
             interests for inclusion on their individual income tax returns.

             A  reconciliation  of net  income  (loss) for  financial  statement
             purposes versus that for income tax reporting is as follows:


                                              1997         1996         1995
                                           ----------   ----------   ----------

             Net income (loss)              $107,113    $ 227,054    $(327,694)

             Items handled differently
              for tax purposes:
               Depreciation and
                amortization                 (86,287)    (139,371)    (195,060)
               Capitalized leasing
                costs                         34,898       34,134       35,750
               Write-off of unamortized
                tenant improvements               --      (11,476)     (22,832)
               Rental income                  37,172       47,278      (18,296)
                                            ---------   ---------     ---------

             Taxable income (loss)          $ 92,896    $ 157,619   $ (528,132)
                                            =========   =========     =========


       E)    Use of Estimates in the Preparation of Financial Statements
             -----------------------------------------------------------

             The   preparation  of  financial   statements  in  conformity  with
             generally accepted  accounting  principles  requires  management to
             make estimates and assumptions  that affect the reported amounts of
             assets and  liabilities  and  disclosure of  contingent  assets and
             liabilities  at  the  date  of the  financial  statements  and  the
             reported  amounts of revenues  and  expenses  during the  reporting
             period. Actual results could differ from those estimates.

       F)    Joint Venture Accounting
             ------------------------

             The Partnership has adopted the proportionate  consolidation method
             of  accounting  for joint  venture  properties.  The  Partnership's
             proportionate  interest  in  the  venture's  assets,   liabilities,
             revenues,  expenses and cash flows are  combined on a  line-by-line
             basis with the Partnership's own assets, liabilities, revenues,










                                     - 28 -

<PAGE>


1.     Significant Accounting Policies - Continued
       -------------------------------------------

       F)    Joint Venture Accounting - Continued
             ------------------------------------

             expenses and cash flows. All intercompany accounts and transactions
             have been eliminated in consolidation.

             Proportionate  consolidation  is utilized by the Partnership due to
             the  fact  that  the  ownership  of joint  venture  properties,  in
             substance,  is not subject to joint control.  The managing  General
             Partners  of  the  sole  General   Partner  of  the  NTS  sponsored
             partnerships which have formed joint ventures are substantially the
             same. As such, decisions regarding financing,  development, sale or
             operations  do not require  the  approval  of  different  partners.
             Additionally,   the  joint  venture  properties  are  in  the  same
             business/industry  as their  respective  joint venture partners and
             their asset,  liability,  revenue and expense  accounts  correspond
             with the accounts of such partner.  It is the belief of the General
             Partner of the Partnership that the financial statement  disclosure
             resulting  from  proportionate   consolidation  provides  the  most
             meaningful presentation of assets, liabilities,  revenues, expenses
             and cash flows for the years presented given the commonality of the
             Partnership's operations.

       G)    Cash and Equivalents - Restricted
             ---------------------------------

             Cash and  equivalents - restricted  represents  funds  received for
             residential security deposits,  funds which have been escrowed with
             mortgage  companies for property  taxes and insurance in accordance
             with the loan  agreements and funds reserved by the Partnership for
             the repurchase of limited partnership Units.

       H)    Investment Securities
             ---------------------

             Investment  securities  represent  investments in  Certificates  of
             Deposit or securities  issued by the U.S.  Government  with initial
             maturities  of  greater  than three  months.  The  investments  are
             carried at cost which  approximates  market value.  The Partnership
             intends to hold the  securities  until  maturity.  During  1997 and
             1996, the Partnership sold no investment securities.  The following
             provides  details  regarding the  investments  held at December 31,
             1997:


                                           Amortized    Maturity      Value At
                     Type                    Costs        Date        Maturity
                     ----                   -------      ------      ---------
             Certificate of Deposit       $  222,741    02/03/98    $   223,805

             Certificate of Deposit          205,392    02/12/98        206,654

             Certificate of Deposit          101,154    03/02/98        102,042

             Certificate of Deposit          101,246    03/12/98        102,272

             Certificate of Deposit          205,082    03/27/98        207,639

             Certificate of Deposit          125,678    03/30/98        127,336

             Certificate of Deposit          150,226    03/30/98        152,215

             Certificate of Deposit          150,226    04/06/98        152,373

             Certificate of Deposit          100,151    04/15/98        101,718


                            (Continued on next page)












                                     - 29 -

<PAGE>



1.     Significant Accounting Policies - Continued
       -------------------------------------------

       H)    Investment Securities
             ---------------------


                                          Amortized     Maturity    Value At
                     Type                   Costs         Date      Maturity
                     ----                  -------       ------    ---------
             Certificate of Deposit       $  100,151    04/30/98  $  101,944

             Certificate of Deposit          100,766    05/08/98     102,569
                                          ----------               ---------

                                          $1,562,813              $1,580,567
                                          ==========               =========


             The following  provides  details  regarding the investments held at
             December 31, 1996:



                                          Amortized     Maturity     Value At
                 Type                       Costs         Date       Maturity
                 ----                      -------       ------      ---------
             FHLB Discount Note          $  204,154     01/30/97    $  205,000

             Federal Farm Credit Bank       127,338     03/03/97       128,394

             FNMA Discount Note             227,601     03/18/97       230,000

             Certificate of Deposit         401,174     04/01/97       406,204

             Certificate of Deposit         125,000     05/01/97       127,072
                                          ---------                  ---------

                                         $1,085,267                 $1,096,670
                                          =========                  =========


     I)      Basis of Property and Depreciation
             ----------------------------------

             Land,   buildings   and   amenities  are  stated  at  cost  to  the
             Partnership.   Costs  directly  associated  with  the  acquisition,
             development  and   construction  of  a  project  are   capitalized.
             Depreciation  is computed using the  straight-line  method over the
             estimated  useful lives of the assets which are 5-30 years for land
             improvements,  5-30 years for building and improvements, 5-30 years
             for   amenities   and  the   applicable   lease   term  for  tenant
             improvements.

             Statement  of  Financial   Accounting  Standards  (SFAS)  No.  121,
             Accounting  for the  Impairment of Long-Lived  Assets and for Long-
             Lived Assets to be Disposed Of,  specifies  circumstances  in which
             certain long-lived assets must be reviewed for impairment.  If such
             review  indicates that the carrying  amount of an asset exceeds the
             sum of its expected future cash flows,  the asset's  carrying value
             must be written down to fair value.  Application  of this  standard
             during the years ended December 31, 1997 and 1996 did not result in
             an impairment loss.

     J)      Capitalized Leasing Costs
             -------------------------

             The Partnership has capitalized  certain costs  associated with the
             initial leasing of the properties.  These costs are being amortized
             over a five year period.







                                     - 30 -

<PAGE>



1.   Significant Accounting Policies - Continued
     -------------------------------------------

     K)   Rental Income and Deferred Leasing Commissions
          ----------------------------------------------

          Certain of the  Partnership's  lease agreements at Plainview Point III
          Office Center are  structured to include  scheduled and specified rent
          increases over the lease term. For financial reporting  purposes,  the
          income from these leases is being recognized on a straight-line  basis
          over the lease term.  Accrued  income  connected  with these leases is
          included in  accounts  receivable  and totaled  $75,984 and $98,024 at
          December  31, 1997 and 1996,  respectively.  All  commissions  paid to
          commercial  leasing agents are deferred and amortized over the term of
          the lease to which they apply.

      L)  Advertising
          -----------

          The   Partnership   expenses   advertising-type   costs  as  incurred.
          Advertising expense was immaterial to the Partnership during the years
          ended December 31, 1997, 1996 and 1995.

      M)  Statements of Cash Flows
          ------------------------

          For purposes of reporting  cash flows,  cash and  equivalents  include
          cash on hand and short-term,  highly liquid  investments  with initial
          maturities of three months or less.

2.    Concentration of Credit Risk
      ----------------------------

      The  Partnership  owns and  operates,  either  wholly  or  through a joint
      venture,  residential  properties in Kentucky  (Louisville and Lexington),
      Indiana  (Indianapolis)  and  Florida  (Orlando).  The  apartment  unit is
      generally the principal residence of the tenant. The Partnership also owns
      and  operates,   through  a  joint  venture,  a  commercial   property  in
      Louisville,   Kentucky.   Substantially  all  of  the  tenants  are  local
      businesses or are businesses which have operations in the Louisville area.


3.    Investment in Joint Ventures
      ----------------------------

      A)  NTS Sabal Golf Villas Joint Venture
          -----------------------------------

          In 1985, the Partnership  entered into a joint venture  agreement with
          NTS-Properties IV to develop and construct a 158-unit luxury apartment
          complex on a  13.15-acre  site located in Orlando,  Florida,  known as
          Golf Brook  Apartments  Phase I.  NTS-Properties  IV contributed  land
          valued at  $1,900,000  with an  outstanding  note payable to a bank of
          $1,200,000 which was secured by the land. The Partnership  contributed
          the construction and carrying costs of the apartment complex.

          In 1987, the joint venture agreement was amended to include Golf Brook
          Apartments Phase II, a 37-unit luxury  apartment  complex located on a
          3.069  acre  site  adjacent  to Golf  Brook  Apartments  Phase  I. The
          Partnership  contributed land, construction costs, and the cost of the
          initial leasing of this second phase.

          The Partnership made  contributions  of approximately  $15,800,000 for
          construction  and  carrying  costs and  retired  the  $1,200,000  note
          payable in 1987, which increased the Partnership's percentage interest
          in the joint venture.

          The net  income  and net loss is  allocated  based  on the  respective
          partnership's contribution as of the end of each calendar quarter. The
          Partnership's  ownership  share  was 96% at  December  31,  1997.  The
          Partnership's  share of the joint  venture's net operating  income was
          $965,860 (1997) $1,023,900 (1996) and $1,058,691 (1995).




                                     - 31 -

<PAGE>



3.    Investment in Joint Ventures - Continued
      ----------------------------------------

      B)  Plainview Point III Joint Venture
          ---------------------------------

          In 1987, the Partnership  entered into a joint venture  agreement with
          NTS-Properties  IV to develop and  construct an  approximately  62,000
          square foot office building  located in Louisville,  Kentucky known as
          Plainview Point III Office Center.

          NTS-Properties   IV  contributed  land  valued  at  $790,000  with  an
          outstanding  note  payable to a bank of $550,000  which was secured by
          the land. The Partnership  contributed the  construction  and carrying
          costs  of  the  complex.   The  Partnership   made   contributions  of
          approximately  $4,100,000  million for construction and carrying costs
          and retired the $550,000  note payable in 1987,  which  increased  the
          Partnership's percentage interest in the joint venture. The net income
          and net  loss  is  allocated  based  on the  respective  partnership's
          contribution as of the end of each calendar quarter. The Partnership's
          ownership share was 95% at December 31, 1997. The Partnership's  share
          of the joint  venture's  net  operating  income  (loss) was  $(67,267)
          (1997), $(31,953) (1996) and $12,423 (1995).

4.    Land, Buildings and Amenities
      -----------------------------

      The  following   schedule   provides  an  analysis  of  the  Partnership's
      investment in property held for lease as of December 31:


                                              1997          1996
                                             ------        ------

           Land and improvements           $14,863,568   $14,863,110
           Buildings, improvements and
             amenities                      46,659,837    46,648,416
                                           -----------   -----------

                                            61,523,405    61,511,526
           Less accumulated depreciation    22,862,493    21,074,742
                                           -----------   -----------

                                           $38,660,912   $40,436,784
                                           ===========   ===========

5.    Assets Held for Development
      ---------------------------

      The Partnership owns approximately 15 acres of land,  adjacent to the Park
      Place Apartments  development,  in Lexington,  Kentucky which will be used
      for the  construction of 152 apartment units (Park Place  Apartments Phase
      III). See Note 10 Commitments and  Contingencies  for further  discussion.
      Included in the cost of approximately $1,780,000 is land cost, capitalized
      interest,  common area costs,  amenity  costs and pre-  development  costs
      associated with the construction of Phase III.

6.    Interest Repurchase Reserve
      ---------------------------

      As of December 31,  1995,  the  Partnership  had  established  an Interest
      Repurchase  Reserve in the amount of $474,350  pursuant to Section 16.4 of
      the Partnership's  Amended and Restated Agreement of Limited  Partnership.
      The Partnership  elected to fund additional amounts of $455,380 on May 24,
      1996 and $250,000 on October 17, 1996 to its Interest  Repurchase Reserve.
      With these funds, the Partnership  would be able to repurchase up to 4,718
      Units at a price of $250 per Unit.  On November 7, 1997,  the  Partnership
      elected to fund an additional $300,000 to the Interest Repurchase Reserve.
      With  this  funding,  the  Partnership  will  be  able  to  repurchase  an
      additional 1,000 Units at a price of $300 per Unit.  Repurchased Units are
      retired by the Partnership, thus increasing the share of ownership of each
      remaining  investor.  The Interest Repurchase Reserve was funded from cash
      reserves. The above offering price per Unit was established by the General
      Partner in its sole  discretion  and does not  purport to  represent  fair
      market value or liquidation value of the Unit.  Through December 31, 1997,
      the Partnership has repurchased a total of 4,649 Units for $1,162,250. The
      amount remaining in the Interest  Repurchase  Reserve at December 31, 1997
      was $317,480.

                                     - 32 -

<PAGE>



7.    Mortgages Payable
      -----------------

      Mortgages payable as of December 31 consist of the following:

                                                   1997               1996
                                                  ------             ------
      Mortgage  payable with an insurance
      company bearing  interest at 7.43%,
      due May 14, 2009 secured by
      certain land, buildings and
      amenities                                 $ 8,724,588       $       --

      Mortgage payable with an insurance
      company bearing interest at 7.32%,
      due October 15, 2012 secured by
      certain land, buildings and
      amenities                                   8,447,975               --

      Mortgage  payable  with an  insurance
      company  bearing  interest at 7.74%,
      due October 15, 2012 secured by
      certain land, buildings and
      amenities                                   5,000,000               --

      Mortgage payable with an insurance
      company bearing interest at 7.38%,
      due December 5, 2012 secured by
      certain land, buildings and
      amenities                                   2,820,000               --

      Mortgage payable with an insurance
      company bearing interest at 7.38%,
      due December 5, 2012 secured by
      certain land, buildings and
      amenities                                   1,880,000               --

      Mortgage payable with an insurance
      company bearing interest at 8.625%,
      due August 1, 1997 secured by
      certain land, buildings and
      amenities                                          --        9,200,000

      Mortgage payable with an insurance
      company bearing interest at 9.20%,
      due November 1, 1997 secured by
      certain land, buildings and
      amenities                                          --        8,527,771

      Mortgage payable with an insurance
      company bearing interest at 8.375%,
      due October 5, 2002 secured by
      certain land, buildings and
      amenities                                          --        3,994,992

      Mortgage payable with an insurance
      company bearing interest at 8.375%,
      due October 5, 2002 secured by
      certain land, buildings and
      amenities                                          --          951,189


                            (Continued on next page)


                                     - 33 -

<PAGE>


7.    Mortgages Payable - Continued
      -----------------------------

                                                   1997             1996
                                                  ------           ------
      Mortgage  payable  with an  insurance
      company  bearing  interest at 7.25%,
      due January 5, 2003 secured by
      certain land, buildings and
      amenities                                 $        --      $ 2,837,462

      Mortgage payable to an insurance
      company, bearing interest at 7.25%,
      due January 5, 2003 secured by
      certain land, buildings and
      amenities                                          --        1,891,642
                                                 ----------       ----------
                                                $26,872,563      $27,403,056
                                                 ==========       ==========


      The mortgages are payable in aggregate  monthly  installments  of $263,494
      which includes principal, interest, property taxes and insurance.

      Scheduled maturities of debt are as follows:

       For the Years Ended December 31,         Amount
       --------------------------------         ------

                             1998             $ 1,010,042
                             1999               1,087,216
                             2000               1,245,523
                             2001               1,386,160
                             2002               1,492,555
                          Thereafter           20,651,067
                                              -----------
                                              $26,872,563
                                              ===========



       Based on the borrowing rates  currently  available to the Partnership for
       mortgages  with similar terms and average  maturities,  the fair value of
       long-term debt is approximately $27,000,000.

       The mortgage  payable with an  outstanding  balance of  $5,000,000  as of
       December  31, 1997 has an  additional  availability  of  $7,200,000.  The
       proceeds will be used to fund the  construction of Park Place  Apartments
       Phase  III.  See  Note  10  Commitments  and  Contingencies  for  further
       information.

       The 1997 write-off of unamortized loan costs (treated as an extraordinary
       item) relates to loan costs  associated  with the Golf Brook,  Park Place
       Phase I, Willow Lake and Sabal Park  Apartments  mortgages  payable.  The
       unamortized  loan costs were  expensed due to the fact that the mortgages
       were  retired in 1997  prior to their  scheduled  maturities  - August 1,
       1997, October 5, 2002, November 1, 1997 and January 5, 2003, respectively
       - as a result of new financing being obtained during 1997.












                                     - 34 -

<PAGE>



8.     Rental Income Under Operating Leases
       ------------------------------------

       The  following  is  a  schedule  of  minimum   future  rental  income  on
       noncancellable operating leases as of December 31, 1997:

       For the Years Ended December 31,                Amount
       --------------------------------                ------

                             1998                   $   610,792
                             1999                       471,242
                             2000                       371,592
                             2001                       126,912
                             2002                        --
                          Thereafter                     --
                                                    -----------
                                                    $ 1,580,538
                                                    ===========


9.     Related Party Transactions
       --------------------------

       Pursuant to an agreement with the Partnership,  property  management fees
       of $480,335 (1997),  $485,250 (1996) and $441,861 (1995) were paid to NTS
       Development  Company,  an  affiliate of the General  Partner.  The fee is
       equal to 5% and 6% of gross revenues from the residential  properties and
       commercial properties,  respectively.  Also pursuant to an agreement, NTS
       Development  Company will receive a repair and  maintenance  fee equal to
       5.9% of costs  incurred  which relate to capital  improvements  and major
       repair and renovation projects. The Partnership has incurred $252 (1997),
       $862  (1996) and $6,200  (1995) as a repair and  maintenance  fee and has
       capitalized  these costs as part of land,  buildings and  amenities.  The
       Partnership  was also charged the following  amounts from NTS Development
       Company for the years  ended  December  31,  1997,  1996 and 1995.  These
       charges  include items which have been  expensed as operating  expenses -
       affiliated or professional and  administrative  expenses - affiliated and
       items which have been  capitalized as other assets or as land,  buildings
       and amenities.


                                       1997             1996             1995
                                    ----------       ----------       ----------

      Administrative                $  359,864       $  258,101       $  245,369
      Property manager                 838,536          792,366          786,667
      Leasing                          191,370          212,358          229,309
      Other                             66,876            4,471            9,285
                                     ---------        ---------        ---------

                                    $1,456,646       $1,267,296       $1,270,630
                                     =========        =========        =========


10. Commitments and Contingencies
    -----------------------------

       The Partnership  plans to begin,  during Spring 1998, the construction of
       Park Place  Apartments  Phase III (152  units) on the 15 acres of land it
       owns  which  is  adjacent  to  the  existing  Park  Place  Apartments  in
       Lexington,  Kentucky.  It is  currently  estimated  that  the cost of the
       project  will be  $9,000,000.  Construction  costs  will be funded by the
       remaining loan proceeds  ($7,200,000)  of a mortgage loan obtained during
       1997 and cash reserves. Through December 31, 1997, approximately $100,000
       of pre-development costs had been incurred.










                                     - 35 -

<PAGE>



Item 9.      Changes in and Disagreements with Accountants on Accounting and
             ---------------------------------------------------------------
             Financial Disclosure
             --------------------

None.


                                    PART III

Item 10.  Directors and Executive Officers of the Registrant
          --------------------------------------------------

Because the Partnership is a limited  partnership and not a corporation,  it has
no  directors  or  officers  as  such.  Management  of  the  Partnership  is the
responsibility  of  the  General  Partner,  NTS-Properties  Associates  VI.  The
Partnership has entered into a management contract with NTS Development Company,
an affiliate of the General Partner, to provide property management services.

The General Partners of NTS-Properties Associates VI are as follows:

J. D. Nichols
-------------

Mr.  Nichols  (age  56)  is  the  managing  General  Partner  of  NTS-Properties
Associates VI and Chairman of the Board of NTS Corporation  (since 1985) and NTS
Development Company (since 1977).

Richard L. Good
---------------

Mr. Good, (age 58) President and Chief Operating  Officer of NTS Corporation and
President  of  NTS  Development  Company  and  Chairman  of  the  Board  of  NTS
Securities, Inc., joined the Manager in January 1985. From 1981 through 1984, he
was Executive Vice President of Jacques-Miller, Inc., a real estate syndication,
property management and financial planning firm in Nashville, Tennessee.

NTS Capital Corporation
-----------------------

NTS Capital  Corporation  (formerly NTS  Corporation) is a Kentucky  corporation
formed in October  1979.  J. D.  Nichols is  Chairman  of the Board and the sole
director of NTS Capital Corporation.

The Manager of the  Partnership's  properties is NTS  Development  Company,  the
executive officers and/or directors of which are Messrs. J. D. Nichols,  Richard
L. Good, Brian F. Lavin and John W. Hampton.

Brian F. Lavin
--------------

Mr. Lavin (age 44) serves as Executive Vice President of NTS Development Company
and  President  of the  Company's  Income  Properties.  As  such,  Mr.  Lavin is
responsible for all NTS commercial real estate  development,  land  acquisitions
and oversees the management of all commercial office buildings, business centers
and multi-family residential communities. Prior to joining NTS, Mr. Lavin served
as President of the Residential  Division of Paragon Group,  Inc., and as a Vice
President of  Paragon's  Midwest  Division.  In this  capacity,  he directed the
development,   marketing,  leasing  and  management  operations  for  the  firms
expanding  portfolios.  Mr. Lavin  attended the  University of Missouri where he
received his Bachelor's  Degree in Business  Administration.  He has served as a
Director of the Louisville Apartment Association. He is a licensed Kentucky Real
Estate  Broker and  Certified  Property  Manager.  Mr.  Lavin is a member of the
Institute  of Real  Estate  Management,  and  council  member of the Urban  Land
Institute.  He  currently  serves  on the  University  of  Louisville  Board  of
Overseers and is on the Board of Directors of the National Multi-Housing Council
and the Louisville Science Center.


                                     - 36 -

<PAGE>



Item 10.  Directors and Executive Officers of the Registrant - Continued
          --------------------------------------------------------------

John W. Hampton
---------------

John W.  Hampton  (age 47) is Senior  Vice  President  of NTS  Corporation  with
responsibility for all accounting operations.  Before joining NTS in March 1991,
Mr.  Hampton was Vice  President - Finance  and Chief  Financial  Officer of the
Sturgeon-Thornton-Marrett  Development Company in Louisville,  Kentucky for nine
years. Prior to that he was with Alexander Grant & Company CPA's. Mr. Hampton is
a Certified  Public  Accountant  and a graduate of the  University of Louisville
with a Bachelor of Science  degree in  Commerce.  He is a member of the American
Institute of CPA's and the Kentucky Society of CPA's.


Item 11.  Management Remuneration and Transactions
          ----------------------------------------

The officers and/or directors of the corporate General Partner receive no direct
remuneration in such  capacities.  The Partnership is required to pay a property
management fee based on gross rentals to NTS Development  Company,  an affiliate
of  the  General  Partner.  The  Partnership  is  also  required  to  pay to NTS
Development  Company a repair and  maintenance  fee on costs related to specific
projects.  Also, NTS Development  Company provides certain other services to the
Partnership.   See  Note  9  to  the  financial   statements  which  sets  forth
transactions with NTS Development Company for the years ended December 31, 1997,
1996 and 1995.

The General Partner is entitled to receive cash distributions and allocations of
profits and losses from the Partnership. See Note 1C to the financial statements
which  describes  the  methods  used to  determine  income  allocation  and cash
distributions.


Item 12.  Security Ownership of Certain Beneficial Owners and Management
          --------------------------------------------------------------

The  General  Partner  is  NTS-Properties  Associates  VI,  a  Kentucky  limited
partnership,  10172 Linn Station Road, Louisville,  Kentucky 40223. The partners
of the General Partner and their total  respective  interests in  NTS-Properties
Associates VI are as follows:

       J. D. Nichols                                               38.60%
       10172 Linn Station Road
       Louisville, Kentucky 40223

       NTS Capital Corporation                                      9.95%
       10172 Linn Station Road
       Louisville, Kentucky 40223

       Richard L. Good                                             10.00%
       10172 Linn Station Road
       Louisville, Kentucky 40223

The remaining  41.45%  interests are owned by various  limited  partners of NTS-
Properties Associates VI.


Item 13.  Certain Relationships and Related Transactions
          ----------------------------------------------

Pursuant to an  agreement  with the  Partnership,  property  management  fees of
$480,335  (1997),   $485,250  (1996)  and  $441,861  (1995)  were  paid  to  NTS
Development Company, an affiliate of the General Partner. The fee is equal to 5%
and  6% of  gross  revenues  from  the  residential  properties  and  commercial
properties, respectively. Also pursuant to an agreement, NTS Development Company
will receive a repair and  maintenance fee equal to 5.9% of costs incurred which
relate to capital  improvements  and major repair and renovation  projects.  The
Partnership has incurred $252 (1997), $862 (1996)

                                     - 37 -

<PAGE>



Item 13.  Certain Relationships and Related Transactions - Continued
          ----------------------------------------------------------

and $6,200  (1995) as a repair and  maintenance  fee and has  capitalized  these
costs as part of land, buildings and amenities. The Partnership was also charged
the following amounts from NTS Development  Company for the years ended December
31, 1997, 1996 and 1995. These charges include items which have been expensed as
operating  expenses - affiliated or professional and  administrative  expenses -
affiliated  and items which have been  capitalized  as other  assets or as land,
buildings and amenities.


                                     1997             1996             1995
                                  ----------       ----------       ----------

Administrative                    $  359,864       $  258,101       $  245,369
Property manager                     838,536          792,366          786,667
Leasing                              191,370          212,358          229,309
Other                                 66,876            4,471            9,285
                                   ---------        ---------        ---------

                                  $1,456,646       $1,267,296       $1,270,630
                                   =========        =========        =========


There are no other  agreements or  relationships  between the  Partnership,  the
General Partner and its affiliates than those previously described.

























                                     - 38 -

<PAGE>



                                     PART IV


Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K
          ---------------------------------------------------------------

1.      Financial statements

        The financial statements for the years ended December 31, 1997, 1996 and
        1995  together with the report of Arthur  Andersen  LLP,  dated March 6,
        1998,  appear in Item 8. The  following  financial  statement  schedules
        should be read in conjunction with such financial statements.

2.      Financial statement schedules

        Schedules:                                                     Page No.
        ----------                                                     --------


        III-Real Estate and Accumulated Depreciation                    40-42

All other schedules have been omitted  because they are not applicable,  are not
required,  or because the  required  information  is  included in the  financial
statements or notes thereto.

3.      Exhibits

        Exhibit No.                                                    Page No.
        -----------                                                    --------

         3.     Amended and Restated Agreement                            *
                Certificate of Limited Partnership
                of NTS-Properties VI, a Maryland
                limited partnership

         3a.    First Amendment to Amended and                            **
                Restated Agreement of Limited
                Partnership of NTS-Properties VI,
                a Maryland limited partnership

        10.     Property Management and                                   *
                Construction Agreement between
                NTS Development Company and
                NTS-Properties VI, a Maryland
                limited partnership

        27.     Financial Data Schedule                              Included
                                                                     herewith

         *      Incorporated by reference to documents filed with the Securities
                and Exchange  Commission  in  connection  with the filing of the
                Registration   Statements   on  Form  S-11  on  March  22,  1985
                (effective June 25, 1985) under Commission File No.2-96583.

        **      Incorporated by reference to Form 10-K filed with the Securities
                and Exchange Commission for the fiscal year ended December 31,
                1987 (Commission File No. 0-14695).

4.      Reports on Form 8-K

        Form 8-K, dated November 7, 1997, was filed to report in Item 5 the fact
        that  the  Partnership  has  elected  to fund an  additional  amount  of
        $300,000 to its Interest Repurchase Reserve.


                                     - 39 -

<PAGE>

<TABLE>


                                NTS-PROPERTIES VI

                         A Maryland Limited Partnership

             SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

                             AS OF DECEMBER 31, 1997


<CAPTION>



                                                Park Place
                                 Sabal Park     Apartments   Willow Lake
                                 Apartments       Phase I     Apartments
                                 ----------     ----------   -----------
<S>                              <C>           <C>           <C>
Encumbrances                             (A)           (B)           (B)

Initial cost to partnership:
  Land                           $ 3,063,046   $ 2,320,938   $ 3,770,328
  Buildings and improvements       8,417,719     9,630,935    12,616,655

Cost capitalized subsequent to
 acquisition
  Improvements                        23,981        36,585       197,661
Gross amount at which carried
 December 31, 1997:(C)
  Land                           $ 3,063,046   $ 2,333,428   $ 3,770,328
  Buildings and improvements       8,441,700     9,655,030    12,814,316
                                 -----------   -----------   -----------

  Total                          $11,504,746   $11,988,458   $16,584,644
                                 ===========   ===========   ===========

Accumulated depreciation         $ 4,746,256   $ 4,473,789   $ 5,862,834
                                 ===========   ===========   ===========

Date of construction                   06/84         04/84         03/85

Date Acquired                            N/A           N/A           N/A

Life at which depreciation in
 latest income statement is
 computed                                (D)           (D)           (D)

<FN>

(A) First mortgages held by two insurance companies.
(B) First mortgage held by an  insurance  company.
(C)  Aggregate  cost of real estate for tax purposes is $71,468,175.
(D)  Depreciation is computed using the straight-line  method over the estimated
     useful lives of the assets which are 5-30 years for land improvements, 5-30
     years for buildings and improvements and 5-30 years for amenities.
</FN>
</TABLE>

                                     - 40 -

<PAGE>

<TABLE>


                                NTS-PROPERTIES VI

                         A Maryland Limited Partnership

             SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

                             AS OF DECEMBER 31, 1997
<CAPTION>





                                                 Plainview
                                  Golf Brook     Point III      Total
                                  Apartments   Office Center Pages 40-41
                                  ----------   ------------- -----------
<S>                              <C>           <C>           <C>
Encumbrances                             (A)           (B)

Initial cost to partnership:
  Land                           $ 4,384,363   $ 1,268,339   $14,807,014
  Buildings and improvements      12,302,319     2,270,729    45,238,357

Cost capitalized subsequent to
 acquisition
  Improvements                        82,613     1,137,194     1,478,034
Gross amount at which carried
 December 31, 1997:
  Land                           $ 4,405,811   $ 1,290,955   $14,863,568
  Buildings and improvements      12,363,484     3,385,307    46,659,837
                                 -----------   -----------   -----------

  Total                          $16,769,295   $ 4,676,262   $61,523,405
                                 ===========   ===========   ===========

Accumulated depreciation         $ 5,954,694   $ 1,824,920   $22,862,493
                                 ===========   ===========   ===========

Date of construction                   05/88         01/88

Date Acquired                            N/A           N/A

Life at which depreciation in
 latest income statement is
 computed                                (C)           (C)

<FN>

(A) First mortgage held by an insurance company.
(B) None.
(C) Depreciation is computed using the straight-line  method over the estimated
    useful lives of the assets which are 5-30 years for land improvements, 5-30
    years for buildings and improvements and 5-30 years for amenities.
</FN>
</TABLE>

                                     - 41 -

<PAGE>

<TABLE>


                               NTS-PROPERTIES VI,

                         A Maryland Limited Partnership

             SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

              FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<CAPTION>

                                                   Real            Accumulated
                                                  Estate           Depreciation
                                               ------------        ------------

<S>                                            <C>                 <C>
Balances at December 31, 1994                  $ 61,451,099        $ 17,579,027

Additions during period:
 Improvements (a)                                   141,550                  --
 Depreciation (b)                                        --           1,815,820

Deductions during period:
 Retirements                                        (47,384)            (45,854)
                                               ------------        ------------

Balances at December 31, 1995                    61,545,265          19,348,993

Additions during period:
 Improvements (a)                                    39,297                  --
 Depreciation (b)                                        --           1,797,649

Deductions during period:
 Retirements                                        (73,036)            (71,900)
                                               ------------        ------------

Balances at December 31, 1996                    61,511,526          21,074,742

Additions during period:
 Improvements (a)                                    18,912                  --
 Depreciation (b)                                        --           1,794,784

Deductions during period:
 Retirements                                         (7,033)             (7,033)
                                               ------------        ------------

Balances at December 31, 1997                  $ 61,523,405        $ 22,862,493
                                               ============        ============

<FN>

(a)  The  additions  to real  estate  on this  schedule  will  differ  from  the
     expenditures  for land,  buildings and amenities on the  Statements of Cash
     Flows as a result  of minor  changes  in the  Partnership's  joint  venture
     investment ownership  percentages.  Changes that may occur in the ownership
     percentages are less than one percent.

(b)  The additions  charged to  accumulated  depreciation  on this schedule will
     differ from the  depreciation  and  amortization  on the Statements of Cash
     Flows due to the  amortization of loan costs and  depreciation of a portion
     of assets held for development.
</FN>

</TABLE>

                                     - 42 -

<PAGE>




                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934, NTS-Properties VI, a Maryland Limited Partnership,  has duly caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                       NTS-PROPERTIES VI, a Maryland Limited
                                                    Partnership
                                                    (Registrant)

                                         BY:   NTS-Properties Associates VI,
                                               General Partner
                                               BY:  NTS Capital Corporation,
                                                    General Partner


                                               /s/ John W. Hampton
                                               -------------------
                                                   John W. Hampton
                                                   Senior Vice President


Date: March 23, 1998


Pursuant to the  requirements  of the Securities and Exchange Act of 1934,  this
Form  10-K has been  signed  below by the  following  persons  on  behalf of the
registrant in their capacities and on the date indicated above.

              Signature               Title


/s/ J. D. Nichols                     General Partner of NTS-Properties
-----------------                     Associates VI and Chairman of the
    J. D. Nichols                     Board and Sole Director of NTS
                                      Capital Corporation



/s/ Richard L. Good                   General Partner of NTS-Properties
-------------------                   Associates VI and President of NTS
    Richard L. Good                   Capital Corporation



/s/ John W. Hampton                   Senior Vice President of NTS Capital
-------------------                   Corporation
    John W. Hampton


The Partnership is a limited  partnership and no proxy material has been sent to
the limited partners.















                                     - 43 -