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, 2000
or



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

Commission File Number
33-5785-A
NASHVILLE LAND FUND, LTD.
(Exact name of Registrant as specified in its charter)



|Tennessee                                                                       | 62-1299384                               
|------------------------------------------------------------------------------- | -----------------------------------------
|(State or other jurisdiction of incorporation or organization)                  | (I.R.S. Employer Identification Number)  
|One Belle Meade Place
4400 Harding Road, Suite 500
Nashville, Tennessee         | 37205                                    
|(Address of principal executive offices)                                        | (Zip Code)                               
|Registrant's telephone number, including area code:                             | (615) 292-1040                           
|Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Name of each
exchange on which registered
|None                                                                            | None                                     

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

UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class)



The aggregate sales price of the Units of Limited Partnership Interest to non-affiliates was $7,500,000 as of February 28, 2001.  This does not reflect market value, but is the price at which these Units of Limited Partnership
Interest were sold to the public.  There is no current market for these Units.



DOCUMENTS INCORPORATED BY REFERENCE

Documents Incorporated by Reference in Part IV:

Prospectus of Registrant, dated June 26, 1986, as filed pursuant to Rule 424(b) of the Securities and Exchange Commission.



PART I

Item 1.  Business

Nashville Land Fund, Ltd.  ("Registrant"), is a Tennessee limited partnership organized on March 26, 1986, pursuant to the provisions of the Tennessee Uniform Limited Partnership Act, Chapter 2, title 61, Tennessee Code Annotated, as amended.
The General Partner of Registrant is 222 Partners, Inc.
          Registrant's primary business is to own and hold for investment undeveloped real properties located in Goodlettsville, Sumner County and Nashville, Davidson County, Tennessee (the "Property").  Registrant's investment objectives are
preservation of investment capital and appreciation of the value of the Property due to development of the immediately surrounding areas and the growth of the communities.

Financial Information about Industry Segments

The Registrant's activity, investment in land, is within one industry segment and geographical area.  Therefore, financial data relating to the industry segment and geographical area is included in Item 6 - Selected Financial Data.



Narrative Description of Business



The Registrant is holding for investment approximately 23 sellable acres of land in various stages of development in Goodlettsville, Sumner County and Nashville, Davidson County, Tennessee.  These properties will be referred
to respectively as North Creek Business Park Property and Larchwood Property in the remainder of this report.



The North Creek Business Park Property is approximately 12 acres of land.  It is cleared, graded and improved with roads and utilities.  The North Creek Business Park Property is located in the incorporated City of
Goodlettsville, approximately 12 miles north of downtown Nashville, and is zoned Commercial PUD.  It is intended for office users.



An affiliate of the General Partner, North Creek Associates, Ltd., owns land in the immediate vicinity of North Creek Business Park.  North Creek Associates, Ltd.'s land is intended primarily for retail and apartment use.
The retail site, called North Creek Commons, does not directly compete with the Registrant due to their different uses.

The Larchwood Property is approximately 11 acres located in Nashville, Davidson County.  It is subdivided into 4 tracts, which are cleared and graded.  One of the four tracts is zoned for residential use, and all remaining acreage is zoned
Commercial PUD.



Competition:

The competition surrounding the Registrant's Property has had very little change in the recent years.  The competitive sites have also seen little activity in the past year and are asking similar prices to the Registrant.

The Registrant has no employees.  Partnership management services are being provided under a contractual agreement with Landmark Realty Services Corporation, an affiliate of the General Partner.



Item 2.  Properties

As of December 31, 2000, Registrant owned approximately 23 sellable acres of land in Goodlettsville, Sumner County, and Nashville, Davidson County, Tennessee.  These properties consist of 12 acres in the North Creek Business Park and 11 acres
of the Larchwood Property.  For further information, see Item 1 above.

Item 3.  Legal Proceedings

Registrant is not a party to, nor is any of Registrant's property the subject of, any material legal proceedings.

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

The security holders of Registrant did not vote on any matter during the fiscal year covered by this report.

PART II

Item 5.  Market for Registrant's Units of Limited Partnership Interest and Related Security Holder Matters

There is no established market for the Units, and it is not anticipated that any will exist in the future.  The Registrant commenced an offering to the public on June 26, 1986 of 7,500 units of limited partnership interests at $1,000 per Unit.
The offering of $7,500,000 was fully subscribed and closed on July 31, 1986.  As of February 28, 2001, there were 465 holders of record of the 7,500 Units of limited partnership interests.

There are no material restrictions upon Registrant's present or future ability to make distributions in accordance with the provisions of Registrant's Limited Partnership Agreement.



Item 6.  Selected Financial Data

For the Year Ended December 31,



|                                            | 2000      | 1999      | 1998      | 1997      | 1996     
|------------------------------------------- | --------- | --------- | --------- | --------- | ---------
|Total Revenue                               | $(333)    | $339,656  | $473,706  | $106,214  | $48,475  
|Net Income(loss)                            | (365,961) | 88,966    | 363,144   | 3,346     | (935,415)
|Net Income(loss) per limited partner unit   | (48.79)   | 11.86     | 48.42     | 0.45      | (124.72) 
|Total Assets                                | 1,308,391 | 2,304,829 | 3,088,632 | 4,204,625 | 4,220,840
|Cash Distributions per limited partner unit | 80        | 120       | 200       | -         | -        





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

Results of Operations

Sales

The Registrant sold approximately 9 acres , 13 acres and 10 acres at the North Creek Business Park Property in 2000, 1999, and 1998, respectively.  Gross proceeds were $666,170, $1.2 million and $1.3 million, respectively.  In
1998, the Registrant sold 2.5 acres from the Larchwood Property for $260,670.  From these proceeds, $600,000, $900,000 and $1.5 million, respectively, was distributed to the limited partners.   The remaining proceeds were used to meet operational expenses
of the partnership.

Analysis of Operations

Operations of the Registrant are consistent through the years.	The General Partner re-evaluated the fair value of the property as compared to the book value.  Based on current sales projections, management determined that the property held for
sale was impaired and, in accordance with SFAS No. 121, increased the allowance by $280,314 and $140,000, in 2000 and 1999 respectively, to $1,297,488 and $1,017,154, respectively.

Financial Condition and Liquidity

At February 29, 2001 $56,725 was held in cash and cash equivalents to cover partnership administrative expenses.  The General Partner believes that this cash will be sufficient to meet operating needs for 2001.



Item 7A.  Quantitative and Qualitative Disclosures about Market Risk.



The Registrant has no market risk exposure as defined by Item 305 of Regulation S-K of the Securities Exchange Act of 1934.



Item 8.  Financial Statements and Supplementary Data

The Financial Statements required by Item 8 are filed at the end of this Report.

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

Registrant does not have any directors or officers.  222 Partners, Inc. is the General Partner of the Registrant and as such has general responsibility and ultimate authority in matters affecting Registrant's business.

222 Partners Inc.

222 Partners, Inc. was formed in September 1986 and serves as general partner for several other real estate investment limited partnerships.  The executive officers and directors of 222 Partners, Inc. are W. Gerald Ezell, Steven D. Ezell, and
Michael A. Hartley.



Officers and Directors of 222 Partners, Inc. are as follows:

W. Gerald Ezell, age 70, serves on the board of directors of 222 Partners, Inc.  Until November 1985, Mr. Ezell had been for over 20 years an agency manager for Fidelity Mutual Life Insurance Company and a registered securities principal of Capital
Analysts Incorporated, a wholly owned subsidiary of Fidelity Mutual Life Insurance Company.

Steven D. Ezell, age 47, is the President and sole shareholder of 222 Partners, Inc.  He has been an officer of 222 Partners, Inc. from September 17, 1986 through the current period.  Mr. Ezell is President and 50% owner of Landmark Realty Services
Corporation.  For the prior four years, Mr. Ezell was involved in property acquisitions for Dean Witter Realty Inc. in New York City, most recently as Senior Vice President.  Steven D. Ezell is the son of W. Gerald Ezell.

Michael A. Hartley, age 42, is Secretary/Treasurer and a Vice President of 222 Partners, Inc.  He has been an officer of 222 Partners, Inc. from September 17, 1986 through the current period. He is Vice President and 50% owner of Landmark Realty
Services Corporation.  Prior to joining Landmark in 1986, Mr. Hartley was Vice President of Dean Witter Realty Inc., a New York-based real estate investment firm.

Item 11.  Executive Compensation

During 2000, Registrant was not required to and did not pay remuneration to any executives, partners of the General Partner or any affiliates, except as set forth in Item 13 of this report, "Certain Relationships and Related Transactions."

The General Partner does participate in the profits, losses and distributions of the Registrant as set forth in the Partnership Agreement.

Item 12.  Security Ownership of Certain Beneficial Owners and

Management
     As of February 28, 2001 no person or "group" (as that term is used in Section 13(d) (3) of the Securities Exchange Act of 1934) was known by the Registrant to beneficially own more than five percent of the Units of Registrant.

As of the above date, the Registrant was of unaware of any officers or directors of 222 Partners, Inc. which beneficially owned any of the units of the Registrant.

There are no arrangements known by the Registrant, the operation of which may, at a subsequent date, result in a change in control of the Registrant.

Item 13.  Certain Relationships and Related Transactions

No affiliated entities have, for the year ending December 31, 2000, earned or received compensation or payments for services from the Registrant in excess of $60,000.  For a listing of miscellaneous transactions with affiliates which were less than
$60,000 refer to Note 4 of the Financial Statements included herein.



PART IV



|Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
|------------------------------------------------------------------------
|(a)  (1)  Financial Statements                                          
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|(2)  Financial Statement Schedule                                       
|                                                                        
|                                                                        
|                                                                        

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



|(3)   Exhibits |                                                                                                                                                                                                                                           
|-------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3              | Amended and Restated Certificate and Agreement of Limited Partnership, incorporated by reference to Exhibit A to the Prospectus of Registrant dated June 26, 1986 filed pursuant to Rule 424(b) of the Securities and Exchange
Commission.
|22             | Subsidiaries- Registrant has no subsidiaries                                                                                                                                                                                              

(b) No reports on Form 8-K have been filed during the last quarter of 2000.



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the

Securities Exchange Act of 1934, the Registrant has duly caused

this report to be signed on its behalf by the undersigned,

Thereunto duly authorized.



|                      | NASHVILLE LAND FUND, LTD.
|--------------------- | -------------------------
|                      | By:  222 Partners, Inc.  
|                      | General Partner          
|                      |                          
|DATE:  March 30, 2001 | By:/s/ Steven D. Ezell   
|                      | President and Director   
|                      |                          
|DATE:  March 30, 2001 | By:/s/ Michael A. Hartley
|                      | Secretary Treasurer      



Pursuant to the requirements of the Securities Exchange Act of 934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.



|                      | NASHVILLE LAND FUND, LTD.
|--------------------- | -------------------------
|                      | By:  222 Partners, Inc.  
|                      | General Partner          
|                      |                          
|DATE:  March 30, 2001 | By:/s/ Steven D. Ezell   
|                      | President and Director   
|                      |                          
|DATE:  March 30, 2001 | By:/s/ Michael A. Hartley
|                      | Secretary Treasurer      



Supplement Information to be Furnished with Reports filed Pursuant to Section 15(d) of the Act by Registrant Which Have Not Registered Securities Pursuant to Section 12 of the Act:



No annual report or proxy material has been sent to security holders.



Independent Auditors' Report



The Partners

Nashville Land Fund, Ltd.:



We have audited the accompanying balance sheets of Nashville Land Fund, Ltd. (a limited partnership) as of December 31, 2000 and 1999, and the related statements of operations, partners' equity, and cash flows for each of the years in
the three-year period ended December 31, 2000.  These financial statements are the responsibility of the Partnership's management.  Our responsibility is to express an opinion on these financial statements based on our audits.



We conducted our audits in accordance with auditing standards generally accepted in the United States of America.  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 Nashville Land Fund, Ltd. at December 31, 2000 and 1999, and the results of its operations and its cash flows for each of the
years in the three-year period ended December 31, 2000, in conformity with accounting principles generally accepted in the United States of America.

KPMG LLP



Nashville, Tennessee

February 20, 2001

F-1



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Balance Sheets

December 31, 2000 and 1999



|Assets                                                                                                           | 2000       | 1999       
|---------------------------------------------------------------------------------------------------------------- | ---------- | -----------
|Cash                                                                                                             | $22,829    | $128,827   
|Restricted Cash                                                                                                  | 38,877     | 36,982     
|Land and improvements held for Investment,less valuation allowance of $1,297,468 and $1,017,154 in 2000 and 1999 | 1,246,510  | 2,116,945  
|Due From affiliates                                                                                              | --         | 21,900     
|Other assets                                                                                                     | 175        | 175        
|Total assets                                                                                                     | $1,308,391 | $ 2,304,829
|Liabilities and Partners' Equity                                                                                 |            |            
|Accounts payable                                                                                                 | $1,511     | $17,528    
|Due to affiliates                                                                                                | 5,999      | --         
|Property tax payable                                                                                             | 23,082     | 43,541     
|Partners' equity:                                                                                                |            |            
|Limited partners, 7,500 units outstanding                                                                        | 1,277,713  | 2,243,674  
|Special limited partner                                                                                          | 4          | 4          
|General partner                                                                                                  | 82         | 82         
|Total partners' equity                                                                                           | 1,277,799  | 2,243,760  
|Commitments                                                                                                      |            |            
|Total liabilities and partners' equity                                                                           | $1,308,391 | $2,304,829 

See accompanying notes to financial statements.

F-2



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Statements of Operations

For the Years Ended December 31, 2000, 1999 and 1998



|                                                             | 2000       | 1999      | 1998     
|------------------------------------------------------------ | ---------- | --------- | ---------
|Revenue:                                                     |            |           |          
|                                                             |            |           |          
|Sale of land and improvements                                | $666,170   | 1,185,919 | 1,585,746
|Cost of land and improvements sold                           | (590,121)  | (751,019) | (965,501)
|Selling costs                                                | (80,875)   | (100,709) | (153,824)
|(Loss) Gain on sale of land                                  | (4,826)    | 334,191   | 466,421  
|                                                             |            |           |          
|Interest                                                     | 4,493      | 5,365     | 7,285    
|Miscellaneous                                                | --         | 100       | --       
|Total revenues                                               | (333)      | 339,656   | 473,706  
|                                                             |            |           |          
|Expenses:                                                    |            |           |          
|Partnership and property management fees                     | 14,000     | 14,000    | 14,000   
|Association fees                                             | 24,697     | 24,528    | 25,463   
|Legal and accounting fees                                    | 23,472     | 26,917    | 19,352   
|Architect and engineering fees                               | 7,731      | 9,173     | 10,822   
|General and administration                                   | 4,342      | 1,429     | 3,313    
|Property taxes                                               | 5,028      | 34,643    | 37,612   
|State income tax                                             | 6,044      | --        | --       
|Increase in valuation allowance for land held for investment | 280,314    | 140,000   | -        
|Total expenses                                               | 365,628    | 250,690   | 110,562  
|Net (loss) income                                            | $(365,961) | 88,966    | 363,144  
|Net (loss) income allocated to:                              |            |           |          
|General partner                                              | $--        | --        | --       
|Special limited partner                                      | $--        | --        | --       
|Limited partners                                             | $(365,961) | 88,966    | 363,144  
|Net (loss) income per limited partnership unit:              | $(48.79)   | 11.86     | 48.42    
|Weighted average units outstanding                           | 7,500      | 7,500     | 7,500    
|                                                             |            |           |          

See accompanying notes to financial statements.

F-3





NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Statements of Partners' Equity

Years ended December 31, 2000, 1999 and 1998



|                             |       | Limited Partners | Special limited partner | General partner | Total      
|---------------------------- | ----- | ---------------- | ----------------------- | --------------- | -----------
|                             | Units | amount           |                         |                 |            
|Balance at December 31, 1997 | 7,500 | $4,191,564       | 4                       | 82              | 4,191,650  
|Distributions                |       | (1,500,000)      |                         |                 | (1,500,000)
|Net Income                   |       | 363,144          |                         |                 | 363,144    
|Balance at December 31, 1998 | 7,500 | 3,054,708        | 4                       | 82              | 3,054,794  
|Net Income                   |       | 88,966           |                         |                 | 88,966     
|Distributions                |       | (900,000)        |                         |                 | (900,000)  
|Balance at December 31, 1999 | 7,500 | 2,243,674        | 4                       | 82              | 2,243,760  
|Net Loss                     |       | (365,961)        |                         |                 | (365,961)  
|Distributions                |       | (600,000)        |                         |                 | (600,000)  
|Balance at December 31, 2000 | 7,500 | $1,277,713       | 4                       | 82              | 1,277,799  

See accompanying notes to financial statements.

F-4





NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Statements of Cash Flows

Years ended December 31, 1999, 1998, and 1997



|                                                                                         | 2000       | 1999      | 1998       
|---------------------------------------------------------------------------------------- | ---------- | --------- | -----------
|Cash flows from operating activities:                                                    |            |           |            
|Net (loss) income                                                                        | $(365,961) | 88,966    | 363,144    
|Adjustments to reconcile net (loss) income to net cash provided by operating activities:
|Cost of land and Improvements sold                                                       | 590,121    | 751,019   | 965,501    
|Cost of land improvements                                                                | --         | (3,217)   | (45,105)   
|Increase in restricted cash                                                              | (1,895)    | (1,153)   | (13,829)   
|Decrease  in other assets                                                                | --         | --        | 117        
|(Decrease) increase in accounts payable                                                  | (16,017)   | 27,231    | 20,863     
|Decrease in property tax payable                                                         | (20,459)   | --        | --         
|Increase in due to affiliates                                                            | 5,999      | --        | --         
|Decrease (Increase) due from affiliates                                                  | 21,900     | (21,900)  | -          
|Increase in valuation allowance for land held  for investment                            | 280,314    | 140,000   | -          
|Net cash provided by operating activities                                                | 494,002    | 980,946   | 1,290,691  
|Cash flows from financing activities-                                                    |            |           |            
|Distributions to partners                                                                | (600,000)  | (900,000) | (1,500,000)
|Net (decrease) increase in cash                                                          | (105,998)  | 80,946    | (209,309)  
|Cash at beginning of year                                                                | 128,827    | 47,881    | 257,190    
|Cash at end of year                                                                      | $22,829    | 128,827   | 47,881     
|Supplemental cash flows information:                                                     |            |           |            
|Cash paid for state taxes                                                                | $6,044     | --        | --         





See accompanying notes to financial statements.

F-5



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Notes to Financial Statements

December 31, 2000 and 1999



(1) Summary of Significant Accounting Policies



(a) Organization



Nashville Land Fund, Ltd. (the Partnership) is a Tennessee Limited Partnership organized in March, 1986 to acquire, own, and hold for investment certain parcels of undeveloped real property located in Metropolitan Nashville, Davidson
County, and Sumner County, Tennessee.  222 Partners, Inc. is the General Partner of the Partnership.  The Partnership prepares financial statements and income tax returns on the accrual basis of accounting.  In the event that the Partnership has
short-term cash deficiencies, the General Partner can defer the collection of certain related party expenses or grant interest free advances until cash becomes available.



(b) Estimates



Management of the partnership has made certain estimates and assumptions to prepare these financial statements in accordance with accounting principles generally accepted in the United States of America. These estimates include the
determination of the estimated fair value of the land held for investment.  Actual results could differ from those estimates.



(c) Cash



Cash belonging to the Partnership is combined in an account with funds from other partnerships related to the general partner.



(d) Land and Improvements Held for Investment



Land and improvements held for investment are recorded at cost and include two tracts of undeveloped land representing approximately 23 and 32 acres in 2000 and 1999, respectively.  Land costs include amounts incurred to acquire and
develop the land, including interest and property taxes, during the development period. Costs to hold land, including interest and property taxes, are charged to expense.  Land improvement costs incurred include development costs expended subsequent to
the acquisition of a tract.

Long-lived assets to be disposed of are reported at the lower of the carrying amount or fair value less estimated costs to sell.  If such assets are considered impaired, the impairment to be recognized is measured by the amount by
which the carrying amount of the assets exceeds the fair value less estimated costs to sell of the assets.  If impaired, management establishes an allowance for impairment with a corresponding charge to earnings.  Losses upon the sale of the assets are
recognized against the allowance to the extent available. At December 31, 2000 and 1999 the fair value was determined by recovering the future discounted net cash flows using a discount rate commensurate with the risk associated with the property





F-6



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Notes to Financial Statements

December 31, 2000 and 1999



(1) Summary of Significant Accounting Policies

(e) Income Recognition



Income from sales of land and improvements held for investment is generally recorded on the accrual basis when the buyer's financial commitment is sufficient to provide economic substance to the transaction, and when other criteria of
SFAS No. 66 " Accounting for Sales of Real Estate" are satisfied.  For sales of real estate where both cost recovery is reasonably certain and the collectibility of the contract price is reasonably assured, but the transaction does not meet the remaining
requirements to be recorded on the accrual basis, profit is deferred and recognized under the installment method, which recognizes profit as collections of principal are received.  If developments subsequent to the adoption of the installment method occur
which cause the transaction to meet the requirements of the full accrual method, the remaining deferred profit is recognized at that time.  Any losses on sales of real estate are recognized at the time of the sale.





(f) Income Taxes



No provision has or will be made for Federal income taxes since such taxes are the personal responsibility of the partners.  Beginning in 2000, the Partnership pays state income taxes on earnings from Tennessee operations.  Annually,
the partners receive, from the Partnership, IRS Form K-1's which provide them with their respective share of taxable income or losses, deductions, and other tax related information.



The company accounts for income taxes under the asset and liability method.  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to   be
recovered  or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.













F-7



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Notes to Financial Statements



(1)     Summary of Significant Accounting Policies (continued)



(g) Partnership Allocations

Net profits, losses and distributions of cash flow of the Partnership are allocated to the partners in accordance with the Partnership agreement as follows:

Partnership net profits are allocated first to any partner with a negative balance in their capital account, determined at the end of the taxable year as if the Partnership had distributed cash flow, in proportion to the negative
capital balance account of all partners until no partner's capital account is negative.  Net profit allocations are then made to the limited partners up to the difference between their capital account balances and the sum of their adjusted capital
contributions (capital balance, net of cumulative cash distributions in excess of preferred returns - 10% annual cumulative return on capital contributed) and unpaid preferred returns.  Any remaining net profits are allocated to the limited partners until
the taxable year in which cumulative distributions to the limited partners equal their adjusted capital contribution plus an unpaid preferred return.  Net profits are then allocated to the general partner until the ratio of the general partner's capital
account balance to the capital account balances in excess of adjusted capital contributions and unpaid preferred return of all limited partners is 28% to 72%. Thereafter, profits are generally allocated 28% to the general partner and 72% to the limited
partners.

Net losses are allocated to the partners in proportion to their positive capital accounts.  Partnership distributions are allocated to the limited partners in an amount equal to their preferred return (10% annual cumulative return on
capital contributed) to the extent unpaid to date.  Any remaining distributions are allocated 99% to the limited partners and 1% to the general partner until the limited partners have received an amount equal to their adjusted capital contributions, and
thereafter, 72% to the limited partners and 28% to the general partner.



Cumulative unpaid preferred returns are $4,266,558 and $4,116,558 at December 31, 2000 and 1999



(h) Comprehensive Income



Comprehensive income is defined as the change in equity of a business enterprise, during a period, associated with transactions and other events and circumstances from non-owner sources.  It includes all changes in equity during a
period except those resulting from investments by owners and distributions to owners.  During the years ended December 31, 2000, 1999,and 1998 the Partnership had no components of other comprehensive loss) income.  Accordingly, comprehensive (loss) income
for each of the years was the same as net (loss) income.









F-8





NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Notes to Financial Statements



1. Income Taxes



The Company's income tax expense relates to state income taxes for income from continuing operations in Tennessee.



The only difference between the tax basis and reported amounts of the Partnership's assets and liabilities relates to the valuation of land and improvements held for investment.  For income tax purposes certain costs that were
capitalized as additional land improvement costs for book purposes were currently deducted, and the valuation allowance was not recognized.  The tax effect of these temporary differences represents a deferred tax asset of approximately $39,000.  At
December 31, 2000, a full valuation allowance has been established for the deferred asset related to the partnership land and improvements basis difference.



(3) Restricted Cash



At December 31, 2000 and 1999, the Partnership has restricted cash balances of $38,877 and $36,982, respectively, to be used to fund property improvements, consisting of utility work. This restricted cash secures a letter of credit in
the same amount to ensure that the required developments are made.



(4) Land and Improvements Held for Investment

The components of land and improvements held for investment at December 31, are as follows:



|                      | 2000        | 1999       
|--------------------- | ----------- | -----------
|Land and improvements | $2,543,978  | 3,134,099  
|Valuation Allowance   | (1,297,468) | (1,017,154)
|                      | $1,246,510  | 2,116,945  



The aggregate cost for federal income tax purposes was $3,195,586 and $3,972,199 at December 31, 2000 and 1999, respectively.  Based on recent sales projections, management determined that the property held for sale was impaired and,
in accordance with SFAS No. 121, increased the valuation allowance by $280,314 and $140,000, respectively to $1,297,468 and $1,017,154, respectively.



(5) Related Party Transactions



The General Partner and its affiliates have been actively involved in managing the Partnership.  Affiliates of the General Partner receive fees for performing certain services.  Expenses incurred for these services for the years ended
December 31, 2000, 1999, and 1998 are as follows:

|                                         | 2000    | 1999   | 1998  
|---------------------------------------- | ------- | ------ | ------
|Partnership and property management fees | $14,000 | 14,000 | 14,000
|Selling Costs                            | $53,294 | --     | 10,020
|Accounting fees                          | $10,659 | 3,100  | 3,101 
|Office Administration Fees               | --      | 384    | 2,311 

F-9





NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Notes to Financial Statements



(6) Association Fees



During 1989, an owners' association was formed to manage a portion of the land and improvements held for investment. the Partnership incurred association fees totaling $24,697 in 2000, $24,528 in 1999, and $25,463 in 1998 which relate
to the Partnership's pro rata share of the owners' association expenses, consisting primarily of electricity costs, irrigation, and landscape maintenance.



(7)     Distributions



For the year ended December 31, 2000, 1999, and 1998, the Partnership made distributions to the limited partners of $600,000, $900,000, and $1,500,000, respectively  ($80, $120, and $200 per unit, respectively).



(8)	Subsequent Event



In January 2001, Nashville Land Fund completed the sale of 12 acres for $ 896,805.  The land sold was from the North Creek Business Park.  Furthermore, the General Partner has approved a distribution of $750,000 ($100 per limited
partner unit) to be distributed in February 2001. The remaining proceeds from this sale will be used for 2001 operating costs.



F-10





Independent Auditors' Report



The Partners

Nashville Land Fund, Ltd.:



Under date of February 20, 2001, we reported on the balance sheets of Nashville Land Fund, Ltd. as of December 31, 2000 and 1999, and the related statements of operations, partners' equity, and cash flows for each of the years in the
three-year period ended December 31, 2000.  These financial statements and our report thereon are included elsewhere herein.  In connection with our audits of the aforementioned financial statements, we have also audited the related financial statement
Schedule III, Real Estate and Accumulated Depreciation.  This financial statement schedule is the responsibility of the Partnership's management.  Our responsibility is to express an opinion on this financial statement schedule based on our audits.



In our opinion, such financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.



KPMG LLP

Nashville, Tennessee

February 20, 2001









S-1





NASHVILLE LAND FUND, LTD.

(A Limited Partnership)

Schedule III

Real Estate and  Accumulated Depreciation

(December 31, 2000)

|                                   |              | Initial Cost to Partnership | Cost capitalized subsequent to acquisition | Gross amount at which carried at close of period |                |         |                           
|---------------------------------- | ------------ | --------------------------- | ------------------------------------------ | ------------------------------------------------ | -------------- | ------- | --------------------------
|Description                        | Encumbrances | Land                        | Buildings and improvements                 | Improvements                                     | Carrying costs | Land    | Buildings and improvements
|North Creek
Business Park
12 acres | None         | $617,136                    |                                            | 501,483                                          | 50,449         | 371,466 | 332,218                   
|Larchwood Property
11 acres        | None         | 725,797                     |                                            | 401,785                                          | 18,912         | 286,551 | 256275                    
|Total                              |              | $1,342,833                  |                                            | 903,268                                          | 69,361         | 658,017 | 588,493                   



*Assets scheduled above represent land and non-depreciable land improvements, therefore accumulated depreciation and depreciable lives are non applicable.    Amounts are net of a valuation allowance of $1,297,488.



S-2



Schedule III



NASHVILLE LAND FUND, LTD.

(A Limited Partnership)



Real Estate and Accumulated Depreciation(continued)

December 31, 2000







|                                                              | 2000       | 1999      | 1998     
|------------------------------------------------------------- | ---------- | --------- | ---------
|(1) Balance at beginning of period                            | $2,116,945 | 3,004,747 | 3,925,143
|Additions during period:                                      |            |           |          
|Improvements                                                  | --         | 3,217     | 45,105   
|Deductions during period:                                     |            |           |          
|Cost of real estate sold                                      | (590,121)  | (751,019) | (965,501)
|Increase in valuation  allowance for land held for investment | (280,314)  | (140,000) | --       
|Balance at end  of period                                     | $1,246,510 | 2,116,945 | 3,004,747
|(2)  Aggregate cost for federal income tax purposes           | $3,195,586 | 3,972,199 | 3,972,199





















See accompanying independent auditors' report.





S-3







Exhibits Filed Pursuant to Item 14 (a) (3):



NASHVILLE LAND FUND, LTD.

(A Tennessee Limited Partnership)



Exhibit Index



Exhibit

3 Amended and Restated Certificate and Agreement of limited Partnership, incorporated by reference to Exhibit A to the  Prospectus of Registrant dated June 26, 1986 filed pursuant to Rule 424 (b) of the Securities and
Exchange Commission.



22 Subsidiaries - Registrant has no subsidiaries.