<PAGE>
                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


[X]       QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE  SECURITIES
          EXCHANGE ACT OF 1934

For the quarterly period ended                 June 30, 2000
                              --------------------------------------------------

                                       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)

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

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,  and (2) has been subject to such filing  requirements
for the past 90 days.
                                                  [X] Yes           [ ] No



<PAGE>

                                TABLE OF CONTENTS
                                -----------------

                                     PART I
                                     ------

                                                                           Pages
                                                                           -----

Item 1. Financial Statements

        Balance Sheets as of June 30, 2000 and December 31, 1999           3

        Statement of Partners' Equity as of June 30, 2000                  3

        Statements of Operations for the three months and six months ended
            June 30, 2000 and 1999                                         4

        Statements of Cash Flows for the six months ended
            June 30, 2000 and 1999                                         5

        Notes to Financial Statements                                      6-16

Item 2. Management's Discussion and Analysis of Financial Condition and
            Results of Operations                                          17-24

Item 3. Quantitative and Qualitative Disclosures About Market Risk         25

                                     PART II
                                     -------

Item 1. Legal Proceedings                                                  26

Item 2. Changes in Securities                                              26

Item 3. Defaults Upon Senior Securities                                    26

Item 4. Submission of Matters to a Vote of Security Holders                26

Item 5. Other Information                                                  26

Item 6. Exhibits and Reports on Form 8-K                                   26

Signatures                                                                 27

                                        2
<PAGE>


PART I.  FINANCIAL INFORMATION
         ---------------------
Item 1.  Financial Statements
         --------------------

<TABLE>

                              NTS-PROPERTIES VI,
                               ------------------
                         A Maryland Limited Partnership
                         ------------------------------
                                 BALANCE SHEETS
                                 --------------


<CAPTION>
                                                   As of              As of
                                                  June 30,          December 31,
                                                    2000              1999*
                                                    ----              -----
                                                (Unaudited)
ASSETS
------
<S>                                            <C>                 <C>
Cash and equivalents                           $   361,205         $        --
Cash and equivalents - restricted                  343,708             206,697
Accounts receivable                                124,410             195,399
Land, buildings and amenities, net              49,160,845          48,357,129
Other assets                                       519,064             451,425
                                               -----------         -----------
     TOTAL ASSETS                              $50,509,232         $49,210,650
                                               ===========         ===========

LIABILITIES AND PARTNERS' EQUITY
--------------------------------

Mortgages and note payable                     $35,533,316         $33,312,443
Accounts payable                                   923,319           1,650,675
Security deposits                                  227,104             214,523
Other liabilities                                  482,715             221,597
                                               -----------         -----------
     TOTAL LIABILITIES                          37,166,454          35,399,238

COMMITMENTS AND CONTINGENCIES (Note 9)

PARTNERS' EQUITY                                13,342,778          13,811,412
                                               -----------         -----------
TOTAL LIABILITIES AND PARTNER'S EQUITY         $50,509,232         $49,210,650
                                               ===========         ===========
</TABLE>

<TABLE>

                          STATEMENT OF PARTNERS' EQUITY
                          -----------------------------

<CAPTION>

                                                  Limited           General
                                                  Partners          Partner          Total
                                                  --------          -------          -----

PARTNERS' EQUITY/(DEFICIT)
--------------------------
<S>                                             <C>              <C>              <C>
Capital contributions, net of offering costs    $ 40,518,631     $        100     $ 40,518,731
Net loss - prior years                           (11,934,430)         (72,160)     (12,006,590)
Net loss - current year                             (463,947)          (4,686)        (468,633)
Cash distributions declared to date              (12,006,384)        (121,277)     (12,127,661)
Repurchase of Limited Partnership Units           (2,573,069)            --         (2,573,069)
                                                -------------    -------------    -------------
BALANCES AT JUNE 30, 2000                       $ 13,540,801     $   (198,023)    $ 13,342,778
                                                =============    =============    =============

</TABLE>

*    Reference is made to the audited  financial  statements in the Form 10-K as
     filed with the Commission on March 29, 2000.

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

                                        3

<PAGE>

<TABLE>

                               NTS-PROPERTIES VI,
                               ------------------
                         A Maryland Limited Partnership
                         ------------------------------
                            STATEMENTS OF OPERATIONS
                            ------------------------
                                   (UNAUDITED)
                                   -----------

<CAPTION>

                                         Three Months Ended                 Six Months Ended
                                              June 30,                          June 30,
                                              --------                          --------
                                           2000           1999           2000            1999
                                           ----           ----           ----            ----

REVENUES
--------
<S>                                   <C>             <C>            <C>             <C>
Rental income                         $ 2,567,798     $ 2,404,522    $ 5,019,259     $ 4,728,974
Interest and other income                  13,992          12,400         26,306          19,918
Gain on sale of assets                         --              --          5,188              --
                                      ------------    ------------   ------------    ------------
      TOTAL REVENUES                    2,581,790       2,416,922      5,050,753       4,748,892
                                      ------------    ------------   ------------    ------------
EXPENSES
--------
Operating expenses                        665,761         375,598      1,258,107       1,166,941
Operating expenses - affiliated           331,780         311,160        674,113         653,902
Loss on disposal of assets                137,759         218,497        137,831         234,539
Interest expense                          671,160         486,060      1,303,704         958,371
Management fees                           132,711         124,396        259,440         244,514
Real estate taxes                         238,803         203,311        496,534         406,621
Professional and administrative
  expenses                                 55,038          79,107        112,846         136,458
Professional and administrative
  expenses - affiliated                    81,410          54,873        154,092         114,533
Depreciation and amortization             576,933         456,971      1,122,719         908,756
                                      ------------    ------------   ------------    ------------
     TOTAL EXPENSES                     2,891,355       2,309,973      5,519,386       4,824,635
                                      ------------    ------------   ------------    ------------
Net (loss) income                     $  (309,565)    $   106,949    $  (468,633)    $   (75,743)
                                      ============    ============   ============    ============
Net (loss) income allocated to the
  Limited Partners                    $  (306,469)    $   105,879    $  (463,947)    $   (74,986)
                                      ============    ============   ============    ============

Net (loss) income per Limited
  Partnership Unit                    $     (7.84)    $      2.65    $    (11.87)    $     (1.88)
                                      ============    ============   ============    ============
Weighted average number of
  Limited Partnership Units                39,089          39,939         39,089          39,938
                                      ============    ============   ============    ============
</TABLE>

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

                                        4

<PAGE>

<TABLE>
                               NTS-PROPERTIES VI,
                               ------------------
                         A Maryland Limited Partnership
                         ------------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------
                                   (UNAUDITED)
                                   -----------

<CAPTION>

                                                                      Six Months Ended
                                                                          June 30,
                                                                          --------
                                                                     2000                1999
                                                                     ----                ----

CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
<S>                                                             <C>                 <C>
Net loss                                                        $  (468,633)        $    (75,743)
Adjustment to reconcile net loss to net cash provided by
  operating activities:
    Loss on disposal of assets                                      137,831              234,539
    Gain on sale of assets                                           (5,188)                  --
    Depreciation and amortization                                 1,122,719              908,756
    Changes in assets and liabilities:
      Cash and equivalents - restricted                             (99,011)             (85,398)
      Accounts receivable                                            70,989               (9,657)
      Other assets                                                   (4,066)             (47,517)
      Accounts payable                                             (727,356)             222,299
      Security deposits                                              12,581              (12,077)
      Other liabilities                                             261,119              294,428
                                                                ------------         ------------
     Net cash provided by operating activities                      300,985            1,429,630
                                                                ------------         ------------
CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
Additions to land, buildings, and amenities                      (2,045,357)          (4,087,251)
Proceeds from sale of assets                                          8,736                   --
                                                                ------------         ------------
     Net cash used in investing activities                       (2,036,621)          (4,087,251)
                                                                ------------         ------------
CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
Principal payments on mortgages and note payable                   (632,409)          (1,061,467)
Proceeds from mortgage loan                                       2,853,282            4,283,395
Cash distributions                                                       --             (203,100)
Repurchase of Limited Partnership Units                                  --             (262,500)
Cash and equivalents - restricted                                   (38,000)              87,500
Additions to loan costs                                             (86,032)                  --
                                                                ------------         ------------
    Net cash provided by financing activities                     2,096,841            2,843,828
                                                                ------------         ------------
    Net increase in cash and equivalents                            361,205              186,207

CASH AND EQUIVALENTS, beginning of period                                --              362,822
                                                                ------------         ------------
CASH AND EQUIVALENTS, end of period                             $   361,205          $   549,029
                                                                ============         ===========
Interest paid on a cash basis                                   $ 1,309,912          $   963,459
                                                                ============         ============
</TABLE>

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

                                        5

<PAGE>

                               NTS-PROPERTIES VI,
                               ------------------
                         A Maryland Limited Partnership
                         ------------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------

The unaudited financial statements included herein should be read in conjunction
with the Partnership's  1999 Form 10-K as filed with the Securities and Exchange
Commission  on March 29,  2000.  In the  opinion  of the  General  Partner,  all
adjustments (only consisting of normal recurring  accruals) necessary for a fair
presentation have been made to the accompanying financial statements for the six
months ended June 30, 2000 and 1999.

1.   Use of Estimates in the Preparation of Financial Statements
     -----------------------------------------------------------

     The  preparation  of financial  statements  in  conformity  with  Generally
     Accepted  Accounting   Principles  ("GAAP")  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.

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

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

3.   Reclassifications of 1999 Financial Statements
     ----------------------------------------------

     Certain  reclassifications  have been made to the June 30,  1999  financial
     statements   to  conform   with  June  30,  2000   classifications.   These
     reclassifications have no effect on previously reported operations.

4.   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 in  accordance  with the loan  agreements,  and  funds
     reserved by the Partnership for the purchase of Limited  Partnership  Units
     through tender offers (See Notes to Financial Statements - Note 7).

5.   Basis of Property and Depreciation
     ----------------------------------

     Land,   buildings  and  amenities  are  stated  at  historical  cost,  less
     accumulated  depreciation,  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


                                        6

<PAGE>

5.   Basis of Property and Depreciation - Continued
     ----------------------------------------------

     estimated  useful  lives of the  assets  which  are  10-30  years  for land
     improvements,  7-30 years for  buildings 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 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
     periods ended June 30, 2000 and 1999 did not result in any impairment loss.

6.   Mortgages and Note Payable
     --------------------------

     Mortgages and note payable consist of the following:


                                                          June 30,  December 31,
                                                           2000        1999
                                                           ----        ----

     Mortgage payable with an insurance company,
     bearing interest at 7.74%, due October 15, 2012,
     secured by certain land, buildings and amenities.  $11,922,346  $11,186,637

     Mortgage payable with an insurance company,
     bearing interest at 7.43%, until February 2, 2000
     when the loan was refinanced.  The interest rate
     after February 2, 2000 is 7.57%, due May 15,
     2009, secured by certain land, buildings and
     amenities.                                           8,773,857    7,677,179

     Mortgage payable with an insurance company,
     bearing interest at 7.32%, due October 15, 2012,
     secured by certain land, buildings and amenities.    7,581,877    7,767,882

     Mortgage payable to a bank, currently bearing
     interest at the Euro-Rate plus 225 basis points,
     due June 23, 2002, secured by certain land,
     buildings and amenities.  At June 30, 2000, the
     interest rate was approximately 8.875%.              3,000,000    2,298,001

     Mortgage payable with an insurance company,
     bearing interest at 7.38%, due December 5, 2012,
     secured by certain land, buildings and amenities.    2,537,392    2,598,146

     Mortgage payable with an insurance company,
     bearing interest at 7.38%, due December 5, 2012,
     secured by certain land, buildings and amenities.    1,691,594    1,732,098



                            (Continued on next page)


                                        7

<PAGE>

6.   Mortgages and Note Payable - Continued
     --------------------------------------

                                                         June 30,   December 31,
                                                           2000        1999
                                                           ----        ----
     Note payable to a bank, bearing interest at the
     Prime Rate + 1%, due June 14, 2001, secured by
     certain land, buildings and amenities.
     At June 30, 2000, the interest rate was 10.50%.  $    26,250    $    52,500
                                                      -----------    -----------

                                                      $35,533,316    $33,312,443
                                                      ===========    ===========

     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 $34,928,000.

     The mortgage payable with an outstanding  balance of $11,922,346 as of June
     30, 2000,  has an  additional  availability  of $231,144.  The proceeds are
     being used to fund the construction of Park Place Apartments Phase III (See
     Notes to Financial Statements - Note 9).

     On February 2, 2000, the Partnership  obtained additional  financing in the
     amount of $1,369,064 by  refinancing  an existing loan secured by the land,
     buildings and amenities of Golf Brook Apartments.  The refinancing resulted
     in an increase in the interest rate from 7.43% to 7.57%.  The maturity date
     remained the same (May 15, 2009).

     On May 17,  2000,  the  Partnership  obtained  additional  financing in the
     amount of $500,000 by amending the mortgage  note for  Plainview  Point III
     Office Center. The amendment  increased the monthly payment from $31,000 to
     $37,000. The interest rate and the maturity date remained the same.

     On June 22, 2000, the Partnership  submitted an application with a mortgage
     company for a first mortgage loan commitment in the amount of $3,200,000 to
     be  secured  by land and  buildings  known as  Plainview  Point III  Office
     Center.  The mortgage would be for a term of 10 years with an interest rate
     of 8.375%,  amortized over 20 years.  If the  application is approved,  the
     Partnership  will  use the  proceeds  to pay off the  present  mortgage  of
     $3,000,000 on Plainview Point III Office Center.

7.   Tender Offer
     ------------

     On March 24,  2000,  the  Partnership  and ORIG,  LLC, an  affiliate of the
     Partnership  (the  "Offerors"),  filed a tender offer (the  "Fourth  Tender
     Offer") with the  Securities and Exchange  Commission,  commencing on March
     27, 2000, to purchase up to 200 of the  Partnership's  Limited  Partnership
     Units  at a price of $380  per  Unit as of the  date of the  Fourth  Tender
     Offer.   Approximately   $94,000   ($76,000  to  purchase  200  Units  plus
     approximately $18,000 for expenses associated with the Fourth Tender Offer)
     is required to purchase all 200 Units.  The Fourth Tender Offer stated that
     the  Partnership  will purchase the first 100 Units  tendered and will fund
     its  purchase  and  its  portion  of  the  expenses  from  cash  flow  from
     operations.  If more than 100 Units are tendered,  ORIG, LLC. will purchase
     up to an additional  100 Units.  If more than 200 Units are  tendered,  the
     Offerors  may choose to acquire the  additional  Units on a pro rata basis.
     Units that are acquired by the Partnership will be retired.  Units that are
     acquired by

                                        8

<PAGE>

7.   Tender Offer- Continued
     -----------------------

     ORIG,  LLC.  will  be  held  by it.  The  General  Partner,  NTS-Properties
     Associates  VI, does not intend to  participate in the Fourth Tender Offer.
     The Fourth Tender Offer was scheduled to expire on June 27, 2000.

     On June 23, 2000, the  Partnership  filed an amendment to the Fourth Tender
     Offer  with  the   Securities  and  Exchange   Commission.   The  amendment
     supplements  and amends the Fourth  Tender  Offer to extend the  expiration
     date to August 15, 2000 and to expand the definition of Offerors to include
     Mr. J.D.  Nichols and Mr. Brian F. Lavin,  each an affiliate of the issuer.
     As of the date of this filing, 3,164 Units have been tendered.

8.   Related Party Transactions
     --------------------------

     Pursuant to an agreement with the Partnership,  property management fees of
     $259,440  and  $244,514  for the six months  ended June 30,  2000 and 1999,
     respectively,  were paid to NTS  Development  Company,  an affiliate of the
     General  Partner.  The  fee  is  equal  to  5% of  gross  revenues  of  the
     residential  properties  and 6% of the  gross  revenues  of the  commercial
     property.  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 maintenance fees of $29,118 and $14,870
     paid during the six months ended June 30, 2000 and 1999, respectively.  The
     Partnership  was also charged the  following  amounts from NTS  Development
     Company  for the six  months  ended June 30,  2000 and 1999,  respectively.
     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.

                                                Six Months Ended
                                                   June 30,
                                                   --------
                                            2000                1999
                                            ----                ----

     Administrative                      $  302,416         $  252,069
     Property Management                    438,199            387,672
     Leasing                                 86,848            137,148
     Construction Management                 68,752            245,625
     Other                                    5,688             11,054
                                        -----------         ----------
                                        $   901,903         $1,033,568
                                        ===========         ==========

     On February 7, 2000, ORIG, LLC. (the  "Affiliate")  purchased  Interests in
     the  Partnership  pursuant to an Agreement,  Bill of Sale and Assignment by
     and  among  the  Affiliate  and  four  investors  in the  Partnership.  The
     Affiliate   purchased  675  Interests  in  the   Partnership  for  a  total
     consideration  of $281,128 or an average  price of $416 per  Interest.  The
     Affiliate  paid  these   investors  a  premium  above  the  purchase  price
     previously  offered for Interests  pursuant to prior tender offers  because
     this  purchase  allowed the  Affiliate to purchase  substantial  numbers of
     Interests without incurring the significant expenses involved with a tender
     offer and multiple transfers.


                                        9

<PAGE>

9.   Commitments and Contingencies
     -----------------------------

     The  Partnership,  as an  owner  of real  estate,  is  subject  to  various
     environmental  laws of federal  and local  governments.  Compliance  by the
     Partnership with existing laws has not had a material adverse effect on the
     Partnership's  financial condition and results of operations.  However, the
     Partnership cannot predict the impact of new or changed laws or regulations
     on its  current  properties  or on  properties  that it may  acquire in the
     future.

     The Partnership does not believe there is any litigation threatened against
     the Partnership other than routine  litigation  arising out of the ordinary
     course of business  some of which is  expected to be covered by  insurance,
     none of which is  expected  to have a material  effect on the  consolidated
     financial statements of the Partnership except as discussed herein.

     The Partnership  began the  construction of Park Place Apartments Phase III
     (152 units) during 1999 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  construction  cost of the  project  will be
     $11,200,000.  Construction  costs  will  be  funded  by  loan  proceeds  of
     $7,200,000  from a mortgage  loan obtained  during 1997 and cash  reserves.
     Through  June  30,  2000,  approximately  $11,114,000  of the cost has been
     incurred.

     As of June 30, 2000, all 13 buildings  (152 apartment  units) at Park Place
     Apartments  Phase III have been  certified  for  occupancy.  As a result of
     units being turned over,  all  construction  costs  incurred as of June 30,
     2000, approximately  $11,114,000,  have been reclassed from construction in
     progress to land, buildings and amenities, net.

     The  Partnership  plans to replace the roofs at both Willow Lake Apartments
     (26  buildings)  and Park Place  Apartments  Phase I (24  buildings) all of
     which were installed using shingles produced by a single manufacturer.  The
     shingles appear to contain defects which may cause the roofs to fail before
     the end of their expected  useful lives. As the  manufacturer  has declared
     bankruptcy,  the  Partnership  does not expect to be able to recover any of
     the  costs  of  the  roof  replacements.  The  Partnership  does  not  have
     sufficient working capital to make all of the roof replacements at once and
     intends to make the  replacements  over the next 36 months.  As of June 30,
     2000, four buildings at Willow Lake Apartments have had roofs replaced. The
     total cost of replacing all the remaining roofs is estimated to be $920,000
     ($20,000 per building).

     The roof  replacements  discussed  above  will be  managed  by the  General
     Partner via funds from operations or additional  borrowings  secured by the
     Partnership's properties. There can be no guarantee that such funds will be
     available  at which  time the  General  Partner  will  manage the demand on
     liquidity according to the best interest of the Partnership.

     The Partnership has been sued by Elder Construction and Associates, Inc. in
     Jefferson Circuit Court,  Louisville,  Kentucky,  in a lawsuit styled Elder
                                                                           -----
     Construction  &  Associates,  Inc.  V. NTS  Development  Company,  Frontier
     ---------------------------------------------------------------------------
     Insurance Company,  NTS-Properties VI, a Maryland limited partnership,  NTS
     ---------------------------------------------------------------------------
     Properties Associates VI, and NTS Capital Corporation. All of the named NTS
     ------------------------------------------------------
     entities are represented by Middleton and Reutlinger, a local law firm.

                                       10

<PAGE>

9.   Commitments and Contingencies - Continued
     -----------------------------------------

     Elder  Construction was hired to be the framing  subcontractor with respect
     to certain improvements at Phase III of Park Place Apartments in Lexington,
     Kentucky.  After being  removed from the job for its failure to provide its
     services in a professional,  diligent and workmanlike  manner,  a complaint
     was filed on behalf of Elder Construction in November 1999, alleging, inter
                                                                           -----
     alia,  breach of contract.  The complaint  requested  judgement against the
     ----
     defendants in the amount of $233,122 plus interest and other relief against
     the defendants.

     The Partnership and the other  defendants have answered the complaint,  and
     have asserted  counterclaims  against the plaintiff for, inter alia, breach
                                                              ----------
     of contract.  Discovery is proceeding, but because the case is in the early
     discovery  phase an outcome cannot be predicted at present.  The principals
     of the NTS  defendants  have  indicated  that  the  suit  brought  by Elder
     Construction  is without merit and will be vigorously  defended,  including
     the   prosecution  by  the  defendants  of   counterclaims   against  Elder
     Construction.  No  amounts  have  been  provided  for in  the  accompanying
     statements regarding this matter.

10.  Segment Reporting
     -----------------

     The Partnership's  reportable  operating  segments include  residential and
     commercial real estate operations. The residential operations represent the
     Partnership's   ownership  and  operating  results  relative  to  apartment
     complexes  known as Willow Lake,  Park Place Phase I, Park Place Phase III,
     Sabal  Park  and  Golf  Brook.  The  commercial  operations  represent  the
     Partnership's   ownership  and  operating   results  relative  to  suburban
     commercial office space known as Plainview Point III Office Center.

     The financial information of the operating segments has been prepared using
     a management  approach,  which is  consistent  with the basis and manner in
     which the Partnership's management internally reports financial information
     for  the  purposes  of  assisting  in  making  operating   decisions.   The
     Partnership  evaluates  performance based on stand-alone  operating segment
     net income.














                                       11

<PAGE>

10.  Segment Reporting - Continued
     -----------------------------

<TABLE>
                                             Three Months Ended June 30, 2000
                                             --------------------------------

                                           Residential  Commercial     Total
                                           -----------  ----------     -----
<CAPTION>

<S>                                         <C>         <C>         <C>
Rental income                               $2,369,006  $  198,792  $2,567,798
Interest and other income                        6,614         345       6,959
                                            ----------  ----------  ----------
      Total net revenues                    $2,375,620  $  199,137  $2,574,757
                                            ----------  ----------  ----------
Operating expense and operating expenses -
  affiliated                                $  915,511  $   82,030  $  997,541
Loss on disposal of assets                     134,539       3,220     137,759
Management fees                                120,714      11,997     132,711
Real estate taxes                              230,560       8,243     238,803
Interest expense                               217,127          --     217,127
Depreciation and amortization                  495,160      48,582     543,742
                                            ----------  ----------  ----------
     Total expenses                         $2,113,611  $  154,072  $2,267,683
                                            ----------  ----------  ----------
      Net income                            $  262,009  $   45,065  $  307,074
                                            ==========  ==========  ==========

</TABLE>

<TABLE>


                                              Three Months Ended June 30, 1999
                                              --------------------------------

                                           Residential   Commercial     Total
                                           -----------   ----------     -----
<CAPTION>

<S>                                          <C>         <C>         <C>
Rental income                                $2,218,652  $  185,870  $2,404,522
Interest and other income                         7,173         690       7,863
                                             ----------  ----------  ----------
      Total net revenues                     $2,225,825  $  186,560  $2,412,385
                                             ----------  ----------  ----------
Operating expenses and operating expenses -
  affiliated                                 $  605,384  $   81,374  $  686,758
Loss on disposal of assets                      218,497          --     218,497
Management fees                                 114,398       9,998     124,396
Real estate taxes                               195,037       8,274     203,311
Depreciation and amortization                   385,967      39,209     425,176
                                             ----------  ----------  ----------
     Total expenses                          $1,519,283  $  138,855  $1,658,138
                                             ----------  ----------  ----------
     Net Income                              $  706,542  $   47,705  $  754,247
                                             ==========  ==========  ==========

</TABLE>









                                       12

<PAGE>

10.  Segment Reporting - Continued
     -----------------------------

<TABLE>
                                                Six Months Ended June 30, 2000
                                                ------------------------------

                                            Residential  Commercial    Total
                                            -----------  ----------    -----
<CAPTION>

<S>                                          <C>         <C>         <C>
Rental income                                $4,633,700  $  385,559  $5,019,259
Interest and other income                        17,659       1,034      18,693
Gain on sale of assets                            5,188          --       5,188
                                             ----------  ----------  ----------
     Total net revenues                      $4,656,547  $  386,593  $5,043,140
                                             ----------  ----------  ----------
Operating expenses and operating expenses -
  affiliated                                 $1,769,108  $  163,112  $1,932,220
Loss on disposal of assets                      134,611       3,220     137,831
Interest expense                                436,253          --     436,253
Management fees                                 235,977      23,463     259,440
Real estate taxes                               480,048      16,486     496,534
Depreciation and amortization                   961,502      95,294   1,056,796
                                             ----------  ----------  ----------
     Total expenses                          $4,017,499  $  301,575  $4,319,074
                                             ----------  ----------  ----------
     Net income                              $  639,048  $   85,018  $  724,066
                                             ==========  ==========  ==========

</TABLE>

<TABLE>


                                               Six Months Ended June 30, 1999
                                               ------------------------------

                                            Residential  Commercial     Total
                                            -----------  ----------     -----
<CAPTION>

<S>                                          <C>         <C>         <C>
Rental income                                $4,363,339  $  365,635  $4,728,974
Interest and other income                        13,790       1,002      14,792
                                             ----------  ----------  ----------
      Total net revenue                      $4,377,129  $  366,637  $4,743,766
                                             ----------  ----------  ----------
Operating expenses and operating expenses -
  affiliated                                 $1,656,326  $  164,517  $1,820,843
Loss on disposal of assets                      234,539          --     234,539
Management fees                                 221,786      22,728     244,514
Real estate taxes                               390,073      16,548     406,621
Depreciation and amortization                   768,783      76,382     845,165
                                             ----------  ----------  ----------
     Total expenses                          $3,271,507  $  280,175  $3,551,682
                                             ----------  ----------  ----------
     Net income                              $1,105,622  $   86,462  $1,192,084
                                             ==========  ==========  ==========

</TABLE>









                                       13

<PAGE>

10.  Segment Reporting - Continued
     -----------------------------

     A reconciliation  of the totals reported for the operating  segments to the
     applicable  line items in the  consolidated  financial  statements  for the
     three months and six months ended June 30, 2000 and 1999 is necessary given
     amounts  recorded  at  the  Partnership  level  and  not  allocated  to the
     operating properties for internal reporting purposes.

<TABLE>

                                                Three Months Ended June 30,
                                                ---------------------------
                                                  2000            1999
                                                  ----            ----
<CAPTION>

NET REVENUES
------------
<S>                                             <C>            <C>
Total revenues for reportable segments          $ 2,574,757    $ 2,412,385
Other income for Partnership                          7,033          4,537
                                                -----------    -----------
     Total net revenues                         $ 2,581,790    $ 2,416,922
                                                ===========    ===========

INTEREST EXPENSE
----------------
Interest expense for reportable segments        $   217,127    $        --
Interest expense for Partnership                    454,033        486,060
                                                -----------    -----------
     Total interest expense                     $   671,160    $   486,060
                                                ===========    ===========

DEPRECIATION AND AMORTIZATION
-----------------------------
Total depreciation and amortization
for reportable segments                         $   543,742    $   425,176
Depreciation and amortization for Partnership        33,191         31,795
                                                -----------    -----------
     Total depreciation and amortization        $   576,933    $   456,971
                                                ===========    ===========


NET INCOME (LOSS)
-----------------
Total net income for reportable segments        $   307,074    $   754,247
Net loss for Partnership                           (426,120)      (336,599)
Eliminations                                       (190,519)      (310,699)
                                                -----------    -----------
     Total net (loss) income                    $  (309,565)   $   106,949
                                                ===========    ===========

</TABLE>
















                                       14

<PAGE>

10.  Segment Reporting - Continued
     -----------------------------

<TABLE>
                                                 Six Months Ended June 30,
                                                 -------------------------
                                                  2000            1999
                                                  ----            ----
<CAPTION>

NET REVENUES
------------
<S>                                                     <C>            <C>
Total revenues for reportable segments          $ 5,043,140    $ 4,743,766
Other income for Partnership                          7,613          5,126
                                                -----------    -----------
     Total consolidated net revenues            $ 5,050,753    $ 4,748,892
                                                ===========    ===========
INTEREST EXPENSE
----------------
Interest expense for reportable segments        $   436,253    $        --
Interest expense for Partnership                    867,451        958,371
                                                -----------    -----------
     Total interest expense                     $ 1,303,704    $   958,371
                                                ===========    ===========
DEPRECIATION AND AMORTIZATION
-----------------------------
Total depreciation and amortization
for reportable segments                         $ 1,056,796    $   845,165
Depreciation and amortization for Partnership        65,923         63,591
                                                -----------    -----------
     Total depreciation and amortization        $ 1,122,719    $   908,756
                                                ===========    ===========
NET INCOME (LOSS)
-----------------
Total net income for reportable segments        $   724,066    $ 1,192,084
Net loss for Partnership                           (664,244)      (771,388)
Eliminations                                       (528,455)      (496,439)
                                                -----------    -----------
     Total net loss                             $  (468,633)   $   (75,743)
                                                ===========    ===========
</TABLE>


11.  Recent Accounting Pronouncement
     -------------------------------

     The  Emerging  Issues  Task  Force  ("EITF")  of the  Financial  Accounting
     Standards  Board  ("FASB")  has  reached a  consensus  on Issue  No.  00-1,
     "Applicability  of the Pro Rata Method of  Consolidation  to Investments in
     Certain  Partnerships  and Other  Unincorporated  Joint Ventures." The EITF
     reached  a  consensus  that  a  proportionate   gross  financial  statement
     presentation   (referred  to  as   "proportionate   consolidation"  in  the
     Partnership's  1999  Form  10-K  Notes  to  Financial  Statements)  is  not
     appropriate for an investment in an  unincorporated  legal entity accounted
     for by the equity  method of  accounting,  unless the investee is in either
     the  construction  industry  or an  extractive  industry  where  there is a
     longstanding practice of its use.

     The  consensus is  applicable to financial  statements  for annual  periods
     ending  after  June  15,  2000.  Upon  application  of the  consensus,  all
     comparative  financial  statements  shall be restated  to conform  with the
     consensus.  The  application  of  this  consensus  will  not  result  in  a
     restatement  of  previously   reported   partners'  equity  or  results  of
     operations,  but will result in a recharacterization or reclassification of
     certain financial  statements'  captions and amounts. The Partnership plans
     to restate its financial  statements using the equity method to account for
     its joint venture investments for the year ending December 31, 2000.



                                       15

<PAGE>

12.  Subsequent Events
     -----------------

     On July 14, 2000, a  settlement  agreement  relative to a class action suit
     was executed in a claim the  Partnership had against  Masonite  Corporation
     for defective hardboard siding installed at Golf Brook Apartments. Masonite
     Corporation  settled on 15 of 19 buildings at Golf Brook  Apartments  for a
     total of approximately $253,700. An agreement has not been reached, at this
     time for the remaining four buildings.

     On  July  19,  2000,  there  was a fire  at Golf  Brook  Apartments.  Eight
     apartment units sustained fire and/or smoke damage.  The Partnership has an
     insurance  deductible  of $5,000 and has filed a claim  with its  insurance
     company.  At this time,  it is unknown  how much it will cost to repair the
     eight apartment units.

                                       16

<PAGE>

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         -----------------------------------------------------------------------
         of Operations
         -------------

Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations  ("MD&A") is  structured  in four major  sections.  The first section
provides  information  related to  occupancy  levels and rental and other income
generated  by the  Partnership's  properties.  The  second  analyzes  results of
operations on a consolidated basis. The final sections address consolidated cash
flows and  financial  condition.  A  discussion  of  certain  market  risks also
follows.  MD&A should be read in  conjunction  with the Financial  Statements in
Item 1 and the Cautionary Statements below.

Cautionary Statements
---------------------

Some  of  the  statements  included  in  this  Item 2 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 MD&A, 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  liquidity,  capital  resources and results of operations are
subject to a number of risks and uncertainties including, but not limited to the
following:  the ability of the  Partnership  to achieve  planned  revenues;  the
ability of the Partnership to make payments due under its debt  agreements;  the
ability of the  Partnership  to negotiate  and  maintain  terms with vendors and
service providers for operating expenses;  competitive  pressures from the other
real estate  companies,  including large  commercial and residential real estate
companies,  which may  affect  the nature  and  viability  of the  Partnership's
business  strategy;  trends in the economy as a whole which may affect  consumer
confidence and demand for the types of rental property held by the  Partnership;
the  ability of the  Partnership  to predict  the  demand  for  specific  rental
properties;  the  ability  of the  Partnership  to attract  and retain  tenants;
availability  and costs of management and labor employed;  real estate occupancy
and  development  costs,   including  the  substantial  fixed  investment  costs
associated with renovations  necessary to obtain new tenants and retain existing
tenants;  and the risk of a major commercial  tenant defaulting on its lease due
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.


                                       17

<PAGE>

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

The occupancy levels at Partnership's properties as of June 30 were as follows:


                                                       Six Months Ended June 30,
                                                       -------------------------
                                                        2000 (1)        1999
                                                        --------        ----
Wholly-owned Properties
-----------------------

Sabal Park Apartments                                    98%           96%
Park Place Apartments Phase I (2)                        83%           92%
Willow Lake Apartments                                   97%           78%
Park Place Apartments Phase III (3)                      27%           N/A

Property Owned in Joint Venture with NTS-Properties IV
------------------------------------------------------
(Ownership % at June 30, 2000)
------------------------------

Golf Brook Apartments (96.03%)                           94%           89%
Plainview Point III Office Center (95.04%)               91%           91%

(1)  Current occupancy levels are considered  adequate to continue  operation of
     all the underlying  properties except Park Place Apartments Phase III. Park
     Place Apartments  Phase III is currently  undergoing an effort to lease the
     recently completed apartments.
(2)  In the opinion of the General Partner of the  Partnership,  the decrease in
     occupancy  is  only a  temporary  fluctuation  and  does  not  represent  a
     permanent downward occupancy trend.
(3)  On May 19, 2000, the last building at Park Place  Apartments  Phase III was
     certified for occupancy. As of June 30, 2000, there are 152 apartment units
     available for lease of which 41 are occupied. There were no apartment units
     certified for occupancy as of June 30, 1999.

The average  occupancy levels at the  Partnership's  properties during the three
months and six months ended June 30 were as follows:


                                                 Three Months      Six Months
                                                    Ended            Ended
                                                   June 30,         June 30,
                                                   --------         --------
                                                2000     1999    2000     1999
                                                ----     ----    ----     ----

Wholly-owned Properties
-----------------------

Sabal Park Apartments                            96%      96%     97%      96%
Park Place Apartments Phase I (1)                86%      89%     86%      86%
Willow Lake Apartments                           93%      78%     90%      77%
Park Place Apartments Phase III (2)              N/A      N/A     N/A      N/A

Property Owned in Joint Venture
-------------------------------
with NTS-Properties IV
----------------------
(Ownership % at June 30, 2000)
------------------------------

Golf Brook Apartments (96.03%) (1)               91%      93%     92%      94%
Plainview Point III Office Center (95.04%) (1)   90%      89%     88%      90%

(1)  In the opinion of the General Partner of the  Partnership,  the decrease in
     average occupancy is only a temporary  fluctuation and does not represent a
     permanent downward occupancy trend.
(2)  Average occupancy is not applicable for Park Place Apartments Phase III due
     to the fact that units were  turned  over for  leasing at  different  times
     during the three months and six months  ended June 30, 2000.  There were no
     apartment  units  available  for  leasing  during the three  months and six
     months ended June 30, 1999.

                                       18

<PAGE>

Results and Operations - Continued
----------------------------------

Rental and other income generated by the Partnership's  properties for the three
months and six months ended June 30, 2000 and 1999 were as follows:


                                       Three Months Ended      Six Months Ended
                                             June 30,             June 30,
                                             --------             --------

                                         2000       1999      2000        1999
                                         ----       ----      ----        ----

Wholly-owned Properties
-----------------------

Sabal Park Apartments                $  494,950 $  472,145 $  972,805 $  931,783
Park Place Apartments Phase I        $  462,383 $  463,875 $  910,122 $  900,082
Willow Lake Apartments               $  602,011 $  555,069 $1,164,932 $1,091,800
Park Place Apartments Phase III      $  111,404     N/A    $  173,829     N/A

Property Owned in Joint Venture with
------------------------------------
NTS-Properties IV
-----------------
(Ownership % at June 30, 2000)
------------------------------

Golf Brook Apartments (96.03%)       $  704,872 $  734,736 $1,434,859 $1,453,464
Plainview Point III
Office Center (95.04%)               $  199,137 $  186,560 $  386,593 $  366,637

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

The following is an analysis of material  changes in results of  operations  for
the periods  ending  June 30, 2000 and 1999.  Items that did not have a material
impact on operations  for the periods  listed above have been excluded from this
discussion.

Rental income increased  approximately $163,300 or 7% and $290,300 or 6% for the
three months and six months ended June 30,  2000,  respectively,  as compared to
the same periods in 1999.  The increase in rental  income was primarily a result
of rental  income  collected  at Park  Place  Apartments  Phase III (Park  Place
Apartments  Phase III was not in operation during the three months or six months
ended June 30, 1999),  increased average occupancy at Willow Lake Apartments and
increased  rental  rates at  Plainview  Point III  Office  Center and Sabal Park
Apartments.  The increase is partially offset by decreased  average occupancy at
Golf Brook Apartments.

Period-ending occupancy percentages represent occupancy only on a specific date;
therefore,  the above analysis considers average occupancy  percentages that are
representative of the entire year's results.

Operating expenses increased  approximately $290,200 or 77% for the three months
ended June 30, 2000,  as compared to the same period in 1999,  primarily  due to
the following:  1) expenses  incurred by Park Place  Apartments  Phase III (Park
Place  Apartments  Phase III was not in operation  during the three months ended
June 30, 1999) mainly for  advertising,  landscaping  and utility  expenses,  2)
increased   repairs  and  maintenance  costs  at  Sabal  Park  Apartments  (wood
replacement,   painting  and  appliances)  and  Golf  Brook   Apartments   (wood
replacement, painting, heating and air conditioning repairs, and floor covering)
and 3)  increased  advertising  costs at Willow Lake  Apartments  and Golf Brook
Apartments. The increase is partially offset by: 1)decreased landscaping

                                       19

<PAGE>

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

at Park  Place  Apartments  Phase I,  Willow  Lake  Apartments  and  Sabal  Park
Apartments,  2) decreased  signage at Plainview  Point III Office  Center and 3)
decreased utilities at Willow Lake Apartments.

Operating  expenses  increased  approximately  $91,200  or 8% for the six months
ended June 30, 2000,  as compared to the same period in 1999,  primarily  due to
the following:  1) expenses  incurred by Park Place  Apartments  Phase III (Park
Place Apartments Phase III was not in operation during the six months ended June
30, 1999),  2) increased  advertising  at Willow Lake  Apartments and Golf Brook
Apartments,  3) increased repairs and maintenance costs at Park Place Apartments
Phase I (wood  replacement),  Sabal Park Apartments  (appliances and heating and
air conditioning expenses), and at Willow Lake Apartments (interior painting and
repairs and floor  covering) and 4) increased  amortization  of prepaid  leasing
commissions  at  Plainview  Point III Office  Center.  The increase is partially
offset by: 1)  decreased  landscaping  at Sabal Park  Apartments  and Park Place
Apartments  Phase I, 2) decreased  signage at Plainview  Point III Office Center
and 3)  decreased  employee  training  at Sabal Park  Apartments  and Golf Brook
Apartments.

Operating  expenses  -  affiliated  increased  approximately  $20,600  or 7% and
$20,200  or 3% for the  three  months  and  six  months  ended  June  30,  2000,
respectively,  as  compared  to the same  periods in 1999.  The  increases  were
primarily a result of expenses incurred by Park Place Apartments Phase III (Park
Place  Apartments  Phase III was not in operation during the three or six months
ended  June 30,  1999)  and  increased  overhead  costs and  personnel  costs at
Plainview Point III Office Center due to changes in allocation of the costs. The
increase is partially offset by decreased overhead costs allocated at Park Place
Apartments Phase I, Willow Lake Apartments and Golf Brook Apartments.  Operating
expenses - affiliated are expenses incurred for services  performed by employees
of NTS Development Company, an affiliate of the General Partner.

The 2000 loss on disposal of assets can be attributed  to Golf Brook  Apartments
and Sabal Park Apartments.  The loss is a result of the retirement of assets due
to the renovation of the clubhouses.

The 1999 loss on disposal of assets can be attributed  to Sabal Park  Apartments
and Golf  Brook  Apartments.  The loss is the  result of a  signage  replacement
project at Sabal Park  Apartments and a exterior wood  replacement  and painting
project at Sabal Park Apartments and Golf Brook Apartments.

Interest expense increased approximately $185,100 or 38% and $345,300 or 36% for
the three months and six months ended June 30, 2000,  respectively,  as compared
to the same periods in 1999, as a result of the Partnership's increased mortgage
debt.  The  increase  is also due to  interest  capitalized  on the  Park  Place
Apartments Phase III construction  decreasing from approximately $97,000 for the
six months ended June 30, 1999, to approximately  $25,600 for the same period in
2000. This reduction in capitalized interest has effectively  increased interest
expense for the three months and six months ended June 30, 2000,  as compared to
the same  periods in 1999.  The  increase in debt level is  partially  offset by
continued principal payments.


                                       20

<PAGE>

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

Real estate taxes increased  approximately $35,500 or 17% and $89,900 or 22% for
the three months and six months ended June 30, 2000,  respectively,  as compared
to the same  periods in 1999,  primarily as a result of the  following:  1) real
estate taxes for Park Place Apartment Phase III (Park Place Apartments Phase III
was not in operation during the three months or six months ended June 30, 2000),
2)  increased  estimated  property  taxes  for  Willow  Lake  Apartments  and 3)
increased assessments at Golf Brook Apartments and Sabal Park Apartments.

Professional and administrative  expenses decreased approximately $24,100 or 30%
and  $23,600 or 17% for the three  months and six  months  ended June 30,  2000,
respectively,  as compared  to the same  periods in 1999.  This  decrease is due
primarily  to  decreased  legal fees in  relation  to tender  offers and general
services.

Professional and administrative  expenses - affiliated  increased  approximately
$26,500 or 48% and $39,600 or 35% for the three months and six months ended June
30, 2000, respectively,  as compared to the same periods in 1999, primarily as a
result of increased finance and accounting salary costs due to changes in staff.
Professional and administrative  expenses - affiliated are expenses incurred for
services performed by employees of NTS Development  Company, an affiliate of the
General Partner.

Depreciation expense increased approximately $120,000 or 26% and $214,000 or 24%
for the three  months  and six  months  ended June 30,  2000,  respectively,  as
compared to the same periods in 1999, primarily as a result of the following: 1)
capitalization  of  Park  Place  Apartments  Phase  III's   construction   costs
(approximately  $11,114,000),  2) tenant finish and common area  replacements at
Plainview  Point  III  Office  Center,  net  of  retirements,  and  3)  building
improvements and fitness center  renovation  costs, net of retirements,  at Golf
Brook Apartments and Sabal Park Apartments.  The increase is partially offset by
a portion of the original land improvements, building improvements and amenities
at the Partnership's underlying properties becoming fully depreciated.

Consolidated Cash Flows and Financial Condition
-----------------------------------------------

Cash flows provided by (used in):


                                                   Six Months Ended June 30,
                                                   -------------------------
                                                     2000            1999
                                                     ----            ----

Operating activities                            $   300,985      $ 1,429,630
Investing activities                             (2,036,621)      (4,087,251)
Financing activities                              2,096,841        2,843,828
                                                ------------     ------------
     Net increase in cash and equivalents       $   361,205      $   186,207
                                                ============     ============


Net cash provided by operating activities decreased approximately  $1,128,600 or
79% for the six months  ended June 30,  2000,  as compared to the same period in
1999.  The  decrease in net cash  provided by  operating  activities  was driven
primarily by a decrease in accounts payable.

                                       21

<PAGE>

Consolidated Cash Flows and Financial Condition - Continued
-----------------------------------------------------------

The  decrease  in net cash used in  investing  activities  during the six months
ended June 30, 2000,  as compared to the same period in 1999,  was primarily due
to decreased capital  expenditures  (construction of Park Place Apartments Phase
III is in its final stage).

The decrease in net cash provided by financing activities, during the six months
ended June 30, 2000,  as compared to the same period in 1999,  was primarily due
to a decrease in proceeds from  mortgage  loans (there was only one draw made on
the Park Place  Apartments Phase I and III loan during the six months ended June
30, 2000). The decrease is partially offset by decreased cash distributions.

On March 21, 2000, the Partnership  notified its Limited  Partners that it would
be  suspending  distributions  starting  January  1,  2000.  The  suspension  is
necessary due to significant capital  improvements  essential to maintaining the
buildings and facilities  owned by the  Partnership  at Willow Lake  Apartments,
Park Place Apartments Phase I, Sabal Park Apartments and Golf Brook  Apartments.
The  Partnership's  cash  position  will be  evaluated  on an  ongoing  basis to
determine when resumption of distributions is appropriate.

The  Partnership  used cash flow  from  operations  and cash on hand to pay a 1%
(annualized)  distribution  of $201,207  for the six months ended June 30, 1999.
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 table below  presents  that portion of the  distributions  that  represent a
return of capital on a GAAP  basis for the six  months  ended June 30,  2000 and
1999.  These  distributions  were  funded by cash flow  derived  from  operating
activities.

                                  Net              Cash
                                 Loss          Distributions     Return of
                              Allocated          Declared          Capital
                              ---------          --------          -------

Limited Partners:
                 2000       $   (463,947)        $       --       $      --
                 1999            (74,986)           199,195         199,195
General Partner:
                 2000       $     (4,686)        $       --       $      --
                 1999               (757)             2,012           2,012

The demand on future  liquidity  is  anticipated  to increase as a result of the
replacement  of roofs at both Willow Lake  Apartments  (26  buildings)  and Park
Place  Apartments  Phase I (24  buildings)  all of which  were  installed  using
shingles  produced  by a single  manufacturer.  The  shingles  appear to contain
defects  which  may cause the  roofs to fail  before  the end of their  expected
useful lives. As the manufacturer has declared bankruptcy,  the Partnership does
not expect to be able to recover any of the costs of the roof replacements.  The
Partnership  does not have  sufficient  working  capital to make all of the roof
replacements  at once  and  intends  to make the  replacements  over the next 36
months.  As of June 30, 2000,  four buildings at Willow Lake Apartments have had
roofs replaced.  The total cost of replacing the remaining roofs is estimated to
be $920,000 ($20,000 per building).

                                       22

<PAGE>

Consolidated Cash Flows and Financial Condition - Continued
-----------------------------------------------------------

In the next 12 months,  the demand on future  liquidity is also  anticipated  to
increase as the  Partnership  continues  its efforts in the leasing of Plainview
Point III Office  Center.  At this time,  the future  leasing and tenant  finish
costs,  which will be required to renew the  current  leases that expire  during
2000 or obtain new tenants, are unknown.

On  March  24,  2000,  the  Partnership  and  ORIG,  LLC,  an  affiliate  of the
Partnership (the  "Offerors"),  filed a tender offer (the "Fourth Tender Offer")
with the  Securities and Exchange  Commission,  commencing on March 27, 2000, to
purchase up to 200 of the Partnership's  limited partnership Units at a price of
$380 per Unit as of the date of the Fourth Tender Offer.  Approximately  $94,000
($76,000  to  purchase  200  Units  plus  approximately   $18,000  for  expenses
associated  with the Fourth Tender Offer) is required to purchase all 200 Units.
The Fourth Tender Offer stated that the Partnership  will purchase the first 100
Units  tendered and will fund its purchase and its portion of the expenses  from
cash flow from operations.  If more than 100 Units are tendered, ORIG, LLC. will
purchase up to an additional 100 Units. If more than 200 Units are tendered, the
Offerors may choose to acquire the additional  Units on a pro-rata basis.  Units
that are acquired by the Partnership will be retired. Units that are acquired by
ORIG, LLC. will be held by it. The General Partner,  NTS- Properties  Associates
VI, does not intend to participate in the Fourth Tender Offer. The Fourth Tender
Offer was scheduled to expire on June 27, 2000.

On June 23, 2000, the Partnership  filed an amendment to the Fourth Tender Offer
with the  Securities  and Exchange  Commission.  The amendment  supplements  and
amends the Offer to extend the  expiration  date of the Fourth  Tender  Offer to
August 15,  2000 and to expand the  definition  of  Offerors to include Mr. J.D.
Nichols and Mr. Brian F. Lavin,  each an affiliate of the issuer. As of the date
of this filing, 3,164 Units have been tendered.

On July 14,  2000, a  settlement  agreement  relative to a class action suit was
executed  in a claim  the  Partnership  had  against  Masonite  Corporation  for
defective  hardboard  siding  installed  at  Golf  Brook  Apartments.   Masonite
Corporation  settled on 15 of 19 buildings at Golf Brook  Apartments for a total
of approximately  $253,700.  An agreement has not been reached, at this time for
the remaining four buildings.

On July 19, 2000,  there was a fire at Golf Brook  Apartments.  Eight  apartment
units  sustained  fire and/or smoke  damage.  The  Partnership  has an insurance
deductible of $5,000 and has filed a claim with its insurance  company.  At this
time, it is unknown how much it will cost to repair the eight apartment units.

In an effort to continue to improve occupancy at the  Partnership's  residential
properties,  the Partnership has an on-site leasing staff,  who are 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  apartments,  and negotiates lease renewals with current
residents.


                                       23

<PAGE>

Consolidated Cash Flows and Financial Condition - Continued
-----------------------------------------------------------

The leasing and renewal  negotiations for the Partnership's  commercial property
are handled by leasing  agents,  who are employees of NTS  Development  Company,
located in Louisville, Kentucky. The leasing agents 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.  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.


































                                       24
<PAGE>


Item 3.  Quantitative and Qualitative Disclosures About Market Risk
         ----------------------------------------------------------

The Partnership's  primary risk exposure with regard to financial instruments is
changes in interest  rates.  All of the  Partnership's  debt bears interest at a
fixed rate with the exception of the $3,000,000  note payable that bear interest
at the  Euro-Rate  plus 225 basis points and the $26,250 note payable that bears
interest  at the Prime Rate + 1%. At June 30,  2000,  a  hypothetical  100 basis
point  increase  in  interest  rates  would  result  in  approximately   $30,300
additional  annual  interest  expense on the variable rate  mortgages.  The same
increase in interest rates would also result in an approximate $906,300 decrease
in the fair value of debt held by the Partnership.


                                       25

<PAGE>

PART II.          OTHER INFORMATION
                  -----------------

Item 1.           Legal Proceedings
                  -----------------

                  Not applicable.

Item 2.           Changes in Securities
                  ---------------------

                  Not applicable.

Item 3.           Defaults Upon Senior Securities
                  -------------------------------

                  Not applicable.

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

                  Not applicable.

Item 5.           Other Information
                  -----------------

                  Not applicable.

Item 6.           Exhibits and Reports on Form 8-K
                  --------------------------------

                  a)       Exhibits:

                           Exhibit 27.      Financial Data Schedule

                  b)       Reports on Form 8-K:

                           Not applicable.

                                       26

<PAGE>
                                   SIGNATURES
                                   ----------

Pursuant  to the  requirements  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.

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

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



                                       /s/ Gregory A. Wells
                                       -----------------------------------------
                                       Gregory A. Wells
                                       Senior Vice President and
                                       Chief Financial Officer of
                                       NTS Capital Corporation


Date: August 11, 2000

                                       27


<PAGE>