UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                    FORM 10-Q

(Mark One)

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

For the quarterly period ended              June 30, 1999
--------------------------------------------------------------------------------
                                                        OR

[ ]                        TRANSITION REPORT PERSUANT 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 registrants specified in its charter)

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

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

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

                              Not Applicable
--------------------------------------------------------------------------------
               Former name, former address and former fiscal year,
                          if changed since last report

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securites  Exchange Act of 1934 during
the  preceding 12 months,  and (2) has been subject to such filing  requirements
for the past 90 days.

                                                              YES  x   NO_______

Exhibit Index: See page 25
Total Pages: 26


<PAGE>


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

                                                                           Pages
                                                                           -----

                                     PART I

Item 1.     Financial Statements

            Balance Sheets and Statement of Partners' Equity
              as of June 30, 1999 and December 31, 1998                        3

            Statements of Operations
              For the three and six months ended
              June 30, 1999 and 1998                                           4

            Statements of Cash Flows
              For the six months ended June 30, 1999 and 1998                  5

            Notes To Financial Statements                                   6-14

Item 2.     Management's Discussion and Analysis of Financial
              Condition and Results of Operations                          15-23

Item 3. Quantitative and Qualitative Disclosures About Market Risk            24


                                     PART II

1.     Legal Proceedings                                                      25
2.     Changes in Securities                                                  25
3.     Defaults upon Senior Securities                                        25
4.     Submission of Matters to a Vote of Security Holders                    25
5.     Other Information                                                      25
6.     Exhibits and Reports on Form 8-K                                       25

Signatures                                                                    26

                                       2
<PAGE>




PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements
<TABLE>

                               NTS-PROPERTIES VI,
                               ------------------
                         A Maryland Limited Partnership
                         ------------------------------
                BALANCE SHEETS AND STATEMENT OF PARTNERS' EQUITY
                ------------------------------------------------

<CAPTION>

                                                                     As of                              As of
                                                                 June 30, 1999                  December 31, 1998*
                                                                 --------------                 -------------------
ASSETS
------
<S>                                                               <C>                             <C>

Cash and equivalents                                              $    549,029                    $    362,822
Cash and equivalents - restricted                                      443,995                         446,097
Accounts receivable                                                    135,133                         125,474
Land, buildings and amenities, net                                  37,243,595                      37,388,637
Construction in progress                                             7,467,825                       4,363,046
Other assets                                                           525,063                         493,329
                                                                   -----------                     -----------

                                                                  $ 46,364,640                    $ 43,179,405
                                                                   ===========                     ===========
LIABILITIES AND PARTNERS' EQUITY
--------------------------------

Mortgages payable                                                 $ 30,341,108                    $ 27,119,180
Accounts payable - operations                                          298,682                         245,279
Accounts payable - construction                                        435,983                         319,757
Retainage payable                                                      193,950                         141,280
Distributions payable                                                  100,603                         102,497
Security deposits                                                      210,717                         222,794
Other liabilities                                                      381,457                          87,030
                                                                   -----------                     -----------
                                                                    31,962,500                      28,237,817

Commitments and Contingencies

Partners' equity                                                    14,402,140                      14,941,588
                                                                   -----------                     -----------

                                                                  $ 46,364,640                    $ 43,179,405
                                                                   ===========                     ===========


                                                          Limited          General
                                                          Partners         Partner           Total
                                                         --------------------------------------------
PARTNERS' EQUITY
Capital contributions, net of
 offering costs                                          $  40,518,631    $     100       $ 40,518,731
Net income (loss) - prior
 years                                                     (11,749,141)     (70,288)       (11,819,429)
Net income - current year                                      (74,986)        (757)           (75,743)
Cash distributions declared to
 date                                                      (11,809,066)    (119,284)       (11,928,350)
Repurchase of limited
 partnership units                                          (2,293,069)          --         (2,293,069)
                                                          ------------     --------        -----------
Balances at June 30, 1999                                $  14,592,369    $(190,229)      $ 14,402,140
                                                          ============     ========        ===========

*      Reference  is made to the  audited  financial  statements  in the  Annual
       Report on Form 10-K as filed with the Commission on March 31, 1999.

</TABLE>

                                       3

<PAGE>
<TABLE>

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

                            STATEMENTS OF OPERATIONS
                            ------------------------

<CAPTION>

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

                                             1999                1998               1999               1998
                                     -----------------------------------------------------------------------------
<S>                                       <C>                <C>                <C>                <C>

REVENUES:
  Rental income                           $ 2,404,522        $ 2,448,476        $ 4,728,974        $ 4,835,153
  Interest and other income                    12,400             27,028             19,918             61,534
                                           ----------         ----------         ----------         ----------

                                            2,416,922          2,475,504          4,748,892          4,896,687

EXPENSES:
 Operating expenses                           375,599            625,172          1,165,595          1,178,482
 Operating expenses-affiliated                311,160            299,149            653,902            607,542
 Write-off of unamortized land
   improvements and amenities                 218,497             12,599            234,539             12,599
 Interest expense                             486,060            489,725            958,371            981,922
 Management fees                              124,396            126,966            244,514            245,417
 Real estate taxes                            203,311            203,907            406,621            403,820
 Professional and
   administrative expenses                     79,106             39,926            136,458             69,776
 Professional and
   administrative expenses-
   affiliated                                  54,873             66,389            114,533            134,954
 Depreciation and amortization                456,971            446,317            910,102            896,598
                                           ----------         ----------         ----------         ----------

                                            2,309,973          2,310,150          4,824,635          4,531,110
                                           ----------         ----------         ----------         ----------

Net income (loss)                         $   106,949        $   165,354        $   (75,743)       $   365,577
                                           ==========         ==========         ==========         ==========
Net income (loss) allocated
 to the limited partners                  $   105,879        $   163,700        $   (74,986)       $   361,921
                                           ==========         ==========         ==========         ==========

Net income (loss) per limited
partnership unit                          $      2.65        $      3.90        $     (1.88)       $      8.58
                                           ==========         ==========         ==========         ==========

Weighted average number of
limited partnership units                      39,939             41,999             39,938             42,181
                                           ==========         ==========         ==========         ==========


</TABLE>

                                       4
<PAGE>

<TABLE>

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

                            STATEMENTS OF CASH FLOWS
                            ------------------------
<CAPTION>


                                                                                     Six Months Ended
                                                                                          June 30,

                                                                             1999                       1998
                                                              ----------------------------------------------------------

<S>                                                                    <C>                         <C>

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                                      $   (75,743)              $    365,577
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
  Accrued interest on investment securities
  Write-off unamortized land                                                    --                      5,224
   improvements and amenities                                              234,539                     12,599
  Depreciation and amortization                                            910,102                    896,598
  Changes in assets and liabilities:
    Cash and equivalents - restricted                                      (85,398)                   (93,897)
    Accounts receivable                                                     (9,657)                   (54,703)
    Other assets                                                           (47,517)                    (4,375)
    Accounts payable                                                        53,403                    106,696
    Security deposits                                                      (12,077)                     4,987
    Other liabilities                                                      294,428                    258,177
                                                                       -----------                -----------
  Net cash provided by operating
    activities                                                           1,262,080                  1,496,883
                                                                       -----------                -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to land, buildings and
  amenities                                                             (4,088,597)                 (674,306)
Accounts payable - construction                                            168,896                        --
Purchase of investment securities                                               --                (1,004,314)
Maturity of investment securities                                               --                 2,053,429
                                                                       -----------                ----------
  Net cash provided by (used in)
    investing activities                                                (3,919,701)                  374,809
                                                                       -----------                ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on mortgages
   payable                                                              (1,061,467)                 (497,426)
Proceeds from mortgage loan                                              4,283,395                        --
Loan costs                                                                      --                   (31,802)
Cash distributions                                                        (203,100)                 (424,728)
Repurchase of limited partnership
   units                                                                  (262,500)                 (277,200)
Cash and equivalents - restricted                                           87,500                   157,200
                                                                       -----------                ----------
   Net cash provided by (used in)
    financing activities                                                 2,843,828                (1,073,956)
                                                                       -----------                ----------
   Net increase in cash and equivalents                                    186,207                   797,736

CASH AND EQUIVALENTS, beginning of
   period                                                                  362,822                   276,891
                                                                       -----------                ----------

CASH AND EQUIVALENTS, end of period                                   $    549,029               $ 1,074,627
                                                                       ===========                ==========
Interest paid on a cash basis                                         $    963,459               $   989,335
                                                                       ===========                ==========
</TABLE>



                                       5
<PAGE>

                               NTS-PROPERTIES VI,
                               ------------------

                         A Maryland Limited Partnership
                         ------------------------------

                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------

The  financial  statements  and  schedules  included  herein  should  be read in
conjunction with the  Partnership's  1998 Form 10-K as filed with the Securities
Exchange  Commission on March 31, 1999.  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 three months and six months ended June 30, 1999 and 1998.

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

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

2.    Basis of Property and Depreciation
      ----------------------------------

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

      Statement of Financial  Accounting  Standards (SFAS) No. 121,   Accounting
      for the Impairment of Long-Lived  Assets and for Long-Lived  Assets to  be
      Disposed Of, specifies  circumstances in which certain  long-lived  assets
      must be  reviewed  for  impairment.  If such  review  indicates  that  the
      carrying  amount of an asset exceeds the sum of its expected  future  cash
      flows,  the asset's  carrying  value must be written  down to fair  value.
      Application  of this standard  during the periods ended June 30, 1999  and
      1998 did not result in an impairment loss.

3.    Concentration of Credit Risk
      ----------------------------

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

4.    Investment Securities
      ---------------------

      Investment  securities represent investments in Certificates of Deposit or
      securities issued by the U.S.Government with initial maturities of greater
      than three months.  The investments are carried at cost which approximates
      market value.  The Partnership  sold no securities during the three months
      and six months ended June 30, 1999. The  Partnership held no securities at
      June 30, 1999 or at December 31, 1998.

                                       6
<PAGE>

5. Mortgages Payable
   -----------------

   Mortgages payable consist of the following:


                                                   June 30,         December 31,
                                                     1999               1998
                                                 -------------------------------

   Mortgage payable with an insurance
   company bearing interest at 7.43%, due
   May 14, 2009 secured by certain land,
   buildings and amenities                       $ 7,952,939         $ 8,220,270

   Mortgage payable with an insurance
   company bearing interest at 7.32%, due
   October 15, 2012 secured by certain
   land, buildings and amenities                   7,946,521           8,120,331

   Mortgage payable with an insurance
   company bearing interest at 7.74%, due
   October 15, 2012 secured by certain
   land, buildings and amenities                   8,573,272           6,151,658

   Mortgage payable with an insurance
   company bearing interest at 7.38%, due
   December 5, 2012 secured by certain
   land, buildings and amenities                    2,656,707          2,713,152


   Mortgage payable with an insurance
   company bearing interest at 7.38%, due
   December 5, 2012 secured by certain
   land, buildings and amenities                    1,771,138          1,808,769

   Note 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, 1999, the
   interest rate was approximately 7.50%.           1,361,781                 --

   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, 1999, the
   interest rate was 8.75%.                       $    78,750        $   105,000
                                                   ----------         ----------
                                                  $30,341,108        $27,119,180
                                                   ==========         ==========

                                       7
<PAGE>


5. Mortgages Payable - continued
   -----------------------------

   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 $31,170,000.

   The mortgage  payable with an outstanding  balance of $8,573,272  as  of June
   30, 1999 has an additional  availability  of  $3,626,728.  The  proceeds  are
   being used to fund the construction of Park Place Apartments Phase  III.  See
   Note 9 Commitments and Contingencies for further information.

   As of March 31, 1999,  the  Partnership  had obtained  a  temporary  mortgage
   loan from a bank in the amount of $500,000.   A  portion of the proceeds were
   used to pay tenant finish costs at Plainview   Point  III Office Center.  The
   remaining  proceeds  were used to make  equity  contributions   to Park Place
   Phase  III  Apartments  in  accordance  with   the  loan  agreement  with the
   mortgage company.  The mortgage payable was secured  by  the land,  buildings
   and  amenities  of Plainview  Point III Office   Center.  The  mortgage  bore
   interest  at the  Euro-Rate  plus 225 basis  points  and  matured on June 30,
   1999.

   On June 23, 1999, the Partnership  obtained permanent financing  from a  bank
   with  an  availability  of  $2,000,000.  The  temporary  mortgage   loan   of
   $500,000,  mentioned  above,  was  paid  at the  time of the   closing.   The
   proceeds will be used to fund  renovations  of the community   clubhouses  at
   Park Place,  Golf Brook and Sabal Park  Apartments.  The   proceeds  are also
   being used to fund a portion of the tenant finish costs  at  Plainview  Point
   III Office  Center as well as a portion of the  construction   costs  of Park
   Place  Apartments  Phase III. The mortgage  payable is secured  by  the land,
   buildings and amenities of Plainview Point III Office Center.   The  mortgage
   bears  interest at the Euro-Rate  plus 225 basis points and  matures  on June
   23, 2002.

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

   Pursuant  to  Section  16.4  of  the  Partnership's  Amended   and   Restated
   Agreement of Limited Partnership,  the Partnership  established  an  Interest
   Repurchase  Reserve.  As of October 25, 1998 (the  commencement  date  of the
   first Tender Offer), the Partnership had repurchased a total of  6,846  Units
   for  $1,861,200 at a price ranging from $250 to $350 per unit.  The  Interest
   Repurchase Reserve was funded from cash reserves.  The above  offering  price
   per Unit was  established by the General Partner in its sole  discretion  and
   does not purport to represent the fair market or  liquidation   value  of the
   Units at that date. Repurchased Units have been retired by  the  Partnership,
   thus  increasing  the  percentage  of ownership of each   remaining   limited
   partner investor. The funds remaining in the Interest  Repurchase  Reserve at
   the  commencement  of the Tender  Offer dated  October 20,  1998   (discussed
   below)  were  returned  to   unrestricted   cash  for   utilization   in  the
   Partnership's operations.

7. Tender Offers
   -------------

   OnJune  25,  1999,  the  Partnership  and  ORIG,  LLC,  an  affiliate  of the
   Partnership,  (the  "Offerors")  commenced a Tender Offer to purchase  up  to
   1,000 of the Partnership's limited Partnership Units at a price of  $350  per
   Unit as of the date of the Offering. Although the Partnership and

                                       8
<PAGE>

7. Tender Offers - continued
   -------------------------

   ORIG,  LLC believe  that this price is  appropriate,  the price of  $350  per
   Unit may not equate to the fair market  value or the  liquidation   value  of
   the Unit, and is less than the book value per Unit.   Approximately  $378,000
   ($350,000 to purchase 1,250 Units plus  approximately  $28,000  for  expenses
   associated  with the Offer) is required to purchase  all 1,000   Units.   The
   Offer  stated  that the  Partnership  will  purchase  the  first   500  Units
   tendered and will fund its  purchases  and its portion of the  expenses  from
   cash reserves. If more than 500 Units are tendered, ORIG, LLC  will  purchase
   up to an additional 500 Units.  If more than 1,000 Units are  tendered,   the
   Partnership and ORIG, LLC may choose to acquire the additional Units  on  the
   same terms. Otherwise, tendered Units will be purchased on a pro  rata  basis
   up to 1,000.  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 Tender Offer. The offer will expire on August 31, 1999  unless  extended.

   On October 25, 1998,  the  Partnership  and ORIG,  LLC, an affiliate  of  the
   Partnership,  (the  "Offerors")  commenced a Tender Offer to purchase  up  to
   1,250 of the Partnership's limited Partnership Units at a price of  $350  per
   Unit.  The initial  expiration  date of the Offer was  January 18, 1999,  and
   this expiration date was  subsequently  extended  through  March 31, 1999.  A
   total of 2,103 Units were tendered and all Units  tendered were  accepted  by
   the Offerors. The Partnership repurchased 750 Units and ORIG,  LLC  purchased
   1,353 Units at a total cost of $788,050  ($736,050 to purchase   2,103  Units
   plus approximately $52,000 for expenses associated with the Offer).

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

   Pursuant to an agreement with the Partnership,  property management  fees  of
   $244,514  and  $245,417  for the six months  ended June 30,  1999  and  1998,
   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 major repair and  renovation   projects.
   The Partnership  incurred $14,870 and $2,756 in repair and  maintenance  fees
   during  the six  months  ended June 30,  1999 and 1998,   respectively.   The
   Partnership  was also charged the  following  amounts from  NTS   Development
   Company  for the six  months  ended June 30,  1999 and  1998,   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.

                                                   1999                 1998
                                                   ----                 ----
               Administrative               $    252,069          $   161,188
               Property manager                  387,672              474,126
               Leasing                           137,148               98,716
               Construction manager              245,625               74,339
               Other                              11,054               19,464
                                             -----------           ----------
                                            $  1,033,568          $   827,833
                                             ===========           ==========

                                       9
<PAGE>


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

     The Partnership  began the  construction of Park Place Apartments Phase III
     (152  units)  during 1998 on the 15 acres of land it owns which is adjacent
     to the  existing  Park  Place  Apartments  in  Lexington,  Kentucky.  It is
     currently  estimated  that  the  cost of the  project  will be  $9,000,000.
     Construction  costs will be funded by loan  proceeds of  $7,200,000  from a
     mortgage  loan  obtained  during 1997 and cash  reserves.  Through June 30,
     1999, approximately $5,730,000 of the cost had been drawn for construction.

     Construction  in  progress  on the June 30, 1999  Balance  Sheet  primarily
     relates  to Park  Place  Apartments  Phase  III.  Included  in the  cost of
     $7,467,825 is approximately $1,622,000 of land costs, capitalized interest,
     common area costs and amenity costs which were allocated at the time Phases
     I and II were originally constructed.  These allocated costs had previously
     been  shown  on  the   Partnership's   Balance  Sheet  as  Asset  Held  for
     Development.  Approximately  $95,000 of the total  construction in progress
     costs are related to tenant finish costs at the Plainview  Point III Office
     Center. The Partnership also plans to renovate the community  clubhouses at
     Park  Place,  Golf  Brook and Sabal  Park  Apartments  during  1999.  It is
     currently  estimated the aggregate cost for all three  renovations  will be
     approximately  $630,000. The Partnership plans to fund the renovations with
     financing  obtained on June 23, 1999 in the amount of  $2,000,000  which is
     secured by Plainview Point III Office Center.  The remaining  proceeds will
     be used to fund a portion of the tenant finish costs at Plainview Point III
     Office Center as well as a portion of the construction  costs of Park Place
     Apartments Phase III.

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, 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  disaggregates  financial
     information  for the  purposes of assisting  in making  internal  operating
     decisions.  The  Partnership  evaluates  performance  based on  stand-alone
     operating segment net income.



                                       10
<PAGE>

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

                                                Six Months ended June 30, 1999

                                     MUTIFAMILY      COMMERCIAL          TOTAL
                                  ----------------------------------------------
Rental income                      $ 4,363,339      $  365,635      $  4,728,974
Other income                            13,790           1,002            14,792
                                    -----------      ---------       -----------

Total net revenues                 $ 4,377,129      $  366,637      $  4,743,766
                                    ===========      =========       ===========

Operating expenses                   1,656,326         163,171         1,819,497
Write-off of unamortized
  building improvements                234,539              --           234,539
Management Fees                        221,786          22,728           244,514
Real Estate Taxes                      390,073          16,548           406,621
Depreciation expense                   768,783          77,728           846,511
                                    ----------       ---------       -----------

Net income (loss)                  $ 1,105,622      $   86,462      $  1,192,084
                                    ==========       =========       ===========


                                            Six Months Ended June 30, 1998

                                  MULTIFAMILY       COMMERCIAL          TOTAL
                                ------------------------------------------------
Rental income                    $ 4,415,863      $   419,290        $ 4,835,153
Other income                          10,286              663             10,949
                                  ----------       ----------         ----------

Total net revenues               $ 4,426,149      $   419,953        $ 4,846,102
                                  ==========       ==========         ==========

Operating expenses                 1,636,804          149,220          1,786,024
Write off of unamortized
  building improvements               12,599               --             12,599
Management Fees                      221,006           24,411            245,417
Real Estate Taxes                    387,139           16,681            403,820
Depreciation expense                 760,013           76,208            836,221
                                  ----------       ----------        -----------

Net income (loss)                $ 1,408,588      $   153,433       $  1,562,021
                                  ==========       ===========       ===========

                                       11
<PAGE>


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

                                           Three Months Ended June 30, 1999

                                 MULTIFAMILY        COMMERCIAL          TOTAL
                              --------------------------------------------------
Rental income                    $ 2,218,652      $   185,870        $ 2,404,522
Other income                           7,173              690              7,863
                                  ----------       ----------         ----------

Total net revenues               $ 2,225,825      $   186,560        $ 2,412,385
                                  ==========       ==========         ==========

Operating expenses                   605,385           81,374            686,759
Write off of unamortized
  building improvements              218,497               --            218,497
Management Fees                      114,398            9,998            124,396
Real Estate Taxes                    195,037            8,274            203,311
Depreciation and
  amortization                       385,966           39,209            425,175
                                  ----------       ----------        -----------

Net income (loss)                $   706,542      $    47,705       $    754,247
                                  ==========       ==========        ===========


                                         Three Months Ended June 30, 1998

                                 MULTIFAMILY       COMMERCIAL           TOTAL
                              --------------------------------------------------
Rental income                   $ 2,266,676      $   181,800        $  2,448,476
Other income                          6,511              335               6,846
                                 ----------       ----------         -----------

Total net revenues              $ 2,273,187      $   182,135        $  2,455,322
                                 ==========       ==========         ===========

Operating expenses                  854,016           70,305             924,321
Write off of unamortized
  building improvements              12,599               --              12,599
Management Fees                     113,913           13,053             126,966
Real Estate Taxes                   195,509            8,398             203,907
Depreciation and
  amortization                      377,958           38,777             416,735
                                 ----------       ----------         -----------

Net income (loss)               $   719,192      $    51,602        $    770,794
                                 ==========       ==========         ===========


                                       12
<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, 1999 and 1998 is necessary  given  amounts
recorded at the Partnership level and not allocated to the operating  properties
for internal reporting purposes:

                                                             Six Months Ended
                                                                 June 30,
                                                         1999             1998
                                                      --------------------------
NET REVENUES
------------
 Total revenues for reportable segments               $ 4,743,766   $ 4,846,102
 Other income at Partnership level                        501,563       769,909
 Eliminations                                            (496,437)     (719,324)
                                                       ----------    ----------
Total consolidated net revenues                       $ 4,748,892   $ 4,896,687
                                                       ==========    ==========
DEPRECIATION AND AMORTIZATION
-----------------------------
 Total depreciation and amortization
  for reportable segments                             $   846,511   $   836,221
 Depreciation and amortization
  Partnership level                                        63,591        60,377
 Eliminations                                                  --            --
                                                       ----------    ----------
Total depreciation and amortization                   $   910,102   $   896,598
                                                       ==========    ==========

NET INCOME (LOSS)
-----------------
 Total net income (loss) for reportable
  segments                                            $  1,192,084  $ 1,562,021
 Net income (loss) for Partnership                        (771,388)    (477,120)
 Eliminations                                             (496,439)    (719,324)
                                                       -----------   ----------

Total net income (loss)                               $  ( 75,743)  $   365,577
                                                       ==========    ==========


                                       13
<PAGE>

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

                                                          Three Months Ended
                                                                June 30,
                                                      1999               1998
                                                   -----------------------------
NET REVENUES
 Total revenues for reportable segments            $ 2,412,385      $ 2,455,322
 Other income at Partnership level                     315,237          377,997
 Eliminations                                         (310,700)        (357,815)
                                                    ----------       ----------

Total consolidated net revenues                    $ 2,416,922      $ 2,475,504
                                                    ==========       ==========

DEPRECIATION AND AMORTIZATION
-----------------------------
 Total depreciation and amortization
 for reportable segments                           $   425,175      $   416,735
 Depreciation and amortization
 partnership level                                      31,796           29,582
 Eliminations                                               --               --
                                                    ----------       ----------

Total depreciation and amortization                $   456,971      $   446,317
                                                    ==========       ==========
NET INCOME (LOSS)
-----------------
 Total net income (loss) for reportable
 segments                                          $   754,247      $   770,794
 Net income (loss) for Partnership                    (336,599)        (248,298)
 Eliminations                                         (310,699)        (357,142)
                                                    ----------       ----------

Total net income (loss)                            $   106,949      $   165,354
                                                    ==========       ==========

11.  Subsequent Events
     -----------------

On July 1, 1999,  Gregory A. Wells was hired as Executive  Vice President by NTS
Capital  Corporation,  General  Partner  of  NTS-Properties  Associates  VI, the
General  Partner  of  NTS-Properties  VI.  Mr.  Wells  will  serve as the senior
Accounting and Financial Officer of NTS Capital Corporation.

                                       14
<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  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.   Discussion   of  certain   market  risks  also  follow.
Management's   analysis  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 Item 2, Management's  Discussion and Analysis
of  Financial  Condition  and Results of  Operations,  may be  considered  to be
"forward-looking  statements" since such statements relate to matters which have
not yet occurred.  For example,  phrases such as the Partnership  "anticipates",
"believes" or "expects" indicate that it is possible that the event anticipated,
believed or expected may not occur. Should such event not occur, then the result
which  the  Partnership  expected  also may not  occur  or occur in a  different
manner, which may be more or less favorable to the Partnership.  The Partnership
does not  undertake  any  obligations  to  publicly  release  the  result of any
revisions to these  forward-looking  statements  that may be made to reflect any
future events or circumstances.

Any forward-looking  statements included in Management's Discussion and Analysis
of Financial  Condition and Results of Operations,  or elsewhere in this report,
which reflect  management's best judgment 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  that  which  is  discussed  below.  Any   forward-looking
information  provided by the Partnership pursuant to the safe harbor established
by recent  securities  legislation  should be  evaluated in the context of these
factors.

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






                                       15
<PAGE>

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

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

                                                       1999             1998
                                                    ----------------------------
Wholly-Owned Properties
-----------------------

Sabal Park Apartments (1)                              96%               98%

Park Place Apartments Phase I                          92%               85%

Willow Lake Apartments (1)                             78%               97%

Properties Owned in Joint Venture
---------------------------------
With NTS-Properties IV (Ownership % at June
--------------------------------------------
30, 1999)
---------

Golf Brook Apartments (96%)(1)                          89%               96%

Plainview Point III Office Center (95%)(1)              91%               96%

 (1)  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.

The average  occupancy  levels at the  Partnership's  properties  for the three
months and six months ended June 30, 1999 and 1998 were as follows:

                                                Three Months        Six Months
                                               Ended June 30,     Ended June 30,
                                              1999       1998    1999      1998
                                           -------------------------------------
Wholly-owned Properties
-----------------------

Sabal Park Apartments                         96%         96%    96%        94%

Park Place Apartments Phase I (1)             89%         87%    86%        88%

Willow Lake Apartments (1)                    78%         97%    77%        95%

Property owned in Joint Venture with
------------------------------------
NTS-Properties IV (Ownership % at June
---------------------------------------
30, 1999
--------

Golf Brook Apartments (96%)(1)                93%         95%    94%        96%

Plainview Point III Office Center(95%)(1)     89%         96%    90%        96%

(1) In the opinion of the General  Partner of the  Partnership,  the decrease in
    average occupancy for the three months ended June 30 and/or six months ended
    June 30 is only a temporary  fluctuation  and does not represent a permanent
    downward occupancy trend.


                                       16
<PAGE>


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

Rental and other income generated by the Partnership's  properties for the three
months and six months ended June 30, 1999 and 1998 was as follows:

                                          Three Months Ended    Six Months Ended
                                               June 30,             June 30,
                                         1999      1998       1999         1998
                                       -----------------------------------------
Wholly-Owned Properties
-----------------------

Sabal Park Apartments                 $ 472,145  $ 446,893  $ 931,783 $  891,122

Park Place Apartments Phase I         $ 463,875  $ 460,327  $ 900,082 $  899,203

Willow Lake Apartments                $ 555,069  $ 632,461 $1,091,800 $1,181,971

Properties Owned in Joint Venture
---------------------------------
with NTS-Properties IV (Ownership %
-----------------------------------
at June 30, 1999)
-----------------

Golf Brook Apartments (96%)           $ 734,736  $ 733,505 $1,453,464 $1,453,852

Plainview Point III Office Center
(95%)                                 $ 186,560  $ 182,135 $  366,637 $  419,953

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, 1999 and 1998.  Items that did not have a material
impact on operations for the periods listed above have been eliminated from this
discussion.

Rental income decreased  approximately  $44,000 and $106,000 or 2% for the three
months and six months ended June 30, 1999, respectively, as compared to the same
periods  in 1998.  The  decrease  in rental  income  was  primarily  a result of
decreased  average  occupancy  at Willow Lake  Apartments,  Plainview  Point III
Office  Center and Golf Brook  Apartments  and  decreased  common  area  expense
reimbursements  at Plainview Point III Office Center.  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 decreases are partially offset by increased rental rates at
Sabal Park Apartments, Park Place Phase I Apartments, Willow Lake Apartments and
Golf Brook Apartments.

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

Interest and other income includes  interest income from investments made by the
Partnership with cash reserves.  Interest income decreased approximately $14,600
or 54% and  $41,600 or 68% for the three  months  and six months  ended June 30,
1999, respectively,  as compared to the same periods in 1998. The decrease was a
result  of  the  Partnership  holding  no  investments  during  the

                                       17
<PAGE>

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

three  months and six months  ended June 30,  1999;  therefore,  no  interest on
investments was earned.

Operating  expenses  decreased  approximately  $10,000  or 1% for the six months
ended June 30, 1999 as compared to the same period in 1998  primarily due to the
following:  1) decreased  interior painting and wallcovering and heating and air
conditioning  expenses at Sabal Park Apartments and Park Place  Apartments Phase
I, 2) decreased floor covering and roof repairs at Golf Brook  Apartments and 3)
decreased  landscaping  expenses at Willow Lake Apartments.  These decreases are
partially  offset by 1) increased  garage repairs at Golf Brook  Apartments,  2)
increased  parking lot repairs at Park Place  Apartments  Phase I and Sabal Park
Apartments  and 3) increased  floor  covering,  roof repairs and snow removal at
Willow Lake Apartments.  Operating expenses decreased  approximately $248,000 or
40% for the three  months  ended June 30, 1999 as compared to the same period in
1998  primarily  due to the  following:  1)  decreased  exterior  wood and paint
replacement project costs at Sabal Park Apartments and Golf Brook Apartments, 2)
decreased  landscaping  costs  at Park  Place  Apartments  Phase I,  Sabal  Park
Apartments  and Willow Lake  Apartments,  3)  decreased  interior  painting  and
wallcovering and floor covering expenses at Park Place Apartments Phase I and 4)
decreased repairs and maintenance costs at Plainview Point III Office Center.

Operating  expenses  -  affiliated  increased  approximately  $12,000  or 4% and
$46,000  or 8% for the  three  months  and  six  months  ended  June  30,  1999,
respectively,  compared  to the same  periods in 1998  primarily  as a result of
increased  administrative  salary costs,  property  management salary costs, and
leasing salary costs.  Operating expenses - affiliated are expenses incurred for
services by employees of NTS  Development  Company,  an affiliate of the General
Partner of the Partnership.

The 1999  write-off  of  unamortized  land  improvements  and  amenities  can be
attributed  to Sabal Park  Apartments,  Golf Brook  Apartments  and Willow  Lake
Apartments.  The 1998 write-off of unamortized  land  improvements and amenities
can be  attributed  to Park Place  Apartments  Phase I. The  write-offs  are the
result of various property  renovations,  including painting and the replacement
of exterior wood at Sabal Park and Golf Brook Apartments and roof replacement at
Willow Lake  Apartments in 1999, and signage and deck  renovations at Park Place
Apartments  Phase I in 1998.  The  write-offs  represent the cost of unamortized
assets which were replaced as a result of the renovations.

Interest expense decreased  approximately $3,600 or 1% and $23,500 or 2% for the
three months and six months ended June 30,  1999,  respectively,  as compared to
the same periods in 1998 as a result of the Partnership's  decreasing debt level
as a result of principal  payments  made.  The  decrease is partially  offset by
interest paid on draws made on the Park Place  Apartments  Phase I and III loan,
interest  paid on the  loan  obtained  at the end of 1998  for the  water  meter
project at Golf Brook  Apartments and Sabal Park Apartments and interest paid on
a temporary  loan obtained by the  Partnership,  secured by Plainview  Point III
Office Center,  which was replaced by permanent  financing on June 23, 1999. See
Note 5 Mortgages  Payable for  additional  information  regarding  the permanent
financing.

                                       18
<PAGE>

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

Professional and administrative  expenses  increased   approximately  $39,000 or
98% and $67,000 or 96% for the three months and six  months ended June 30, 1999,
respectively,  as compared to the same periods in 1998  primarily as a result of
the  following:  1) costs  incurred  in  connection  with the Tender  Offer,  2)
increased general legal services and 3) increased outside accounting fees.

Professional and administrative  expenses - affiliated  decreased  approximately
$11,500 or 17% and $20,000 or 15% for the three months and six months ended June
30, 1999,  respectively,  as compared to the same periods in 1998 primarily as a
result of decreased  salary costs.  Professional and  administrative  expenses -
affiliated  are expenses  incurred  for  services  performed by employees of NTS
Development Company, an affiliate of the General Partner of the Partnership,  on
behalf of the Partnership.

Depreciation is computed using the straight-line method over the useful lives of
the assets which are 5-30 years for land  improvements,  30 years for buildings,
5-30 years for building improvements and 5-30 years for amenities. The aggregate
cost for the  Partnership's  properties for Federal tax purpose is approximately
$62,225,000.

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

Cash flows provided by (used in) during the six months ended June 30:


                                                  1999                1998
                                               ---------------------------------

Operating activities                           $  1,262,080      $    1,496,883

Investing activities                             (3,919,701)            374,809

Financing activities                              2,843,828          (1,073,956)
                                                -----------       -------------

Net increase in cash and equivalents           $    186,207      $      797,736
                                                ===========       =============

Net cash provided by operating activities decreased approximately $235,000 or
16% for the six months  ended June 30,  1999 as  compared  to the same period in
1998.  The decrease in net cash provided by operating  activities  was primarily
driven by lower net operating  results due to lower net revenues and  investment
income, offset by changes in working capital items.

Net cash (used in) provided by investing  activities  totaled  $(3,919,701)  and
$374,809  for the six months  ended June 30,  1999 and 1998,  respectively.  The
decrease is primarily a result of increased capital  expenditures,  primarily at
Park Place  Apartments  Phase III,  and a result of the  Partnership  holding no
investments during the six months ended June 30, 1999.

Net cash  provided by (used in)  financing  activities  totaled  $2,843,828  and
$(1,073,956) for the six months ended June 30, 1999 and 1998, respectively.  The
increase is  primarily  a result of  proceeds  from draws made on the Park Place
Apartments  Phase I and III loan and from a new mortgage loan on Plainview Point
Phase III Office Center.


                                       19
<PAGE>

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

The  Partnership  used cash flow from  operations  and cash on hand to make a 1%
(annualized)  distribution of $201,207 and a 1.5% (annualized) cash distribution
of $315,550 for the six months ended June 30, 1999 and 1998, respectively.  Cash
distributions  were reduced from 2% to 1% per quarter,  effective June 30, 1998,
as a result of capital  improvements at the Partnership's  properties  including
the construction of Park Place Apartments Phase III. The annualized distribution
rate is  calculated  as a percent  of the  original  capital  contribution.  The
limited  partners  received  99% and the  General  Partner  received 1% of these
distributions.  The primary  source of future  liquidity  and  distributions  is
expected to be derived from cash generated by the Partnership's properties after
the   construction  of  Park  Place  Apartments  Phase  III  and  other  capital
improvements  are funded and adequate cash reserves are  established  for future
leasing  and tenant  finish  costs.  It is  anticipated  that the cash flow from
operations,  cash reserves and the remaining  funds available on the $12,200,000
mortgage  payable (balance is $8,573,272 at June 30, 1999) will be sufficient to
meet the needs of the Partnership.  Cash reserves (which are  unrestricted  cash
and equivalents and investment  securities as shown on the Partnership's balance
sheet as of June 30) were $549,029 at June 30, 1999.

The  Partnership  does not expect any  material  changes in the mix and relative
cost of capital resources from those in 1998 except for the construction of Park
Place Apartments Phase III, as discussed below.

The table below  presents  that portion of the  distributions  that  represent a
return of capital on a Generally Accepted Accounting Principle basis for the six
months  ended June 30, 1999 and 1998.  These  distributions  were funded by cash
flow derived from operating activities.


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

                              --------------------------------------------------
       Limited Partners:
              1999                 $(74,986)        $  199,195       $ 199,195
              1998                  361,921            312,394              --

       General Partner:
              1999                 $   (757)        $    2,012       $   2,012
              1998                    3,656              3,156              --

The  demand on  future  liquidity  has  increased  as a result  of  construction
beginning at Park Place  Apartments  Phase III (152 units) during 1998 on the 15
acres of land the Partnership  owns which is adjacent to the existing Park Place
Apartments in Lexington,  Kentucky.  It is currently  estimated that the cost of
the project will be $9,000,000.  Construction costs will be funded by $7,200,000
of loan proceeds and cash reserves. As of June 30, 1999, $3,626,728 is available
on  the  mortgage  payable  for  construction  costs.  Through  June  30,  1999,
approximately $5,730,000 of cost had been drawn for construction.

Construction in progress on the June 30, 1999 Balance Sheet primarily relates to
Park  Place  Apartments  Phase  III.  Included  in the  cost  of  $7,467,825  is
approximately   $5,730,000  related  directly  to  Phase  III  construction  and

                                       20
<PAGE>

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

approximately $1,700,000 of land costs, capitalized interest,  common area costs
and  amenity  costs  which  were  allocated  at the  time  Phases  I and II were
originally  constructed.  These allocated costs had previously been shown on the
Partnership's Balance Sheet as Asset Held for Development. Approximately $95,000
of the total  construction  in progress costs are related to tenant finish costs
at the Plainview Point III Office Center.

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 1999
or obtain new tenants are unknown.

The Partnership  also plans to renovate the community  clubhouses at Park Place,
Golf Brook and Sabal Park Apartments during 1999. It is currently  estimated the
aggregate cost for all three  renovations  will be approximately  $630,000.  The
Partnership  plans to fund the renovations  with financing  obtained on June 23,
1999 in the amount of $2,000,000  which is secured by Plainview Point III Office
Center.  The  remaining  proceeds  will be used to fund a portion  of the tenant
finish  costs at Plainview  Point III Office  Center as well as a portion of the
construction  costs of Park Place  Apartments  Phase III. The Partnership had no
other material  commitments for renovations or capital  expenditures at June 30,
1999.

Pursuant to Section 16.4 of the Partnership's  Amended and Restated Agreement of
Limited Partnership,  the Partnership established an Interest Repurchase Reserve
in December  1995.  As of October 25, 1998 (the  commencement  date of the first
Tender  Offer),  the  Partnership  has  repurchased  a total of 6,846  Units for
$1,861,200  at a price  ranging  from  $250  to  $350  per  unit.  The  Interest
Repurchase  Reserve was funded from cash reserves.  The above offering price per
Unit was  established by the General Partner in its sole discretion and does not
purport to represent  the fair market or  liquidation  value of the Unit at that
date.  Repurchased  Units have been retired by the Partnership,  thus increasing
the  percentage of ownership of each remaining  limited  partner  investor.  The
funds remaining in the Interest  Repurchase  Reserve at the  commencement of the
Tender  Offer  dated  October  25,   1998(discussed   below)  were  returned  to
unrestricted cash for utilization in the Partnership's operations.

On  June  25,  1999,  the  Partnership  and  ORIG,  LLC,  an  affiliate  of  the
Partnership,  (the "Offerors")  commenced a Tender Offer to purchase up to 1,000
of the Partnership's limited Partnership Units at a price of $350 per Unit as of
the date of the Offering.  Although the  Partnership  and ORIG, LLC believe that
this price is appropriate, the price of $350 per Unit may not equate to the fair
market  value or the  liquidation  value of the Unit,  and is less than the book
value per Unit.  Approximately  $378,000  ($350,000 to purchase 1,250 Units plus
approximately  $28,000 for  expenses  associated  with the Offer) is required to
purchase all 1,000 Units.  The Offer stated that the  Partnership  will purchase
the first 500 Units  tendered and will fund its purchases and its portion of the
expenses from cash reserves. If more than 500 Units are tendered, ORIG, LLC will
purchase up to an additional  500 Units.  If more than 1,000 Units are tendered,
the Partnership and ORIG, LLC may choose to acquire the additional  Units on the
same terms.  Otherwise,  tendered Units will be purchased on a pro rata basis up
to 1,000. 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 Tender
Offer. The Offer will expire on August 31, 1999 unless extended.

                                       21
<PAGE>

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

On October  25,  1998,  the  Partnership  and ORIG,  LLC,  an  affiliate  of the
Partnership,  (the "Offerors")  commenced a Tender Offer to purchase up to 1,250
of the Partnership's  limited Partnership Units at a price of $350 per Unit. The
initial  expiration  date of the Offer was January 18, 1999, and this expiration
date was  subsequently  extended  through March 31, 1999. A total of 2,103 Units
were  tendered  and all  Units  tendered  were  accepted  by the  Offerors.  The
Partnership repurchased 750 Units and ORIG, LLC purchased 1,353 Units at a total
cost of $788,050  ($736,050 to purchase 2,103 Units plus  approximately  $52,000
for expenses associated with the Offer).

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

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

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

Year 2000
---------

All divisions of NTS Corporation,  an affiliate of NTS-Properties Associates VI,
the General Partner of the  Partnership,  have reviewed the effort  necessary to
prepare  the  information  systems  (IT)  and  non-information  technology  with
embedded technology (ET) for the Year 2000. The information technology solutions
have been addressed  separately for the Year 2000 since the  Partnership saw the
need to move to more advanced  management and accounting  systems made available
by new technology and software developments during the decade of the 1990's.

The PILOT software system, purchased in the early 1990's, is being replaced by a
windows  based  network  system both for the  headquarters  functions  and other
locations.  The real estate accounting system developed,  sold, and supported by
the Yardi Company of Santa  Barbara,  California is replacing  PILOT.  The Yardi
system was tested and is compatible  with Year 2000 and beyond.  This system was
being  implemented with the help of third party  consultants and should be fully
operational by the third quarter of 1999. The system for multi-family  apartment
locations was converted to GEAC's Power Site System  earlier in 1998 and is Year
2000 compliant.


                                       22
<PAGE>

Year 2000 - continued
---------------------

The few remaining  systems not addressed by these conversions are being modified
by NTS  Development  Company's  (an affiliate of the General  Partner)  in-house
staff of programmers. The Hewlett Packard 3000 system, used for PILOT and custom
applications,  was purchased in 1997 and is part of the new network.  It will be
retained as long as necessary to assure  smooth  operations  and was upgraded to
meet Year 2000 requirements.

All risks identified with information technology are believed to be addressed by
these plans.

The cost of these advances in the systems  technology is not all attributable to
the Year 2000 issue since the  Partnership  had already  identified  the need to
move to a network based system  regardless of the Year 2000.  The costs involved
was approximately  $19,000 in 1998 and is estimated to be approximately  $81,000
in 1999. These costs primarily include hardware and software.

NTS  property  management  staff  have  surveyed  the  Partnership's  vendors to
evaluate  embedded  technology in the alarm systems,  HVAC  controls,  telephone
systems and other computer associated  facilities.  In a few cases, equipment is
being replaced. In some cases, circuitry is being upgraded. The cost involved is
still being evaluated.  There are no known  significant risks that are currently
without solutions. Management anticipates that applications involving ET will be
Year 2000 compliant by the third quarter of 1999.

The  Partnership is also  currently  addressing the Year 2000 readiness of third
parties whose business  interruption  could have a material  negative  impact on
business.  All significant  vendors and tenants have indicated that they will be
compliant  by  the  end  of  1999.  Such  assurances  are  being  evaluated  and
documented.

Management has determined that at the current state of readiness,  the need does
not presently  exist for a contingency  plan. The  Partnership  will continue to
evaluate the need for such a plan.

Despite diligent preparation,  unanticipated third-party failures,  inability of
tenants to pay rent when due,  more general  public  infrastructure  failures or
failure to successfully  conclude NTS' remediation efforts as planned could have
a material  adverse  impact on the results of operations,  financial  conditions
and/or cash flows in 1999 and beyond.


                                       23
<PAGE>


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

The  Partnership's  primary  market  risk  exposure  with  regards 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 $1,361,781  note payable that
bears  interest at the  Euro-Rate  plus 225 basis  points and the  $78,750  note
payable  that  bears  interest  at the  Prime  Rate  +1%.  At June 30,  1999,  a
hypothetical  100  basis  point  increase  in  interest  rates  would  result in
approximately $14,000 additional interest expense and an approximately  $170,000
increase in the fair value of debt.




                                       24
<PAGE>

PART II.  OTHER INFORMATION

3.    Defaults upon Senior Securities
      -------------------------------

      None

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

       In  anticipation  of retirement,  Mr. Richard Good, the Vice Chairman and
       former President of NTS Capital Corporation and NTS Development  Company,
       has begun to decrease his  responsibilities  with the Partnership and its
       affiliates.  In conjunction with Mr. Good's  decreased  responsibilities,
       Mr. Brian Lavin was appointed  President and Chief  Operating  Officer of
       NTS Development Company and NTS Capital Corporation in February, 1999.

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

      (a)     Exhibits

              Exhibit 27. Financial Data Schedule

      (b)     Reports on Form 8-K

              There were no reports on Form 8-K for the three  months ended June
              30, 1999.

Items 1,2 and 4 are not applicable and have been omitted.





                                       25
<PAGE>



                                   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.


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


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



                                                  ------------------------------
                                                  Gregory A. Wells
                                                  Executive Vice President of
                                                  NTS Capital Corporation


Date: August 16, 1999








                                       26
<PAGE>



                                   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.


                                   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
                                            Executive Vice President of NTS
                                            Capital Corporation

Date: August 16, 1999






                                       26

<PAGE>