<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               September 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                            0-18952
                      ----------------------------------------------------------

                            NTS-PROPERTIES PLUS LTD.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Florida                                       61-1126478
----------------------------------            ----------------------------------
(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                           (Zip Code)
offices)
                                 (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 September 30, 2000 and December 31, 1999         3

         Statement of Partners' Deficit as of  September 30, 2000              3

         Statements of Operations for the three months and nine months
           ended September 30, 2000 and 1999                                   4

         Statements of Cash Flows for the nine months ended
           September 30, 2000 and 1999                                         5

         Notes to Financial Statements                                      6-11

Item 2.  Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                       12-18

Item 3.  Quantitative and Qualitative Disclosures About Market Risk           19


                                     PART II
                                     -------

Item 1.  Legal Proceedings                                                    20

Item 2.  Changes in Securities                                                20

Item 3.  Defaults Upon Senior Securities                                      20

Item 4.  Submission of Matters to a Vote of Security Holders                  20

Item 5.  Other Information                                                    20

Item 6.  Exhibits and Reports on Form 8-K                                     20

Signatures                                                                    21

                                        2

<PAGE>

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

<TABLE>

                            NTS-PROPERTIES PLUS LTD.
                            ------------------------
                                 BALANCE SHEETS
                                 --------------

<CAPTION>
                                                  As of                As of
                                               September 30,        December 31,
                                                  2000                 1999*
                                                ----------          ----------
                                               (UNAUDITED)

ASSETS
------
<S>                                            <C>                 <C>
Cash and equivalents                           $    37,888         $   163,798
Cash and equivalents - restricted                   43,219              18,719
Accounts receivable                                 17,966               3,763
Land, buildings and amenities, net               1,492,377           1,423,671
Deferred leasing commissions                        86,643              88,665
Other assets                                        49,159              38,235
                                                ----------          ----------
     TOTAL ASSETS                              $ 1,727,252         $ 1,736,851
                                                ==========          ==========

LIABILITIES AND PARTNERS' DEFICIT
---------------------------------
Mortgages and note payable                     $ 2,056,960         $ 2,160,294
Accounts payable                                   175,578             134,091
Security deposits                                   13,002              13,091
Other liabilities                                   75,016              25,669
                                                ----------          ----------
     TOTAL LIABILITIES                           2,320,556           2,333,145

COMMITMENTS AND CONTINGENCIES (Note 9)

PARTNERS' DEFICIT                                 (593,304)           (596,294)
                                                ----------          ----------
TOTAL LIABILITIES AND PARTNERS' DEFICIT        $ 1,727,252         $ 1,736,851
                                                ==========          ==========

</TABLE>

<TABLE>

                         STATEMENT OF PARTNERS' DEFICIT
                         ------------------------------

<CAPTION>

                                                 Limited          General
                                                 Partners         Partner          Total
                                                 --------         -------          -----
PARTNERS' DEFICIT
-----------------
<S>                                            <C>             <C>             <C>
Capital contributions, net of offering costs   $ 11,784,521    $        100    $ 11,784,621
Net loss - prior years                          (10,178,579)       (102,814)    (10,281,393)
Net income - current year                             2,960              30           2,990
Cash distributions declared to date              (2,038,520)        (20,592)     (2,059,112)
Repurchase of Limited Partnership Units             (40,410)              -         (40,410)
                                                -----------     -----------     -----------
BALANCES September 30, 2000                    $   (470,028)   $   (123,276)   $   (593,304)
                                                ===========     ===========     ===========

</TABLE>

* Reference is made to the audited  financial  statements  in Form 10-K as filed
with the  Securities  and Exchange  Commission on March 30, 2000.  The auditors'
report  on these  statements  was  qualified  with  respect  to the  Partnership
continuing as a going concern (See Notes to Financial Statements - Note 1).

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

                                        3

<PAGE>

<TABLE>

                            NTS-PROPERTIES PLUS LTD.
                            ------------------------
                            STATEMENTS OF OPERATIONS
                            ------------------------
                                   (UNAUDITED)
                                    ---------

<CAPTION>

                                                         Three Months Ended           Nine Months Ended
                                                            September 30,               September 30,
                                                            -------------               -------------
                                                         2000           1999         2000         1999
                                                        --------     --------      --------     --------
REVENUES
--------
<S>                                                    <C>          <C>           <C>          <C>
Rental income                                          $ 143,361    $ 143,233     $ 434,148    $ 501,888
Gain on sale of assets                                         -        7,925             -        7,925
Interest and other income                                    598        4,189         4,247        6,851
                                                        --------     --------      --------     --------
     TOTAL REVENUES                                      143,959      155,347       438,395      516,664
                                                       ----------   ----------    ----------   ----------
EXPENSES
--------
Operating expenses                                        22,119       23,315        62,250       74,154
Operating expenses - affiliated                            8,971       11,532        27,277       42,870
Loss on disposal of assets                                 1,374            -        12,515            -
Interest expense                                          39,646       47,088       127,424      160,194
Management fees                                            8,888        8,701        25,911       29,927
Real estate taxes                                         16,527       12,895        42,175       46,490
Professional and administrative expenses                  16,497       20,108        51,627       53,329
Professional and administrative expenses
  - affiliated                                             5,017       13,405        15,338       33,695
Depreciation and amortization                             23,406       24,062        70,888       83,381
                                                        --------     --------      --------     --------
     TOTAL EXPENSES                                      142,445      161,106       435,405      524,040
                                                        --------     --------      --------     --------
Net income (loss)                                      $   1,514    $  (5,759)    $   2,990    $  (7,376)
                                                        ========     ========      ========     ========

Net income (loss) allocated to the Limited Partners    $   1,499    $  (5,701)    $   2,960    $  (7,302)
                                                        ========     ========      ========     ========

Net income (loss) per Limited Partnership Unit         $    0.00    $   (0.01)    $    0.00    $   (0.01)
                                                        ========     ========      ========     ========

Weighted average number of  Limited
  Partnership Units                                      643,645      646,600       643,645      652,851
                                                        ========     ========      ========     ========

</TABLE>

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

                                        4
<PAGE>

<TABLE>

                            NTS-PROPERTIES PLUS LTD.
                            ------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------
                                   (UNAUDITED)
                                   -----------

<CAPTION>

                                                              Nine Months Ended
                                                                September 30,
                                                                -------------
                                                              2000          1999
                                                            --------     --------

CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
<S>                                                        <C>          <C>
Net income (loss)                                          $   2,990    $  (7,376)
Adjustments to reconcile net income (loss) to net cash
  provided by operating activities:
    Depreciation and amortization                             70,888       83,381
    Loss of disposal of assets                                12,515           56
    Changes in assets and liabilities:
      Cash and equivalents - restricted                      (24,500)     (34,028)
      Accounts receivable                                    (14,203)       8,837
      Deferred leasing commissions                             2,022       14,054
      Other assets                                            (9,687)      14,211
      Accounts payable                                        41,487       21,135
      Security deposits                                          (89)      (3,358)
      Other liabilities                                       49,347       32,242
                                                            --------     --------
     Net cash provided by operating activities               130,770      129,154
                                                            --------     --------
CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
Additions to land, buildings and amenities                  (246,456)     (34,451)
Sale of land, buildings and amenities                              -       31,323
Change in ownership of Joint Venture (Note 8)                 37,544      138,194
                                                            --------     --------
     Net cash (used in) provided by investing activities    (208,912)     135,066
                                                            --------     --------
CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
Principal payments on mortgages and note payable            (168,790)    (171,361)
Increase in mortgages and note payable                       128,142       54,527
Increase in loan costs                                        (7,120)           -
Repurchase of Limited Partnership Units                            -      (14,757)
                                                            --------     --------
     Net cash used in financing activities                   (47,768)    (131,591)
                                                            --------     --------
     Net (decrease) increase in cash and equivalents        (125,910)     132,629

CASH AND EQUIVALENTS, beginning of period                    163,798       53,634
                                                            --------     --------
CASH AND EQUIVALENTS, end of period                        $  37,888    $ 186,263
                                                            ========     ========
Interest paid on a cash basis                              $ 120,417    $ 151,965
                                                            ========     ========

</TABLE>

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

                                        5

<PAGE>

                            NTS-PROPERTIES PLUS LTD.
                            ------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------

The unaudited financial  statements and schedules 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 30,  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 three  months and nine months ended  September  30, 2000 and
1999.

1.   Partnership's Plans Relative to Continuing Operations
     -----------------------------------------------------

     NTS-Properties  Plus Ltd.  ("the  Partnership")  currently  holds  minority
     interests in four  properties and thus cannot effect  decisions made by NTS
     affiliate partnerships holding a majority position in these properties. The
     Partnership does not possess the resources to contribute to improvements of
     any significant  amount and has seen its minority interests further decline
     as a result of the contributions made by the financially  stronger majority
     interest affiliate partnerships.

     Prior to December 31, 1999, NTS  Development  Company,  an affiliate of the
     General  Partner  ("NTS"),  agreed  to  defer  amounts  owed  to it by  the
     Partnership.  NTS,  prior to January 1, 2000,  also  agreed to provide  the
     financial support  necessary for the Partnership to pay its  non-affiliated
     operating  expenses as they came due through  January 1, 2000.  NTS did not
     extend the commitment past January 1, 2000.

     NTS, after January 1, 2000,  will not defer amounts owed to it or renew its
     commitment to provide financial support for non-affiliated  expenses of the
     Partnership.  As of September 30, 2000, the Partnership owes  approximately
     $77,000 to NTS.

     Accordingly,  without an infusion of cash or a sale of Partnership  assets,
     the Partnership may not be able to meet its obligations as they come due in
     the normal course of business.  As a result,  the  auditors'  report in the
     Partnership's  1999 Form 10-K was qualified with respect to the Partnership
     continuing as a going concern.  These conditions  continue to exist and may
     exist at December 31, 2000. Given these conditions,  it is anticipated that
     the auditors'  report included in the  Partnership's  2000 Form 10-K may be
     qualified  with respect to the  Partnership  continuing as a going concern.
     The  Partnership  is  evaluating  alternatives  with its  assets,  debt and
     capital structure to remedy this situation.

2.   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.

                                        6

<PAGE>

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

     The  Partnership  has joint venture  investments in one  commercial  rental
     property in Kentucky (Louisville) and three commercial rental properties in
     Florida  (Ft.  Lauderdale).  A  single  tenant  occupies  the  property  in
     Kentucky.

     It is the  Partnership's  understanding  that SHPS, Inc. does not intend to
     continue to occupy the space at Blankenbaker Business Center 1A through the
     duration of its lease, ending in July 2005. The Partnership's proportionate
     share of the rental income from this property  accounted for  approximately
     60% of the Partnership's total revenues for the nine months ended September
     30, 2000. The Partnership has not yet determined the effect, if any, on the
     Partnership's  operations,  given the fact SHPS,  Inc. is under lease until
     July 2005 and no official notice of termination has been received.

4.   Cash and Equivalents - Restricted
     ---------------------------------

     Cash and equivalents - restricted represents funds which have been escrowed
     with  mortgage  companies for property  taxes in  accordance  with the loan
     agreements.

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  estimated  useful  lives of the  assets  which are 5-30 years for land
     improvements,  7-30 years for  buildings  and  improvements,  3-7 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 by management
     during the period ended  September  30, 2000 and 1999 did not result in any
     impairment loss.

     On July 23, 1999, the Lakeshore/University Joint Venture closed on the sale
     of 2.4  acres of land  adjacent  to the  Lakeshore  Business  Center  for a
     purchase price of $528,405.

                                        7

<PAGE>

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

     Mortgages and note payable consist of the following:

<TABLE>

                                                     September 30, December 31,
                                                         2000          1999
                                                         ----          ----
     <S>                                               <C>           <C>
     Mortgage payable to an insurance company,
     bearing interest at a fixed rate of 8.5%,
     due November 15, 2005,
     secured by land and a building.                   $1,083,145    $1,203,015

     Mortgage payable to an insurance company,
     bearing interest at a fixed rate of 8.125%,
     due August 1, 2008,
     secured by land and a building.                      352,779       410,622

     Mortgage payable to an insurance company,
     bearing interest at a fixed rate of 8.125%,
     due August 1, 2008,
     secured by land and buildings.                       327,894       381,657

     Mortgage payable to a bank, bearing interest
     at a variable rate based on
     LIBOR daily rate plus 2.3%,
     currently 8.92%, due September 8, 2003,
     secured by land and a building.                       61,142             -

     Note payable to a bank, bearing interest
     at a fixed rate of 8.75%, due January 29, 2001,
     collateral provided by NTS Financial Partnership,
     an affiliate of NTS Development Company.             232,000       165,000
                                                        ---------     ---------

                                                       $2,056,960    $2,160,294
                                                        =========     =========

</TABLE>

     Based on the borrowing  rates  currently  available to the  Partnership for
     loans  with  similar  terms  and  average  maturities,  the  fair  value of
     long-term debt is approximately $2,046,000.

7.   Related Party Transactions
     --------------------------

     Pursuant to an agreement with the Partnership,  NTS Development Company, an
     affiliate  of the General  Partner of the  Partnership,  receives  property
     management fees on a monthly basis. The fees are paid in an amount equal to
     6% of the gross revenues from the Partnership's  properties.  Also pursuant
     to an agreement,  NTS Development Company receives a repair and maintenance
     fee equal to 5.9% of costs incurred  which relate to capital  improvements.
     These  repair  and  maintenance  fees  are  capitalized  as part  of  land,
     buildings and amenities.

     The  Partnership  was charged the  following  amounts from NTS  Development
     Company  for the nine  months  ended  September  30,  2000 and 1999.  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.

                                        8

<PAGE>

7.   Related Party Transactions - Continued
     --------------------------------------

<TABLE>

                                                           Nine Months Ended
                                                              September 30,
                                                              -------------
                                                            2000         1999
                                                            ----         ----

     <S>                                                  <C>           <C>
     Property management fees                             $ 25,911      $ 29,927
                                                           -------       -------
       Total property management fees                       25,911        29,927
                                                           -------       -------
     Property management                                    14,959        23,182
     Leasing                                                 5,763        11,419
     Administrative - operating                              6,270         7,658
     Other                                                     285           611
                                                           -------       -------
       Total operating expenses -affiliated                 27,277        42,870
                                                           -------       -------
     Administrative - professional                          15,338        33,695
                                                           -------       -------
       Total professional and administrative expenses
         - affiliated                                       15,338        33,695
                                                           -------       -------
     Repairs and maintenance fee                            13,267         1,123
     Leasing commissions                                     6,020         8,939
                                                           -------       -------
       Total related party transactions capitalized         19,287        10,062
                                                           -------       -------
       Total related party transactions                   $ 87,813      $116,554
                                                           =======       =======

</TABLE>

     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 2,536 Interests in the Partnership for a total  consideration  of
     $2,536 or an average price of $1.00 per Interest.

8.   Transactions  Affecting  the  Investment  in  Lakeshore/University II Joint
     ---------------------------------------------------------------------------
     Venture
     -------

     On July 1, 2000 and July 19, 1999,  NTS-Properties  V contributed  $500,000
     and $1,737,000,  respectively, to the Lakeshore/University II Joint Venture
     ("L/U II Joint  Venture").  The other partners in the L/U II Joint Venture,
     including  NTS-Properties Plus Ltd., did not make capital  contributions at
     that time.  Accordingly the ownership  percentages of the other partners in
     the L/U II Joint  Venture  decreased.  Effective  July 1,  2000,  NTS Plus'
     percentage of ownership in the L/U II Joint  Venture is 7.69%,  as compared
     to 8.40% prior to July 1, 2000 and 12.57% prior to July 1, 1999.

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 properties it may acquire in the future.

                                        9

<PAGE>

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

     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  adverse  effect  on the
     consolidated financial statements of the Partnership.

     Pursuant to a contract signed on December 6, 1999, the L/U II Joint Venture
     has a commitment to construct a building to be known as Lakeshore  Business
     Center  Phase  III on 3.8 acres of land it owns at the  Lakeshore  Business
     Center  Development.  The  construction  cost is currently  estimated to be
     $4,000,000  and  will  be  funded  by  working  capital  and  approximately
     $2,680,000 in debt  financing.  As of September 30, 2000,  the L/U II Joint
     Venture  has  incurred   approximately   $2,820,000  in  expenses  for  the
     construction of Lakeshore Business Center Phase III.

     On September 8, 2000, the  Partnership,  obtained a loan from a bank for an
     amount not  exceeding  $2,680,000  to fund the  construction  of  Lakeshore
     Business  Center Phase III.  This  commitment  is  guaranteed by the L/U II
     Joint  Venture,  NTS-Properties  V,  NTS-Properties  IV, Ltd., and NTS- Ft.
     Lauderdale,  Ltd.  The funds  will be used by the L/U II Joint  Venture  to
     construct  Lakeshore  Business  Center Phase III. The loan bears a variable
     interest  rate  equal to a daily  floating  LIBOR rate as quoted for 30-day
     investments,  plus 230 basis  points  and is  secured  by 3.8 acres of land
     located at the Lakeshore  Business Center  Development and the improvements
     now and hereafter located on the land.

     As of September  30, 2000,  the L/U II Joint  Venture has a commitment  for
     approximately  $122,000  for tenant  improvements  on 6,190  square feet at
     Lakeshore  Business  Center  Phase  III.  The  Partnership's  share of this
     commitment is  approximately  $9,000 and will be funded from debt financing
     related to the property.

     The L/U II Joint  Venture  anticipates  replacing  the  roofs at  Lakeshore
     Business  Center  Phase  I  for  a  cost  of  approximately  $200,000.  The
     Partnership's share of this project will be approximately  $15,000 and will
     be funded from cash flows from operations of the property.

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

     The Partnership's  reportable operating segments include only one segment -
     Commercial Real Estate Operations.

                                       10

<PAGE>

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.

                                       11

<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 revision 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 continue as a going concern;  the
ability of the  Partnership  to achieve  planned  revenues;  the  ability of the
Partnership  to make payments due under its debt  agreement;  the ability of the
Partnership to negotiate and maintain  terms with vendors and service  providers
for operating expenses;  competitive pressures from other real estate companies,
including large  commercial 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.

                                       12

<PAGE>

Cautionary Statements - Continued
---------------------------------

The Partnership  currently holds minority  interests in four properties and thus
cannot effect  decisions made by NTS affiliate  partnerships  holding a majority
position in these properties.  The Partnership does not possess the resources to
contribute to improvements  of any significant  amount and has seen its minority
interests  further  decline  as a  result  of  the  contributions  made  by  the
financially stronger majority interest affiliate partnerships.

Prior to December 31, 1999, NTS Development Company, an affiliate of the General
Partner  ("NTS"),  agreed to defer amounts owed to it by the  Partnership.  NTS,
prior to January 1, 2000, also agreed to provide the financial support necessary
for the Partnership to pay its  non-affiliated  operating  expenses as they came
due through  January 1, 2000. NTS did not extend the commitment  past January 1,
2000.

NTS,  after  January 1,  2000,  will not defer  amounts  owed to it or renew its
commitment  to provide  financial  support  for  non-affiliated  expenses of the
Partnership.  As of  September  30, 2000,  the  Partnership  owes  approximately
$77,000 to NTS.

Accordingly,  without an infusion of cash or a sale of Partnership  assets,  the
Partnership  may not be able to meet  its  obligations  as they  come due in the
normal  course  of  business.   As  a  result,   the  auditors'  report  in  the
Partnership's  1999 Form 10-K was  qualified  with  respect  to the  Partnership
continuing as a going concern.  These conditions continue to exist and may exist
at  December  31,  2000.  Given these  conditions,  it is  anticipated  that the
auditors' report included in the  Partnership's  2000 Form 10-K may be qualified
with respect to the Partnership  continuing as a going concern.  The Partnership
is evaluating alternatives with its assets, debt and capital structure to remedy
this situation. (See Notes to Financial Statements - Note 1).

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

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

<TABLE>

                                                               Nine Months Ended
                                                                 September 30,
                                                                 -------------
                                                               2000 (1)    1999
                                                               --------    ----

  Property Owned in Joint Venture with NTS-Properties IV
  ------------------------------------------------------
  and NTS-Properties VII, Ltd.
  ----------------------------
  (Ownership % at September 30, 2000)
  -----------------------------------

  <S>                                                            <C>       <C>
  Blankenbaker Business Center 1A (39.05%)                       100%      100%

  Property Owned through Lakeshore/University II Joint Venture
  ------------------------------------------------------------
  (L/U II Joint Venture)
  ----------------------

  Lakeshore Business Center Phase I (2)                           74%       74%
  Lakeshore Business Center Phase II (2)                          86%       86%
  Lakeshore Business Center Phase III (3)                         N/A       N/A

</TABLE>

                       (Footnotes continued on next page)

                                       13

<PAGE>

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

(1)  Current occupancy levels are considered  adequate to continue the operation
     of Blankenbaker  Business Center 1A and Lakeshore  Business Center Phases I
     and II without additional financing. Lakeshore Business Center Phase III is
     currently under construction.
(2)  Ownership  percentage  was 7.69% as of  September  30, 2000 and 8.40% as of
     September 30, 1999 (See Notes to Financial Statements - Note 8).
(3)  Ownership  percentage was 7.69% as of September 30, 2000.  Construction  of
     the property  commenced  December 1999. As of September 30, 2000, one lease
     for 4,689  square  feet has been  signed and the tenant is expected to take
     occupancy during the fourth quarter of 2000. Another lease for 6,190 square
     feet has been signed and the tenant is expected  to take  occupancy  during
     the first quarter of 2001.

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

<TABLE>

                                                  Three Months      Nine Months
                                                     Ended             Ended
                                                  September 30,    September 30,
                                                  -------------    -------------
                                                  2000    1999     2000    1999
                                                  ----    ----     ----    ----
Property Owned in Joint Venture with
------------------------------------
NTS-Properties IV and NTS-Properties VII, Ltd.
----------------------------------------------
(Ownership % at September 30, 2000)
-----------------------------------

<S>                                                <C>     <C>     <C>     <C>
Blankenbaker Business Center 1A (39.05%)           100%    100%    100%    100%

Property Owned through Lakeshore/University II
----------------------------------------------
Joint Venture (L/U II Joint Venture)
------------------------------------

Lakeshore Business Center Phase I (1)               74%     73%     75%     75%
Lakeshore Business Center Phase II (1) (2)          86%     86%     83%     86%
Lakeshore Business Center Phase III (3)             N/A     N/A     N/A     N/A

</TABLE>

(1)  Ownership  percentage  was 7.69% for the three months ended  September  30,
     2000,  8.40% for the six months  ended June 30,  2000 and the three  months
     ended  September  30,  1999,  and 12.57% for the six months  ended June 30,
     1999. (See Notes to Financial Statements - Note 8).
(2)  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.
(3)  Ownership  percentage was 7.69% as of September 30, 2000.  Construction  of
     the property commenced December 1999.

                                       14

<PAGE>

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

The rental and other income  generated by the  Partnership's  properties for the
three months and nine months ended September 30 were as follows:

<TABLE>

                                               Three Months        Nine Months
                                                  Ended               Ended
                                               September 30,       September 30,
                                               -------------       -------------
                                               2000      1999     2000     1999
                                               ----      ----     ----     ----
Property Owned in Joint Venture with NTS-
-----------------------------------------
Properties IV and NTS-Properties VII, Ltd.
------------------------------------------
(Ownership % at September 30, 2000)
-----------------------------------

<S>                                          <C>      <C>      <C>      <C>
Blankenbaker Business Center 1A (39.05%)     $ 89,637 $ 89,278 $264,968 $275,093

Property Owned through Lakeshore/University
-------------------------------------------
II Joint Venture (L/U II Joint Venture)
---------------------------------------

Lakeshore Business Center Phase I (1)        $ 26,220 $ 25,013 $ 84,255 $109,279
Lakeshore Business Center Phase II (1)       $ 27,836 $ 27,963 $ 86,114 $118,954
Lakeshore Business Center Phase III (2)         N/A      N/A      N/A      N/A

</TABLE>

(1)  Represents  ownership  percentage  of  7.69%  for the  three  months  ended
     September  30,  2000,  8.40% for the six months ended June 30, 2000 and the
     three months ended  September 30, 1999, and 12.57% for the six months ended
     June 30, 1999. (See Notes to Financial Statements - Note 8).
(2)  Ownership  percentage was 7.69% as of September 30, 2000.  Construction  of
     the property  commenced  December 1999. As of September 30, 2000, one lease
     for 4,689  square  feet has been  signed and the tenant is expected to take
     occupancy during the fourth quarter of 2000. Another lease for 6,190 square
     feet has been signed and the tenant is expected  to take  occupancy  during
     the first quarter of 2001.

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

It is the  Partnership's  understanding  that  SHPS,  Inc.  does not  intend  to
continue  to occupy the space at  Blankenbaker  Business  Center 1A through  the
duration  of its lease,  ending in July 2005.  The  Partnership's  proportionate
share of the rental income from this property accounted for approximately 60% of
the  Partnership's  total revenues for the nine months ended September 30, 2000.
The Partnership has not yet determined the effect,  if any, on the Partnership's
operations,  given the fact SHPS,  Inc.  is under  lease  until July 2005 and no
official notice of termination has been received.

The following is an analysis of material  changes in results of  operations  for
the  periods  ending  September  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  and other  income  decreased  approximately  $11,000 or 7% for the three
months  ended  September  30,  2000,  as  compared  to the same  period in 1999,
primarily  as a result of a decrease  in interest  income  earned on excess cash
invested which has been used to construct  Lakeshore  Business Center Phase III.
Rental  and other  income  decreased  approximately  $78,000 or 15% for the nine
months  ended  September  30,  2000,  as  compared  to the same  period in 1999,
primarily due to a

                                       15

<PAGE>

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

decrease  in  ownership  of the L/U II Joint  Venture,  as a result of a capital
contributions  made by NTS-Properties V to the Joint Venture on July 1, 1999 and
July 1, 2000. (See Notes to Financial Statements - Note 8).

In cases of tenants who cease making rental  payments or abandon the premises in
breach of the lease terms, the Partnership pursues collection through the use of
collection agencies or other remedies available by law when practical.  In cases
where tenants have vacated as a result of bankruptcy,  the Partnership has taken
legal  action when it was thought  there could be a possible  collection.  There
have been no funds  recovered  as a result  of these  actions  during  the three
months and nine months ended  September  30, 2000 or 1999.  As of September  30,
2000,  no action is being taken against any tenants to collect funds through the
remedies discussed above.

Operating  expenses decreased  approximately  $12,000 or 16% for the nine months
ended September 30, 2000, as compared to the same period in 1999,  primarily due
to the decrease in ownership of the L/U II Joint Venture as discussed above.

Operating expenses - affiliated decreased  approximately  $16,000 or 37% for the
nine months ended  September  30, 2000,  as compared to the same period in 1999,
due to decreased  overhead  costs  allocated to the  Partnership  as a result of
personnel  status  changes and to the  decrease in ownership of the L/U II Joint
Venture.  Operating expenses - affiliated are expenses for services performed by
employees of NTS Development Company, an affiliate of the General Partner.

The 2000 loss on  disposal  of assets is the result of  retirements  of original
building costs at Lakeshore  Business  Center Phases I and II resulting from the
renovation  of the common areas of these  properties.  The loss  represents  the
costs of the  assets  which  were  not  fully  depreciated  at the time of their
retirement.

Interest expense  decreased  approximately  $7,000 or 16% and $33,000 or 21% for
the three months and nine months ended  September  30,  2000,  respectively,  as
compared to the same  periods in 1999,  primarily as a result of the decrease in
ownership of the L/U II Joint Venture and from regular  principal  payments made
on the Joint Venture debt.

Professional and administrative  expenses - affiliated  decreased  approximately
$8,000 or 63% and  $18,000  or 55% for the three  months and nine  months  ended
September 30, 2000, respectively,  as compared to the same periods in 1999, as a
result of decreased  salary  costs due to personnel  changes and the decrease in
ownership of the L/U II Joint Venture.  Professional and administrative expenses
- affiliated  are expenses  incurred for the services  performed by employees of
NTS Development Company, an affiliate of the General Partner.

Depreciation and  amortization  decreased  approximately  $12,000 or 15% for the
nine months ended  September  30, 2000,  as compared to the same period in 1999,
primarily as a result of the decrease in ownership of the L/U II Joint  Venture.
The aggregate cost of the  Partnership's  properties for Federal tax purposes is
approximately $4,868,000.

                                       16

<PAGE>

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

In the next 12 months, the Partnership expects the demand on future liquidity to
increase as a result of future  leasing  activity at Lakeshore  Business  Center
Phases I, II and III. At this time,  the future leasing and tenant finish costs,
which will be required to renew the current  leases or obtain new  tenants,  are
unknown.

Cash flows provided by (used in):

<TABLE>

                                                 Nine Months Ended September 30,
                                                 -------------------------------
                                                      2000              1999
                                                      ----              ----

<S>                                                <C>              <C>
Operating activities                               $ 130,770        $ 129,154
Investing activities                                (208,912)         135,066
Financing activities                                 (47,768)        (131,591)
                                                    --------         --------

  Net (decrease) increase in cash and equivalents  $(125,910)       $ 132,629
                                                    ========         ========

</TABLE>

Net cash provided by operating  activities did not change  significantly for the
nine months ended September 30, 2000, as compared to the same period in 1999.

Net cash used in investing  activities  for the nine months ended  September 30,
2000, increased  approximately $344,000, as compared to the same period in 1999.
The  increase is due to increased  capital  expenditures  at Lakeshore  Business
Center Phases I and II and the inclusion of Lakeshore  Business Center Phase III
construction  costs.  Also  contributing  to the  increase  is the effect of the
change in ownership.

Net cash used in financing activities decreased approximately $84,000 or 64% for
the nine months  ended  September  30,  2000,  as compared to the same period in
1999.  The  decrease is due  partially  to a decrease in cash  reserved  for the
repurchase  of Limited  Partnership  Units.  The net cash  provided by financing
activities in 2000 and 1999 was the result of additional  funds  received on the
note payable  obtained by the Partnership in January 1998. The principal  amount
of the note  payable  was  increased  in order to cover  interest  due as of the
original maturity date in January 1999.

The  Partnership  has not made any cash  distributions  since the quarter  ended
September 30, 1991. Cash reserves (which are  unrestricted  cash and equivalents
as shown on the  Partnership's  balance  sheet) as of  September  30,  2000 were
$37,888.

Due to the fact that no  distributions  were made during the nine  months  ended
September  30,  2000 or 1999,  the table  which  presents  that  portion  of the
distribution  that  represents  a return  of  capital  on a GAAP  basis has been
omitted.

Currently,  the  Partnership's  plans for  renovations  and other major  capital
expenditures  include tenant  improvements  at the  Partnership's  properties as
required by lease  negotiations,  and the  construction  of  Lakeshore  Business
Center  Phase III as  described  later in this  discussion.  Changes  to current
tenant  finish  improvements  are a  typical  part  of  any  lease  negotiation.
Improvements  generally  include  a  revision  to  the  current  floor  plan  to
accommodate a tenant's needs, new carpeting and paint

                                       17

<PAGE>

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

and/or wallcovering.  The extent and costs of the improvements are determined by
the size of the space being  leased and whether the  improvements  are for a new
tenant or incurred  because of a lease renewal.  The tenant finish  improvements
will be funded by cash flow from operations and cash reserves.

Pursuant to a contract  signed on December 6, 1999, the L/U II Joint Venture has
a commitment  to construct a building to be known as Lakeshore  Business  Center
Phase  III on 3.8  acres  of  land  it owns  at the  Lakeshore  Business  Center
Development.  The construction cost is currently  estimated to be $4,000,000 and
will  be  funded  by the  Joint  Venture's  working  capital  and  approximately
$2,680,000 in debt financing. As of September 30, 2000, the L/U II Joint Venture
incurred approximately  $2,820,000 in expenses for the construction of Lakeshore
Business Center Phase III.

On September 8, 2000, the Partnership, obtained a loan from a bank for an amount
not exceeding  $2,680,000 to fund the construction of Lakeshore  Business Center
Phase  III.  This  commitment  is  guaranteed  by  the  L/U  II  Joint  Venture,
NTS-Properties  V,  NTS-Properties  IV, Ltd., and NTS-Ft.  Lauderdale,  Ltd. The
funds will be used by the L/U II Joint Venture to construct  Lakeshore  Business
Center  Phase  III.  The loan bears a  variable  interest  rate equal to a daily
floating LIBOR rate as quoted for 30-day investments,  plus 230 basis points and
is  secured  by 3.8  acres of land  located  at the  Lakeshore  Business  Center
Development and the improvements now and hereafter located on the land.

As of  September  30,  2000,  the L/U II  Joint  Venture  has a  commitment  for
approximately $122,000 for tenant improvements on 6,190 square feet at Lakeshore
Business  Center  Phase  III.  The  Partnership's  share of this  commitment  is
approximately  $9,000  and will be funded  from debt  financing  related  to the
property.

The L/U II Joint Venture  anticipates  replacing the roofs at Lakeshore Business
Center Phase I for a cost of approximately  $200,000. The Partnership's share of
this  project will be  approximately  $15,000 and will be funded from cash flows
from operations of the property.

The  Partnership  has no other material  commitments  for renovations or capital
improvements as of September 30, 2000.

The following  describes the efforts being taken by the  Partnership to increase
the occupancy  levels at the  Partnership's  properties.  At Lakeshore  Business
Center Phases I, II and III, the  Partnership  has an on-site  leasing agent, an
employee of NTS Development  Company (an affiliate of the General Partner),  who
makes calls to potential tenants, negotiates lease renewals with current tenants
and manages local  advertising with the assistance of NTS Development  Company's
marketing staff.

Leases at the Partnership's  properties provide for tenants to contribute toward
the payment of  increases  in common area  expenses,  insurance  and real estate
taxes.  These lease provisions should protect the Partnership's  operations from
the impact of inflation and changing prices.

                                       18

<PAGE>

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

Our primary market risk exposure with regard to financial instruments is changes
in interest  rates.  At  September  30,  2000,  a  hypothetical  100 basis point
increase in interest  rates would result in an approximate  $50,000  decrease in
the fair value of debt.

                                       19

<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.

                                       20

<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 Plus Ltd.
                                      ------------------------------------------
                                                    (Registrant)

                                      By:      NTS-Properties Plus Associates,
                                               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: November 13, 2000

                                       21


<PAGE>