SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
              -----------------------------------------------------


                                   SCHEDULE TO
   Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities
                              Exchange Act of 1934
                                (Amendment No. 4)

                                NTS-Properties V
                       (Name of Subject Company (issuer))

                      NTS-Properties V (Offeror and Issuer)
                   ORIG, LLC (Offeror and Affiliate of Issuer)
                  J.D. Nichols (Bidder and Affiliate of Issuer)
                 Brian F. Lavin (Bidder and Affiliate of Issuer)
(Names of Filing Persons(identifying status as offeror, issuer or other person))

                          LIMITED PARTNERSHIP INTERESTS
                         (Title of Class of Securities)

                                    62942E308
                      (CUSIP Number of Class of Securities)

                    J.D. Nichols, Managing General Partner of
                 NTS-Properties Associates V and Managing Member
                                  of ORIG, LLC
                             10172 Linn Station Road
                           Louisville, Kentucky 40223
                                 (502) 426-4800
            (Name, address and telephone number of person authorized
               to receive notices and communications on behalf of
                                 filing persons)

                                    Copy to:

                                Mark R. Borrelli
                             Shefsky & Froelich Ltd.
                      444 North Michigan Avenue, Suite 2500
                             Chicago, Illinois 60611
                                 (312) 836-4014

Calculation of Filing Fee:

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|Previously Paid                                                               |
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[ ]      Check  box if any  part  of the  fee is  offset  as  provided  by  Rule
         0-11(a)(2)  and identify the filing with which the  offsetting  fee was
         previously paid. Identify the previous filing by registration statement
         number, or the form or Schedule and the date of its filing.
         Amount Previously Paid:  ______________________________  Not Applicable
         Form or Registration No.: _____________________________  Not Applicable
         Filing Party:     _____________________________________  Not Applicable
         Date Filed:       _____________________________________  Not Applicable
[ ]      Check box if the filing relates  solely to  preliminary  communications
         made before the  commencement of a tender offer.  Check the appropriate
         boxes  below to  designate  any  transactions  to which  the  statement
         relates:
         |X|     third-party tender offer subject to rule 14d-1.
         |X|     issuer tender offer subject to rule 13e-4.
         | |     going private transaction subject to Rule 13e-3.
         |X|     amendment to Schedule 13D under rule 13d-2.

Check the following box if the filing is a final amendment reporting the results
of the tender offer: [X]



<PAGE>



                               AMENDMENT NO. 4 TO
                      TENDER OFFER STATEMENT ON SCHEDULE TO

                                  INTRODUCTION

         This Amendment No. 4 dated December 29, 2000 supplements and amends the
Tender Offer Statement on Schedule TO (the "Original  Statement") filed with the
Securities and Exchange  Commission on September 22, 2000 by NTS-Properties V, a
Maryland  limited  partnership  (the  "Partnership")  and ORIG,  LLC, a Kentucky
limited  liability  company and affiliate of the Partnership  (each an "Offeror"
and  collectively,  the "Offerors"),  to purchase up to 200 limited  partnership
interests in the Partnership. The Original Statement was subsequently amended by
filing Amendment No. 1 on November 7, 2000, Amendment No. 2 on November 15, 2000
and  Amendment  No. 3 on  December 6, 2000.  Hereafter,  all  references  to the
Original  Statement  shall  refer  to  the  Original   Statement,   as  amended.
Capitalized  terms not  defined  herein  shall  have the same  meaning as in the
Original Statement. A copy of the Offer to Purchase dated September 22, 2000 and
the related Letter of Transmittal  (which together  constitute the "Offer") were
included as exhibits to the  Original  Statement.  Under the terms of the Offer,
the  Offerors  offered to purchase in the  aggregate  up to 200  Interests  at a
Purchase  Price of $230.00 per  Interest,  and the Offer  would  expire at 12:00
midnight, Eastern Standard Time, on December 22, 2000.

         This  Amendment  constitutes  the  fourth  and final  amendment  to the
Original  Statement,  as  amended  by  Amendments  No.  1, No.  2 and No.  3, in
accordance with Rule 13e-4(c)(3)  under the Securities  Exchange Act of 1934, as
amended (the  "Exchange  Act"),  and General  Instruction H to Schedule TO. This
amendment is intended to satisfy the reporting  requirements of Section 13(d) of
the Securities Exchange Act of 1934, as amended,  with respect to all securities
acquired by the Bidder pursuant to the Offer. The Offerors exercised their right
under the terms of the Offer to purchase  more than 200  Interests and all 2,710
Interests  tendered  were  accepted  by the  Offerors,  without  proration.  The
Partnership  repurchased  100 of these  Interests.  ORIG, LLC purchased 2,610 of
these  Interests.  By Press  Release  dated  December  22, 2000 the  Partnership
announced:  (i) that the Offer had  terminated as of December 22, 2000; and (ii)
the final results of the Offer.  The Press Release is attached hereto as Exhibit
(a)(8).


                                        2

<PAGE>


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1)   Names of Reporting  Persons,  I.R.S.  Identification  Nos. of Above Persons
     (entities only): ORIG, LLC ("ORIG")

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2)   Check the Appropriate Box if a Member of a Group (See Instructions)
     a.       |X|
     b.       | |

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3)   SEC Use Only

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4)   Sources of Funds (See Instructions): BK

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5)   Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e)
     or 2(f): | |

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6)   Citizenship  or Place of  Organization:  ORIG,  LLC is a  Kentucky  limited
     liability company.

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     Number of Shares Beneficially Owned by Each Reporting Person with:

         7)       Sole Voting Power:         7,171
         8)       Shared Voting Power:       2,637
         9)       Sole Dispositive Power:    7,171
         10)      Shared Dispositive Power:  2,637

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11)  Aggregate  Amount   Beneficially  Owned  by  Each  Reporting  Person:  ORIG
     beneficially   owns  9,808  of  the  limited   partnership   interests   in
     NTS-Properties V (the "Partnership"). (1)

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12)  Check if the  Aggregate  Amount  in Row 11  Excludes  Certain  Shares  (See
     Instructions): | |

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13)  Percent of Class Represented by Amount in Row 11: 32.1%

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14)  Type of Reporting Person (See Instruction): 00

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     (1) ORIG  disclaims  beneficial  ownership  of  2,637  of  these  Interests
consisting of: (i) 2,632  Interests  owned by Ocean Ridge  Investments,  Ltd., a
Florida limited partnership  ("Ocean Ridge");  and (ii) 5 Interests owned by the
General Partner.


                                        3

<PAGE>



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1)   Names of Reporting  Persons,  I.R.S.  Identification  Nos. of Above Persons
     (entities only): J.D. Nichols

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2)   Check the Appropriate Box if a Member of a Group (See Instructions)
     a.       |X|
     b.       | |

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3)   SEC Use Only

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4)   Sources of Funds (See Instructions): BK

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5)   Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e)
     or 2(f): | |

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6)   Citizenship  or Place of  Organization:  J. D.  Nichols is a citizen of the
     U.S.A.

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     Number of Shares Beneficially Owned by Each Reporting Person with:

         7)       Sole Voting Power:         7,171
         8)       Shared Voting Power:       2,637
         9)       Sole Dispositive Power:    7,171
         10)      Shared Dispositive Power:  2,637

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11)  Aggregate Amount Beneficially Owned by Each Reporting Person: J. D. Nichols
     beneficially  owns  9,808  of  the  limited  partnership  interests  in the
     Partnership.(1)

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12)  Check if the  Aggregate  Amount  in Row 11  Excludes  Certain  Shares  (See
     Instructions): | |

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13)  Percent of Class Represented by Amount in Row 11: 32.1%

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14)  Type of Reporting Person (See Instruction): IN

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         (1) Mr.  Nichols  disclaims  beneficial  ownership  of  3,618  of these
Interests,  consisting  of: (i) 2,632  Interests  owned by Ocean  Ridge;  (ii) 5
Interests owned by the General Partner;  and (iii) 981, or 10%, of the Interests
owned by ORIG.


                                        4

<PAGE>



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1)   Names of Reporting  Persons,  I.R.S.  Identification  Nos. of Above Persons
     (entities only): Brian F. Lavin

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2)   Check the Appropriate Box if a Member of a Group (See Instructions)
     a.       |X|
     b.       | |

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3)   SEC Use Only

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4)   Sources of Funds (See Instructions): BK

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5)   Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e)
     or 2(f): | |

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6)   Citizenship  or Place of  Organization:  Brian F. Lavin is a citizen of the
     U.S.A.

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     Number of Shares Beneficially Owned by Each Reporting Person with:

         7)       Sole Voting Power:         0
         8)       Shared Voting Power:       9,808
         9)       Sole Dispositive Power:    0
         10)      Shared Dispositive Power:  9,808

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11)  Aggregate  Amount  Beneficially  Owned by Each Reporting  Person:  Brian F.
     Lavin beneficially owns 9,808 of the limited  partnership  interests in the
     Partnership.(1)

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12)  Check if the  Aggregate  Amount  in Row 11  Excludes  Certain  Shares  (See
     Instructions): | |

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13)  Percent of Class Represented by Amount in Row 11: 32.1%

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14)  Type of Reporting Person (See Instruction): IN

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         (1) Mr.  Lavin  disclaims  beneficial  ownership  of  11,464  of  these
Interests,  consisting  of: (i) 2,632  Interests  owned by Ocean  Ridge;  (ii) 5
Interests  owned  by the  General  Partner;  and  (iii)  8,827,  or 90%,  of the
Interests owned by ORIG.

                                        5

<PAGE>



Item 8.  Interest in Securities of the Subject Company.

          Reference  is  hereby  made to  cover  pages  3-5  hereto,  which  are
incorporated herein by reference.

         Except for the purchase of 2,710 Interests for $230 per Interest by the
Offerors as of December 22, 2000 pursuant to the Offer,  there have not been any
transactions  involving  Interests that were effected during the past sixty (60)
business days by the Partnership,  the General Partner,  ORIG, Ocean Ridge, BKK,
Mr. Nichols, Mr. Lavin or any other associate or subsidiary of any such person.

Item 12.  Material to be Filed as Exhibits.

         The response to Item 12 of the Schedule TO is hereby  supplemented  and
amended as follows:


         (a)(8) Press Release by Partnership  dated December 22, 2000 announcing
         that the Offer had Terminated as of December 22, 2000.






                                        6

<PAGE>




                                    SIGNATURE

         After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

Date:    December 29, 2000      NTS-PROPERTIES V, a Maryland limited partnership

                               By:      NTS-PROPERTIES ASSOCIATES V
                                        General Partner

                               By:      /s/ J. D. Nichols
                                        ----------------------------------------
                                        J.D. Nichols, Managing General Partner

                                        ORIG, LLC, a Kentucky limited liability
                                        company.

                               By:      /s/ J. D. Nichols
                                        ----------------------------------------
                                        J.D. Nichols, Managing Member


                                        /s/ J. D. Nichols
                                        ----------------------------------------
                                        J. D. Nichols, individually



                                        /s/ Brian F. Lavin
                                        ----------------------------------------
                                        Brian F. Lavin, individually




                                        7

<PAGE>



                                    EXHIBITS


Exhibit
Number     Description
------     -----------
(a)(8)     Press Release by Partnership  dated December 22, 2000 announcing that
           the Offer had Terminated as of December 22, 2000.









<PAGE>



                                                                  EXHIBIT (a)(8)






 Press Release by Partnership Dated December 22, 2000 Announcing That the Offer
                    Had Terminated as of December 22, 2000.









<PAGE>


         Louisville,  Kentucky  December  22, 2000,  NTS-Properties  V announced
today that the issuer tender offer for up to 200 Limited  Partnership  Interests
in  NTS-Properties  V, which  commenced  on September  22,  2000,  as amended on
November 7, 2000,  November 15, 2000 and  December 6, 2000,  expired on December
22, 2000.

         The final results of the Offer are as follows: As of December 22, 2000,
a total of 2,710  Interests  were tendered  pursuant to the Offer.  The Offerors
exercised  their right  under the terms of the Offer to  purchase  more than 200
Interests,  and all 2,710  Interests  tendered  were  accepted by the  Offerors,
without  proration.  NTS-Properties  V  repurchased  100 Interests at a price of
$230.00 per  Interest,  pursuant to the Offer,  and ORIG,  LLC  purchased  2,610
Interests at a price of $230.00 per Interest.







<PAGE>