Item 8.01. Other Events.

On June 3, 2009, NTS Realty Holdings Limited Partnership (the "Company"), in connection with the anticipated acquisition of two multifamily properties with an unaffiliated joint venture partner, formed GB Central Holdings, LLC ("GB Central") and SP Central Holdings, LLC ("SP Central"), both Delaware limited liability companies. GB Central and SP Central are wholly owned by the Company.

As previously disclosed, the Company entered into an agreement dated April 10, 2009, to acquire Golf Brook Apartments ("Golf Brook") and Sabal Park Apartments ("Sabal Park"), which are located in Longwood, Florida. The Company assigned its rights to purchase Golf Brook to GB Longwood Properties, LLC ("GB Longwood"), and its rights to purchase Sabal Park to SP Longwood Properties, LLC ("SP Longwood"). On June 3, 2009, GB Central and SP Central entered into operating agreements with Pluris Property Fund I, L.P. ("PPFI"), an unaffiliated Delaware limited partnership, related to GB Longwood and SP Longwood. Pursuant to the terms of these operating agreements, GB Central and SP Central are the owners of a majority of the membership interests in GB Longwood and SP Longwood.

GB Central will serve as the sole manager of GB Longwood, and SP Central will serve as the sole manager of SP Longwood. GB Longwood and SP Longwood intend to appoint NTS Management Company, an affiliate of the Company, as the property manager for both properties. Although there is no assurance this will occur, the Company expects to complete the purchase of Golf Brook and Sabal Park on June 11, 2009.

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