Item 8.01. Other Events.

On November 1, 2012, NTS Realty Holdings Limited Partnership (the "Company") issued a press release announcing that the special committee of the board of directors of NTS Realty Capital, Inc., the Company's managing general partner, has retained a financial advisor and previously retained a legal advisor to assist in its review of the non-binding, going private proposal that the board of directors of the Company's managing general partner received on August 31, 2012 from the Company's founder and Chairman, Mr. J.D. Nichols, and its Chief Executive Officer, Mr. Brian F. Lavin, and, if the special committee deems it appropriate, to assist it in considering any potential alternative transaction.

A copy of the press release is being furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired: N/A
(b) Pro Forma Financial Information: N/A
(c) Shell Company Transactions: N/A
(d) Exhibits:
99.1 Press release of NTS Realty Holdings Limited Partnership, dated November 1, 2012