U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 33-5785-A
NOTIFICATION OF LATE FILING
(CHECK ONE):
[x] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form
10-Q and Form R10-QSB [ ] Form N-SAR
For Period Ended: DECEMBER 31, 1999
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:................
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT
OR TYPE.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked
above, identify the item(s) to which the notification relates:
PART 1--REGISTRATION INFORMATION
Full Name of Registrant: Nashville Land Fund, Ltd.
Former Name if Applicable:
Address of Principal Executive
Office (Street and Number): One Belle Meade Place
4400 Harding Road, Suite 500
City, State and Zip Code: Nashville, Tennessee 37205
PART II--RULES 12B-25(B) AND (C)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-
25(b), the following should be completed. (Check box if
appropriate).
[X](a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable
efforts or expense;
[X](b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, Form 11K or Form N-SAR, or
portion thereof will be filedon or before the fifteenth
calendar day following the prescribed due date; or the
subject quarterly report or transition report on Form 10-Q,
or portion thereof will be filed on or before the fifth
calendar date following the prescribed due date; and
[ ](c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III--Narrative
State below in reasonable detail the reasons why Form 10-K and Form
10-KSB,20-F, 11-K,10-Q and Form10-QSB,N-SAR, or the transition
report or portion thereof could not be filed within the prescribed
period.
The financial reporting manager is awaiting third party information
necessary for the preparation of the Form 10-K for the above named
partnership.
PART IV--OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
(Name) (Area Code) (Telephone Number)
Mary Anne Collins 615 292-1040
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months or for
such shorter period that the Registrant was required to file such
report(s) been filed? If the answer is no, identify report(s).
[X]Yes [ ]No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year
will be reflected by the earnings statement to be included in the
subject report or portion thereof?
[ ]Yes [X]No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the
reasons why a reasonable estimate of the results cannot be made.
Nashville Land Fund, Ltd.
(Name of Registrant as specified in charter)
has caused this nofication to be signed on its behalf by the
undersigned thereunto duly authorized.
By: 222 Partners, Inc.
General Partner
Date: March 30, 1999 By:/s/Michael A. Hartley
Secretary/Treasurer
