SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
NTS Mortgage Income Fund
(Name of Issuer)
Limited Partnership Units
(Title of Class of Securities)
Not Applicable
(CUSIP Number)
Eggert Dagbjartsson
c/o Equity Resources Group, Incorporated, 14 Story Street,
Cambridge, Massachusetts 02138 (617) 876-4800
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 1, 1999
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box .
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
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*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
(Continued on following page(s))
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the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
1. NAMES AND IDENTIFICATION NO. OF REPORTING PERSONS:
Equity Resources Group, Incorporated I.R.S.# 04-2723870
Equity Resource Boston Fund Limited Partnership I.R.S.#04-3430288
Equity Resource Bridge Fund Limited Partnership I.R.S.# 04-3392599
Equity Resource Fund XVI Limited Partnership I.R.S.# 04-3223091
Equity Resource Fund XX Limited Partnership I.R.S. #04-3336435
Mark S. Thompson
Eggert Dagbjartsson
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) [x]
(B) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC $589,278
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Equity Resources Group, Incorporated is a Massachusetts corporation.
Equity Resource Boston Fund Limited Partnership is a Massachusetts limited
partnership.
Equity Resource Bridge Fund Limited Partnership is a Massachusetts limited
partnership.
Equity Resource Fund XVI Limited Partnership is a Massachusetts limited
partnership.
Equity Resource Fund XX Limited Partnership is a Massachusetts limited
partnership.
Mark S. Thompson is a United States citizen.
Eggert Dagbjartsson is a United States citizen.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
39,597.32 Units are held by Equity Resource Fund XX Limited Partnership, a
Massachusetts limited partnership, of which Equity Resources Group,
Incorporated is the sole general partner (the "Fund XX General Partner").
The Fund XX General Partner as a reporting person in its capacity as
general partner of such limited partnership has sole voting power with
respect to such Units.
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8. SHARED VOTING POWER
59,500 Units are held by Equity Resource Boston Fund Limited Partnership,
a Massachusetts limited partnership, of which Eggert Dagbjartsson and Mark
S. Thompson are the general partners (the "Boston Fund General Partners").
Voting power with respect to such Units is shared by the Boston Fund
General Partners as reporting persons in their capacities as general
partners of such limited partnership.
68,663.6 Units are held by Equity Resource Bridge Fund Limited
Partnership, a Massachusetts limited partnership, of which Eggert
Dagbjartsson and Mark S. Thompson are the general partners (the "Bridge
Fund General Partners"). Voting power with respect to such Units is shared
by the Bridge Fund General Partners as reporting persons in their
capacities as general partners of such limited partnership.
16,481.38 Units are held by Equity Resource Fund XVI Limited Partnership,
a Massachusetts limited partnership, of which Equity Resources Group,
Incorporated and Mark S. Thompson are the general partners (the "Fund XVI
General Partners"). Voting power with respect to such Units is shared by
the Fund XVI General Partners as reporting persons in their capacities as
general partners of such limited partnership.
See Item 2 below for other required information.
9. SOLE DISPOSITIVE POWER
39,597.32 Units are held by Equity Resource Fund XX Limited Partnership, a
Massachusetts limited partnership. The Fund XX General Partner as a
reporting person in its capacity as general partner of such limited
partnership has sole dispositive power with respect to such Units.
10. SHARED DISPOSITIVE POWER
59,500 Units are held by Equity Resource Boston Fund Limited Partnership,
a Massachusetts limited partnership. Dispositive power with respect to
such Units is shared by the Boston Fund General Partners as reporting
persons in their capacities as general partners of such limited
partnership.
68,663.6 Units are held by Equity Resource Bridge Fund Limited
Partnership, a Massachusetts limited partnership. Dispositive power with
respect to such Units is shared by the Bridge Fund General Partners as
reporting persons in their capacities as general partners of such limited
partnership.
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16,481.38 Units are held by Equity Resource Fund XVI Limited Partnership,
a Massachusetts limited partnership. Dispositive power with respect to
such Units is shared by the Fund XVI General Partners as reporting persons
in their capacities as general partners of such limited partnership.
See Item 2 below for other required information.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,500 Units are held by Equity Resource Boston Fund Limited Partnership,
a Massachusetts limited partnership, of which the reporting persons Eggert
Dagbjartsson and Mark S. Thompson are the general partners.
68,663.6 Units are held by Equity Resource Bridge Fund Limited
Partnership, a Massachusetts limited partnership, of which the reporting
persons Eggert Dagbjartsson and Mark S. Thompson are the general partners.
16,481.38 Units are held by Equity Resource Fund XVI Limited Partnership,
a Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Mark S. Thompson are the general
partners.
39,597.32 Units are held by Equity Resource Fund XX Limited Partnership, a
Massachusetts limited partnership, of which the reporting person Equity
Resources Group, Incorporated is the general partner.
See Item 2 below for other required information.
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES(SEE
INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9.% are held by Equity Resource Boston Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Eggert
Dagbjartsson and Mark S. Thompson are the general partners.
2.2% are held by Equity Resource Bridge Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Eggert
Dagbjartsson and Mark S. Thompson are the general partners.
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.5% are held by Equity Resource Fund XVI Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Mark S. Thompson are the general
partners.
1.3% are held by Equity Resource Fund XX Limited Partnership, a
Massachusetts limited partnership, of which the reporting person Equity
Resources Group, Incorporated is the general partner.
See Item 2 below for other required information.
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
Equity Resources Group, Incorporated CO
Equity Resource Boston Fund Limited Partnership PN
Equity Resource Bridge Fund Limited Partnership PN
Equity Resource Fund XVI Limited Partnership PN
Equity Resource Fund XX Limited Partnership PN
Mark S. Thompson IN
Eggert Dagbjartsson IN
Item 1. Security and Issuer
This statement relates to certain limited partnership units (the "Units")
of NTS Mortgage Income Fund, a Delaware limited partnership with its principal
executive office at 10172 Linn Station Road, Suite 200, Louisville, Kentucky
40223.
Item 2. Identity and Background.
(a) The names of the persons filing this statement are Equity Resource
Boston Fund Limited Partnership, Equity Resource Bridge Fund Limited
Partnership, Equity Resource Fund XVI Limited Partnership, Equity Resource Fund
XX Limited Partnership (the "Limited Partnerships"), Equity Resources Group,
Incorporated, a Massachusetts corporation, Mark S. Thompson, and Eggert
Dagbjartsson (collectively, the "Reporting Persons"). Eggert Dagbjartsson and
Mark S. Thompson are the general partners of Equity Resource Boston Fund
Limited Partnership and Equity Resource Bridge Fund Limited Partnership. Equity
Resources Group, Incorporated and Mark S. Thompson are the general partners of
Equity Resource Fund XVI Limited Partnership. Equity Resources Group,
Incorporated is the general partner of Equity Resource Fund XX Limited
Partnership This statement on Schedule 13D is filed on behalf of all such
reporting persons. The executive officers and directors of Equity Resources
Group, Incorporated are James E. Brooks, Chairman of the Board of Directors and
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Director, Mark S. Thompson, President and Director, and Eggert Dagbjartsson,
Executive Vice President and Director.
(b) The business address of each of Equity Resource Boston Fund limited
partnership, Equity Resource Bridge Fund Limited Partnership, Equity Resource
Fund XVI Limited Partnership, Equity Resource Fund XX Limited Partnership,
Equity Resources Group, Incorporated, Eggert Dagbjartsson and Mark S. Thompson
is 14 Story Street, Cambridge, Massachusetts 02138.
(c) Each of the Limited Partnerships is a Massachusetts limited
partnership formed to acquire and hold interests in other limited partnerships
involved in all facets of the real estate business as long-term investments
with a view to long-term appreciation and not to resale. Mr. Thompson's
principal occupation is President of Equity Resources Group, Incorporated. Mr.
Dagbjartsson's principal occupation is Executive Vice President of Equity
Resources Group, Incorporated.
(d) During the past five years, none of the Reporting Persons has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the past five years, none of the Reporting Persons has been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which such person was subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Each of the Limited Partnerships is a Massachusetts limited
partnership. Mark S. Thompson and Eggert Dagbjartsson are citizens of the
United States. Equity Resources Group, Incorporated is a Massachusetts
corporation.
Item 3. Source and Amount of Funds or Other Consideration.
Equity Resource Boston Fund Limited Partnership, Equity Resource Bridge
Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership, and
Equity Resource Fund XX Limited Partnership purchased the Units hereby reported
for an aggregate of $589,276.00 cash. The source of such funds was the working
capital of these respective limited partnerships.
Item 4. Purpose of Transaction.
Equity Resource Boston Fund Limited Partnership, Equity Resource Bridge
Fund Limited Partnership, Equity Resource Fund XVI Limited Partnership, and
Equity Resource Fund XX Limited Partnership acquired the Units for investment
purposes and none of such limited partnerships, or any of the reporting
persons, has any present plans or proposals that relate to or would result in
any of the actions described in Item 4(a)-(j) of the instructions to Schedule
13D.
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Item 5. Interest in Securities of the Issuer.
(a) Equity Resources Group, Incorporated, Mark S. Thompson and Eggert
Dagbjartsson, in their capacities as general partners of each of Equity
Resource Boston Fund Limited Partnership, Equity Resource Bridge Fund Limited
Partnership, Equity Resource Fund XVI Limited Partnership, and Equity Resource
Fund XX Limited Partnership, beneficially own an aggregate of 184,242.27 Units,
representing 5.89% of the Units presently outstanding (the percentages reported
in Item 13 do not cumulate to 5.89% because of rounding done pursuant to the
instructions to Schedule 13D).
(b) Equity Resources Group, Incorporated, Mark S. Thompson and Eggert
Dagbjartsson, in their capacities as general partners of each of Equity
Resource Boston Fund Limited Partnership, Equity Resource Bridge Fund Limited
Partnership, Equity Resource Fund XVI Limited Partnership, and Equity Resource
Fund XX Limited Partnership, share the power to vote or direct the vote and to
dispose of or direct the disposition of all of the 184,242.27 Units referred to
in Item 5(a). See Item 2 above for other required information.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
Exhibit 7.1 Agreement dated as of July 5, 1999, between each of the
Reporting Persons with respect to the filing of this statement on Schedule
13D.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
each of the undersigned certifies that the information set forth in this
Statement is true, complete, and correct.
July 5, 1999 July 5, 1999
(Date) (Date)
EQUITY RESOURCES GROUP,
INCORPORATED
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson
Executive Vice President
EQUITY RESOURCE BOSTON FUND /s/ Eggert Dagbjartsson
LIMITED PARTNERSHIP -------------------------
Eggert Dagbjartsson, individually
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson, as general partner /s/ Mark S. Thompson
-------------------------
Mark S. Thompson, individually
EQUITY RESOURCE BRIDGE FUND
LIMITED PARTNERSHIP
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE FUND XVI LIMITED
PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson
Executive Vice President
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EQUITY RESOURCE FUND XX LIMITED
PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson
Executive Vice President
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EXHIBIT 7.1
AGREEMENT
This Agreement, dated as of July 5, 1999, is by and among Equity Resources
Group, Incorporated, a Massachusetts corporation, Mark S. Thompson and Eggert
Dagbjartsson, each an individual, and each of the Limited Partnerships listed
on the signature pages hereto (the "Limited Partnerships").
Each of the Limited Partnerships may be required to file with the United
States Securities and Exchange Commission a statement on Schedule 13D with
respect to an aggregate of 184,242.27 units (the "Units") of limited
partnership interest in NTS Mortgage Income Fund, a Delaware limited
partnership, held by Equity Resource Boston Fund Limited Partnership, Equity
Resource Bridge Fund Limited Partnership, Equity Resource Fund XVI Limited
Partnership, and Equity Resource Fund XX Limited Partnership. Equity Resources
Group, Incorporated, Mark S. Thompson and Eggert Dagbjartsson may be required
to file by reason of their being the general partners of each of Equity
Resource Boston Fund Limited Partnership, Equity Resource Bridge Fund Limited
Partnership, Equity Resource Fund XVI Limited Partnership, and Equity Resource
Fund XX Limited Partnership, as the case may be.
Pursuant to Rule 13(d)(1) promulgated under the Securities Exchange Act of
1934, as amended, the parties hereby agree to file a single statement on
Schedule 13D on behalf of each of the parties, and hereby further agree to file
this Agreement as an exhibit to such statement, as required by such rule.
Executed and delivered as of the date first above written.
EQUITY RESOURCES GROUP,
INCORPORATED
/s/ Eggert Dagbjartsson
-------------------------
By: /s/ Eggert Dagbjartsson Eggert Dagbjartsson, individually
-------------------------
Eggert Dagbjartsson
Executive Vice President /s/ Mark S. Thompson
-------------------------
Mark S. Thompson, individually
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EQUITY RESOURCE BOSTON FUND
LIMITED PARTNERSHIP
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE BRIDGE FUND
LIMITED PARTNERSHIP
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE FUND XVI LIMITED PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson
Executive Vice President
EQUITY RESOURCE FUND XX LIMITED
PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By: /s/ Eggert Dagbjartsson
-------------------------
Eggert Dagbjartsson
Executive Vice President
