UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 19, 2012
NTS MORTGAGE INCOME FUND
(Exact name of registrant as specified in its charter)
		Delaware (State or other jurisdiction of incorporation)	0-18550 (Commission file number)	61-1146077 (IRS Employer Identification No.)
		10172 Linn Station Road Louisville, Kentucky 40223 (Address of principal executive offices)
		(502) 426-4800 (Registrant’s telephone number, including area code)
		N/A (Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
x	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

UNITED STATES

~~Item~~SECURITIES ~~8.01. Other~~AND ~~Events.~~EXCHANGE COMMISSION

~~On March 19~~WASHINGTON, 2012, NTS Mortgage Income Fund (the “Company) issued a press release announcing that an affiliate of the Company, Bluegreen Investors LLC (the “Offeror”), has terminated its tender offer for up to 2,419,807D.~~8361 shares of the Company's common stock, $~~C.~~001 par value per share, made by the Offeror pursuant to the terms and subject to the conditions set forth in the Offer to Purchase, dated March 6, 2012, and the accompanying Letter of Transmittal.~~ 20549

AFORM ~~copy of the press release is filed as Exhibit 99.1 to this Current Report on Form~~ 8-K ~~and is incorporated in its entirety into this Item 8.01 disclosure by reference.~~

~~Item~~CURRENT ~~9.01. Financial Statements and Exhibits.~~REPORT

(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

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 23, 2012

NTS MORTGAGE INCOME FUND

(Exact name of registrant as specified in its charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

On March 23, 2012, NTS Mortgage Income Fund (the “Fund”) executed a promissory in favor of NTS Development Company (“NTS Development”) in the principal sum of $10,403.77 evidencing additional advances or loans made by NTS Development to the Fund during February – March 2012 for payroll billings and overhead fees.

In addition to the note mentioned above, NTS/Virginia Development Company (“NTS/VA”), a wholly-owned subsidiary of the Fund, executed a promissory note in favor of Residential Management Company (“Residential”) in the principal amount of $53,632.08 to evidence advances made by Residential for payroll billings and overhead fees in connection with the development and operation of Fawn Lake during March 2012.

NTS/VA also executed a promissory in favor of NTS Financial Partnership (“NTS Financial”) in the principal amount of $109,548.41 to evidence advances made by NTS Financial in connection with the development and operation of Fawn Lake during February – March 2012.

All of the new promissory notes described above have a maturity date of April 30, 2012 and contain substantially the same terms and conditions as notes previously issued by the Fund and its affiliates in return for advances from NTS Development, Residential and NTS Financial.

The Fund still anticipates the orderly completion of the Fund’s liquidation by the April 30, 2012 deadline given by the Delaware Court of Chancery. In the event the NTS Offer, previously disclosed on Form 8-K on December 7, 2011 (which would relieve the Fund of its obligations under the promissory notes) does not proceed to closing, or there is a change in its terms affecting the promissory notes, the Fund would intend to seek an extension of the maturity dates of the promissory notes or refinance the unpaid balance of the promissory notes.

Copies of the newly executed promissory notes are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2 and 10.3 and are incorporated in their entirety in this Item 1.01 disclosure 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:
	10.1	Promissory Note dated as of March 23, 2012, made by NTS Mortgage Income Fund payable to NTS Development Company
	10.2	Promissory Note dated as of March 23, 2012, made by NTS/Virginia Development Company payable to Residential Management Company
	10.3	Promissory Note dated as of March 23, 2012, made by NTS/Virginia Development Company payable to NTS Financial Partnership

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	NTS MORTGAGE INCOME FUND, a Delaware corporation
	By:	/s/ Gregory A. Wells
	Name:	Gregory A. Wells
	Title:	Secretary/Treasurer/Chief Financial Officer
	Date:	March 1926, 2012

EXHIBIT INDEX

(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

Delaware

(State or other

jurisdiction of

incorporation)

0-18550

(Commission file

number)

61-1146077

(IRS Employer

Identification No.)

10172 Linn Station Road

Louisville, Kentucky 40223

(Address of principal executive offices)

(502) 426-4800

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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