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<TITLE>Form 8-K
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<p align=center><b>UNITED STATES<br>
SECURITIES AND EXCHANGE COMMISSION<br>
WASHINGTON, D.C. 20549</b></p>

<hr size=1 width=20% align=center>

<p align=center><b>FORM 8-K</b></p>

<hr size=1 width=20% align=center>

<p align=center><b>CURRENT REPORT<Br>
PURSUANT TO SECTION 13 OR 15(d) OF<Br>
THE SECURITIES EXCHANGE ACT OF 1934</b></p>

<p align=center>Date of Report (Date of Earliest Event Reported): May 23, 2002</p>

<p align=center><b>NTS MORTGAGE INCOME FUND</b><Br>
<i>(Exact name of registrant as specified in its charter)</i></p>

<p align=center><b>DELAWARE</b><Br>
<i>(State or other jurisdiction incorporation)</i></p>

<table width=100%>
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<td width=45%></td><td width=5%></td><td width=45%></td></tr>
<tr>
<td align=center>0-18550</td><td></td><td align=center>61-1146077</td></tr>
<tr>
<td align=center><hr size=1></td><td></td><td align=center><hr size=1></td></tr>
<tr>
<td align=center><i>(Commission File Number)</i></td><td></td><td align=center><i>(I.R.S. Employer Identification No.)</i></td></tr>
</table>

<p align=center>10172 Linn Station Road, Louisville, Kentucky 40223<Br>
<i>(Address of principal executive offices)</i></p>

<p align=center>Registrant's telephone number, including area code:(502) 426-4800</p>

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<p><b>Item 4 - Changes in Registrant's Certifying Accountant</b></p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(a)&nbsp; The Audit Committee of the Board of Directors of NTS Mortgage Income Fund (the
"Fund") annually considers and recommends to the Board the selection of the Fund's independent
public accountants. As recommended by the Fund's Audit Committee, the Fund's Board of Directors
on May 23, 2002 decided to dismiss Arthur Andersen LLP ("Andersen") as the Fund's independent
public accountants and engaged Ernst &amp; Young LLP to serve as the Fund's independent public
accountants for 2002. The appointment of Ernst &amp; Young LLP is subject to ratification by the
Fund's stockholders at the 2002 annual meeting.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(b)&nbsp; Andersen's reports on the Fund's consolidated financial statements for the past two years
did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as
to uncertainty, audit scope or accounting principles. Andersen's report on the Fund's consolidated
financial statements for 2001 was issued on April 1, 2002, containing an unqualified opinion in
conjunction with the publication of the Fund's Annual Report to Shareholders and the filing of the
Fund's Annual Report on Form 10-K.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(c)&nbsp; During the Fund's two most recent fiscal years and through the date of this Form 8-K,
there were no disagreements with Andersen on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure which, if not resolved to Andersen's
satisfaction, would have cause them to make reference to the subject matter in connection with their
report on the Fund's consolidated financial statements for such years; and there were no reportable
events, as listed in Item 304(a)(1)(v) of Regulation S-K.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(d)&nbsp; The Fund provided Andersen with a copy of the foregoing disclosures. Attached as
Exhibit 16.1 is a copy of Andersen's letter, dated May 24, 2002, stating its agreement with such
statements.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;(e)&nbsp; During the Fund's two most recent fiscal years and through the date of this Form 8-K, the
Fund did not consult Ernst &amp; Young LLP with respect to the application of accounting principles
to a specified transaction, either completed or proposed, or the type of audit opinion that might be
rendered on the Fund's consolidated financial statements, or any other matters or reportable events
listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.</p>



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<p><b>Item 7 - Exhibits</b></p>

<p>The following exhibits are filed with this document.</p>

<table width=100%>
<tr>
<td width=10%></td>
<td width=10%></td>
<td width=80%></td></tr>
<tr>
<td><b>Exhibit</b></td><td></td><td></td></tr>
<tr>
<td><b><u>Number</u></b></td><td></td><td><b><u>Description</u></b></td></tr>
<tr>
<td></td><td></td><td></td></tr>
<tr>
<td>16.1</td><td></td><td>Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated
May 24, 2002.</td></tr>
<tr>
<td></td><td></td><td></td></tr>
<tr>
<td>99.1</td><td></td><td>Press Release dated May 29, 2002.</td></tr>
</table>



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<p align=center><b>SIGNATURES</b></p>

<p>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.</p>


<table width=40%>
<tr>
<td colspan=4 align=center>NTS MORTGAGE INCOME FUND</td></tr>
<tr>
<td colspan=4><hr size=1></td></tr>
<tr>
<td>&nbsp;</td></tr>
<tr>
<td>&nbsp;</td></tr>
</table>


<TABLE width=40%>
<tr>
<td>/s/ Brian F. Lavin</td></tr>
<tr>
<td><hr size=1></td></tr>
<tr>
<td>Brian F. Lavin</td></tr>
<tr>
<td>President</td></tr>
<tr>
<td>&nbsp;</td></tr>
<tr>
<td>&nbsp;</td></tr>
<tr>
<td>Date: May 29, 2002</td></tr>
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<p align=center><b><u>Exhibit Index</u></b></p>


<table width=100%>
<tr>
<td width=10%></td>
<td width=10%></td>
<td width=80%></td></tr>

<tr>
<td><b>Exhibit</b></td><td></td><td></td></tr>
<tr>
<td><b><u>Number</u></b></td><td></td><td><b><u>Description</u></b></td></tr>
<tr>
<td></td><td></td><td></td></tr>
<tr>
<td>16.1</td><td></td><td>Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated
May 24, 2002.</td></tr>
<tr>
<td></td><td></td><td></td></tr>
<tr>
<td>99.1</td><td></td><td>Press Release dated May 29, 2002.</td></tr>
</table>



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Form 8-K
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): May 23, 2002
NTS MORTGAGE INCOME FUND
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction incorporation)
0-18550
61-1146077
(Commission File Number)
(I.R.S. Employer Identification No.)
10172 Linn Station Road, Louisville, Kentucky 40223
(Address of principal executive offices)
Registrant's telephone number, including area code:(502) 426-4800
Item 4 - Changes in Registrant's Certifying Accountant
(a)  The Audit Committee of the Board of Directors of NTS Mortgage Income Fund (the
"Fund") annually considers and recommends to the Board the selection of the Fund's independent
public accountants. As recommended by the Fund's Audit Committee, the Fund's Board of Directors
on May 23, 2002 decided to dismiss Arthur Andersen LLP ("Andersen") as the Fund's independent
public accountants and engaged Ernst & Young LLP to serve as the Fund's independent public
accountants for 2002. The appointment of Ernst & Young LLP is subject to ratification by the
Fund's stockholders at the 2002 annual meeting.
(b)  Andersen's reports on the Fund's consolidated financial statements for the past two years
did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as
to uncertainty, audit scope or accounting principles. Andersen's report on the Fund's consolidated
financial statements for 2001 was issued on April 1, 2002, containing an unqualified opinion in
conjunction with the publication of the Fund's Annual Report to Shareholders and the filing of the
Fund's Annual Report on Form 10-K.
(c)  During the Fund's two most recent fiscal years and through the date of this Form 8-K,
there were no disagreements with Andersen on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure which, if not resolved to Andersen's
satisfaction, would have cause them to make reference to the subject matter in connection with their
report on the Fund's consolidated financial statements for such years; and there were no reportable
events, as listed in Item 304(a)(1)(v) of Regulation S-K.
(d)  The Fund provided Andersen with a copy of the foregoing disclosures. Attached as
Exhibit 16.1 is a copy of Andersen's letter, dated May 24, 2002, stating its agreement with such
statements.
(e)  During the Fund's two most recent fiscal years and through the date of this Form 8-K, the
Fund did not consult Ernst & Young LLP with respect to the application of accounting principles
to a specified transaction, either completed or proposed, or the type of audit opinion that might be
rendered on the Fund's consolidated financial statements, or any other matters or reportable events
listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7 - Exhibits
The following exhibits are filed with this document.
Exhibit
Number
Description
16.1
Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated
May 24, 2002.
99.1
Press Release dated May 29, 2002.
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
/s/ Brian F. Lavin
Brian F. Lavin
President
Date: May 29, 2002
Exhibit Index
Exhibit
Number
Description
16.1
Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated
May 24, 2002.
99.1
Press Release dated May 29, 2002.