UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q



[x ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

for the quarterly period ended                March 31, 2005
                               -------------------------------------------------

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

for the transition period from _________________________to _____________________

Commission File Number                      333-54011
                       ---------------------------------------------------------

                          ICON Income Fund Eight A L.P.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Delaware
--------------------------------------------------------------------------------
(State or other jurisdiction of             (IRS Employer Identification Number)
incorporation or organization)


 100 Fifth Avenue, New York, New York                     10011-1505
--------------------------------------------------------------------------------
 (Address of principal executive offices)                 (Zip code)


                                 (212) 418-4700
               Registrant's telephone number, including area code



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. [ x] Yes [ ] No

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Exchange Act Rule 12b-2). [ ] Yes [x] No

<PAGE>

                          ICON Income Fund Eight A L.P.
                                      Index

<TABLE>
<CAPTION>


PART I - FINANCIAL INFORMATION

 Item 1.  Consolidated Financial Statements

<S>                                                                              <C>
     Consolidated Balance Sheets at March 31, 2005 (Unaudited)
       and December 31, 2004                                                      3-4

     Consolidated Statements of Operations for the three months ended
       March 31, 2005 and 2004 (Unaudited)                                          5

     Consolidated Statement of Changes in Partners' Equity for the three
       months ended March 31, 2005 (Unaudited)                                      6

     Consolidated Statements of Cash Flows for the three months ended March
       31, 2005 and 2004 (Unaudited)                                              7-8

     Notes to Consolidated Financial Statements (Unaudited)                      9-13

 Item 2.  General Partner's Discussion and Analysis of Financial Condition and
   Results of Operations                                                        14-22

 Item 3.  Quantitative and Qualitative Disclosures About Market Risk               22

 Item 4.  Controls and Procedures                                               22-23

PART II - OTHER INFORMATION

 Item 1.  Legal Proceedings                                                        24

 Item2. Unregistered Sales of Equity Securities and Use of Proceeds                24

 Item 3.  Defaults Upon Senior Securities                                          24

 Item 4.  Submission of Matters to a Vote of Security Holders                      24

 Item 5.  Other Information                                                        24

 Item 6.  Exhibits                                                                 25

  Signatures                                                                       25

    Certifications                                                              26-29

</TABLE>


                                       2
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                           Consolidated Balance Sheets
                                     ASSETS


<TABLE>
<CAPTION>
                                                         (Unaudited)
                                                           March 31,        December 31,
                                                             2005             2004

<S>                                                    <C>             <C>
Cash and cash equivalents                              $     320,604   $        718,195
                                                       --------------  ----------------

Investments in finance leases:
    Minimum rents receivable                               1,433,212          5,142,302
    Estimated unguaranteed residual values                16,400,000         16,589,619
    Unearned income                                         (803,264)        (1,318,548)
    Allowance for doubtful accounts                         (125,842)          (125,842)
                                                       -------------   ----------------

      Net investments in finance leases                   16,904,106         20,287,531
                                                       -------------   ----------------

Investments in operating leases:
    Equipment, at cost                                    37,873,680         37,873,680
    Accumulated depreciation                              (9,795,650)        (7,752,404)
                                                       --------------  ----------------

      Net investments in operating leases                 28,078,030         30,121,276
                                                       -------------   ----------------

Equipment held for sale or lease, net                      1,614,227          1,621,154
Investments in estimated unguaranteed residual values      1,997,000          1,997,000
Investments in joint ventures                                271,835            274,054
Convertible notes receivable
  and accrued interest receivable                            676,043            625,000
Other assets, net                                            218,568            273,986

      Total assets                                     $  50,080,413   $     55,918,196
                                                       ==============  ================


</TABLE>

See accompanying notes to consolidated financial statements.

                                       3
<PAGE>


                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                           Consolidated Balance Sheets

                        LIABILITIES AND PARTNERS' EQUITY


<TABLE>
<CAPTION>

                                                               (Unaudited)
                                                                 March 31,      December 31,
                                                                  2005             2004

<S>                                                          <C>             <C>
Notes payable - non-recourse                                 $  27,185,366   $  33,646,477
Notes and accrued interest payable - recourse                    5,400,000       4,625,000
Due to General Partner and affiliates                               73,169          73,682
Deferred rental income                                           1,748,950         540,114
Security deposits and other payables                                18,385             818
Minority interest                                                  446,200         424,127
                                                             -------------   -------------

    Total liabilities                                           34,872,070      39,310,218
                                                             -------------   -------------

Commitments and contigencies

Partners' equity:
    General Partner                                               (503,727)       (489,833)
    Limited Partners: (739,515.40 units outstanding,
      $100 per unit original issue price)                       15,097,270      16,472,811
    Accumulated other comprehensive income                         614,800         625,000
                                                             -------------   -------------

    Total partners' equity                                      15,208,343      16,607,978
                                                             -------------   -------------

    Total liabilities and partners' equity                   $  50,080,413   $  55,918,196
                                                             ==============  =============

</TABLE>
See accompanying notes to consolidated financial statements.

                                       4
<PAGE>

                         ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                      Consolidated Statements of Operations
                          Three Months Ended March 31,
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                        2005                 2004

 Revenue:
<S>                                                               <C>               <C>
    Rental income                                                 $    2,292,330    $          360,000
    Finance income                                                       508,564               634,122
    Income (loss) from investments in joint ventures                         279               (20,155)
    Net loss on sales of equipment                                       (59,539)                -
    Gain on sale of investment in unguaranteed residual values             2,021                37,065
    Interest and other income                                             71,609                10,745
                                                                  --------------    ------------------

      Total revenue                                                    2,815,264             1,021,777
                                                                  --------------    ------------------

 Expenses:
    Loss on lease termination                                                 -                  3,421
    Depreciation                                                       2,043,246               499,327
    Interest                                                             528,417               398,740
    General and administrative                                            80,671                67,596
    Management fees - General Partner                                    338,527               290,283
    Administrative expense reimbursements - General Partner              137,654               101,971
    Amortization of initial direct costs and loan costs                   49,419                43,129
    Minority interest                                                     22,073                 3,792
                                                                  --------------    ------------------

      Total expenses                                                   3,200,007             1,408,259
                                                                  --------------    ------------------

 Net loss                                                         $     (384,743)   $         (386,482)
                                                                  ===============   ==================

 Net loss allocable to:
    Limited Partners                                              $     (380,896)   $         (382,617)
    General Partner                                                       (3,847)               (3,865)
                                                                 ----------------   ------------------

                                                                  $     (384,743)   $         (386,482)
                                                                  ===============   ==================

 Weighted average number of
    limited partnership units outstanding                                739,515               741,757
                                                                  ==============    ==================

 Net loss per weighted average limited
    partnership unit                                              $        (0.52)   $            (0.52)
                                                                  ==============    ==================

</TABLE>

See accompanying notes to consolidated financial statements.

                                       5
<PAGE>

                         ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                    Statement of Changes in Partners' Equity
                        Three Months Ended March 31, 2005
                                  (Unaudited)


<TABLE>
<CAPTION>

                                             Limited Partner Distributions                            Accumulated
                                            (Per weighted average unit)                                 Other           Total
                                             Return of   Investment     Limited        General       Comprehensive     Partners'
                                              Capital    Income         Partners       Partner        Income (Loss)    Equity
                                              -------    ------         --------       -------        -------------    ------

<S>                                          <C>         <C>       <C>              <C>               <C>            <C>
Balance, January 1, 2005                                           $  16,472,811    $    (489,833)    $    625,000  $  16,607,978

 Cash distributions to partners              $   (1.34)  $   -          (994,645)         (10,047)           -         (1,004,692)
 Valuation adjustment on convertible notes                               -                  -              (10,200)       (10,200)
 Net loss                                                               (380,896)          (3,847)           -           (384,743)
                                                                   -------------    -------------    ------------   -------------

Balance, March 31, 2005                                            $  15,097,270    $    (503,727)   $    614,800   $  15,208,343
                                                                   =============    =============    ============   =============
</TABLE>

See accompanying notes to consolidated financial statements.

                                       6

<PAGE>
                         ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                      Consolidated Statements of Cash Flows
                          Three Months Ended March 31,
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                                                  2005          2004
                                                                                  ----          ----
<S>                                                                        <C>              <C>
Cash flows from operating activities:
    Net loss                                                                $     (384,743) $   (386,482)
    Adjustments to reconcile net loss to net cash used in
       operating activities:
        Rental income paid directly to lenders by lessees                       (2,292,330)     (360,000)
        Interest expense on non-recourse financing paid directly
          to lenders by lessees                                                    448,787       326,460
        Finance income portion of receivable paid directly
          to lenders by lessees                                                   (508,564)     (536,904)
        Net loss on sales of equipment                                              59,539            -
        Gain on sale of investment in unguaranteed residual value                   (2,021)      (37,065)
        Loss on lease termination                                                       -          3,421
        Amortization of initial direct costs and loan fees                          49,419        43,129
        Depreciation                                                             2,043,246       499,327
        (Income) loss from investments in joint ventures                              (279)       20,155
        Minority interest                                                           22,073         3,792
      Changes in operating assets and liabilities:
        Collection of principal - non-financed receivables                         192,595        89,723
        Accrued interest income                                                    (61,243)           -
        Due to General Partner and affiliates, net                                    (513)       63,936
        Deferred rental income                                                       3,118            -
        Security deposits and other payables                                        17,567      (259,842)
                                                                            --------------  ------------

 Net cash used in operating activities                                            (413,349)     (530,350)
                                                                            --------------  ------------

 Cash flows from investing activities:
    Proceeds from investments in unguaranteed residual values                        2,021        37,065
    Proceeds from sales of equipment                                               240,929     1,154,187
    Investment in joint venture                                                         -     (1,000,000)
    Contributions made to joint ventures                                                -        327,940
    Distributions received from joint ventures                                       2,500          -
                                                                            --------------  ------------

 Net cash provided by investing activities                                         245,450       519,192
                                                                            --------------  ------------

 Cash flows from financing activities:
    Cash distributions to partners                                              (1,004,692)     (957,048)
    Redemption of additional members' shares                                            -       (106,432)
    Proceeds from notes payable - recourse                                         775,000     1,240,000
                                                                            --------------  ------------

 Net cash (used in) provided by financing activities                              (229,692)      176,520
                                                                           ---------------  ------------

 Net (decrease) increase in cash and cash equivalents                             (397,591)      165,362
 Cash and cash equivalents, beginning of the period                                718,195        52,101
                                                                            --------------  ------------

 Cash and cash equivalents, end of the period                               $      320,604  $    217,463
                                                                            ==============  ============

See accompanying notes to consolidated financial statements.

</TABLE>

                                       7
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                      Consolidated Statements of Cash Flows
                          Three Months Ended March 31,
                                  (Unaudited)


<TABLE>
<CAPTION>

                                                                             2005            2004

 Supplemental disclosure of cash flow information:
<S>                                                                     <C>               <C>
    Cash paid during the period for interest                            $       79,630    $       72,280
                                                                        ==============    ==============

 Supplemental disclosure of non-cash investing and financing activities:
    Principal and interest paid directly to lenders by lessees          $    6,909,899    $    4,876,230
                                                                        ==============    ==============
</TABLE>

See accompanying notes to consolidated financial statements.

                                       8
<PAGE>
                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                   Notes To Consolidated Financial Statements
                                 March 31, 2005
                                   (Unaudited)

(1)    Basis of Presentation and Consolidation

     The  accompanying  consolidated  financial  statements  of ICON Income Fund
Eight  A  L.P.  (the  "Partnership")  have  been  prepared  in  accordance  with
accounting  principles  generally  accepted in the United  States of America for
interim  financial  information and pursuant to the rules and regulations of the
Securities  and  Exchange  Commission  for Form 10-Q.  Accordingly,  they do not
include all of the information and footnotes  required by accounting  principles
generally  accepted  in the United  States of  America  for  complete  financial
statements.  In the opinion of management,  all adjustments  (consisting only of
normal recurring  accruals)  considered  necessary for a fair  presentation have
been  included.  These  consolidated  financial  statements  should  be  read in
conjunction with the consolidated financial statements and notes included in the
Partnership's  2004  Annual  Report on Form 10-K.  The  results  for the interim
period are not necessarily indicative of the results for the full year.

     The  consolidated   financial   statements  include  the  accounts  of  the
Partnership and its majority owned  subsidiary.  All  intercompany  accounts and
transactions have been eliminated in consolidation. The Partnership accounts for
its  interests  in minority  owned  joint  ventures  under the equity  method of
accounting.  In such cases, the Partnership's  original investments are recorded
at cost and  adjusted for its share of earnings,  losses and  distributions.  In
joint ventures where the  Partnership's  ownership  interest is majority  owned,
minority  interest  represents the minority  venturer's  proportionate  share of
their equity in the joint  venture.  The  minority  interest is adjusted for the
minority venturer's share of the earnings or loss of the joint venture.

(2)    Organization

     The  Partnership  was  formed  on  July  9,  1997  as  a  Delaware  limited
partnership for the purpose of acquiring  equipment  subject to leases and, to a
lesser degree,  acquiring ownership rights to items of leased equipment at lease
expiration.

     The  Partnership  is currently  in its  "reinvestment"  phase,  wherein the
Partnership seeks to purchase  equipment from time to time through the summer of
2005. After the "reinvestment  period",  the Partnership will then begin to sell
its assets in the  ordinary  course of business  during a time frame  called the
"disposition  period".  If the  Partnership  believes it would be  beneficial to
reinvest  the  cash  flow  in  equipment  during  the  disposition  period,  the
Partnership  may do so, but the General  Partner will not receive any additional
fees in connection with such reinvestments.

     The General  Partner of the Partnership is ICON Capital Corp. (the "General
Partner"), a Connecticut  corporation.  The General Partner manages and controls
the  business  affairs  of the  Partnership's  equipment  leases  and  financing
transactions  under the terms of a management  agreement  with the  Partnership.
Additionally,   the  General  Partner  has  a  1%  ownership   interest  in  the
Partnership.

     Profits,  losses, cash distributions and disposition proceeds are allocated
99% to the limited  partners  and 1% to the General  Partner  until each limited
partner has received cash distributions and disposition  proceeds  sufficient to
reduce  its  adjusted  capital  contribution  account  to zero and  receive,  in
addition,  other  distributions  and  allocations  which would provide a 10% per
annum  cumulative  return on their  outstanding  adjusted  capital  contribution
account. After such time, the distributions will be allocated 90% to the limited
partners and 10% to the General Partner.

                                       9
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                   Notes To Consolidated Financial Statements
                                 March 31, 2005
                                   (Unaudited)

(2)      Organization - continued

     Certain  reclassifications have been made to the accompanying  consolidated
financial statements for the three months ended March 31, 2004 to conform to the
current period presentation.

(3)    Joint Ventures

     The Partnership and its affiliates,  entities managed and controlled by the
General Partner, formed four joint ventures, discussed below, for the purpose of
acquiring and managing various assets. The Partnership and these affiliates have
substantially  identical investment objectives and participate on the same terms
and  conditions.  The  Partnership and the other joint venturers have a right of
first  refusal to purchase the  equipment,  on a pro-rata  basis,  if any of the
other joint  venturers  desire to sell their interests in the equipment or joint
venture.

     The two joint ventures  described below are majority owned and consolidated
with the Partnership.

     ICON Aircraft 46837, LLC

     The Partnership and ICON Income Fund Ten, LLC ("Fund Ten"),  formed a joint
venture,  ICON Aircraft 46837, LLC ("ICON Aircraft  46837"),  for the purpose of
acquiring  a 1979  McDonnell  Douglas  DC-10-30F  aircraft  on lease to  Federal
Express Corporation  ("FedEx") with a remaining lease term of 36 months.  During
September  2004, the  Partnership  exercised its option to acquire an additional
61.4% ownership interest in ICON Aircraft 46837 from Fund Ten. At March 31, 2005
the  Partnership  and Fund Ten own 90% and 10%,  respectively,  of ICON Aircraft
46837. The outstanding balance of the non-recourse debt secured by this aircraft
was $10,240,269 at March 31, 2005.

     ICON/Boardman Facility LLC

     The Partnership  and an affiliate,  ICON Cash Flow Partners L.P. Six ("L.P.
Six")  have  ownership  interests  of  99.4975%  and  .5025%,  respectively,  in
ICON/Boardman  Facility LLC ("ICON BF"). ICON BF owned a coal handling  facility
on lease with Portland General Electric ("PGE"), a utility company.

     The General Partner entered into a Memorandum of Agreement with PGE to sell
the  coal  handling  facility  effective  May 27,  2005.  The  sales  price  was
approximately  $21,300,000.  The Partnership anticipates that its portion of the
gain will be approximately $2,634,000.

     The  two  joint  ventures   described  below  are  minority  owned  by  the
Partnership  and  are  accounted  for  under  the  equity  method,  whereby  the
Partnership's  original  investment  was recorded at cost and is adjusted by its
share of earnings, losses and distributions of the joint ventures.

                                       10
<PAGE>
                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                   Notes To Consolidated Financial Statements
                                 March 31, 2005
                                   (Unaudited)

(3)    Joint Ventures - continued

     ICON Cheyenne LLC

     The Partnership and three affiliates,  L.P. Six, L.P. Seven and ICON Income
Fund Eight B L.P.  ("Fund Eight B") formed ICON  Cheyenne LLC ("ICON  Cheyenne")
for the purpose of  acquiring  and  managing a  portfolio  of  equipment  leases
consisting of over the road rolling stock, manufacturing equipment and materials
handling equipment.  The original  transaction  involved acquiring from Cheyenne
Leasing  Company a portfolio  of 119  leases,  of which 26 remain  active,  with
expiration dates ranging between March 2005 and October 2006. At March 31, 2005,
the Partnership,  L.P. Six, L.P. Seven and Fund Eight B had ownership  interests
of 1.00%, 1.0%, 1.27%, and 96.73%, respectively, in ICON Cheyenne.

     Information  as to the unaudited  results of operations of ICON Cheyenne is
summarized below:


                                                   Three Months Ended
                                                       March 31,
                                                 2005              2004
                                             -------------    -------------
 Net loss                                    $    (210,502)   $    (301,068)
                                             =============    =============
 Partnership's share of net loss             $      (2,105)   $      (3,010)
                                             =============    =============
 Distributions                               $     250,000    $   2,900,000
                                             =============    =============
 Partnership's share of distributions        $       2,500    $      29,000
                                             =============    =============

     North Sea (Connecticut) Limited Partnership

     The Partnership  has a .8% interest in the profits,  losses and future cash
flows of North Sea (Connecticut)  Limited  Partnership  ("North Sea"). North Sea
owns a mobile offshore drilling rig leased to the Rowan Companies, Inc. which is
in operation in the Gulf of Mexico.

(4)    Related Party Transactions

     The Partnership had a net payable of $73,169 due to the General Partner and
affiliates at March 31, 2005. Of this amount,  the Partnership  owed the General
Partner $32,896 for unpaid administrative expense reimbursements.  The remaining
amount of  approximately  $40,200 is due to an affiliate,  L.P.  Seven,  for the
advances made to L.P. Seven.

     In accordance with the terms of the Management  Agreement,  the Partnership
pays the General  Partner (i)  management  fees ranging from 1% to 7% based on a
percentage of the rentals received either directly by the Partnership or through
joint  ventures and (ii)  acquisition  fees of 3% calculated  based on the gross
value of the  transactions.  In addition,  the General Partner is reimbursed for
administrative   expenses   incurred  in  connection   with  the   Partnership's
operations.

                                       11
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                   Notes To Consolidated Financial Statements
                                 March 31, 2005
                                   (Unaudited)

(4)    Related Party Transactions - continued

         Fees and other expenses charged to operations by the Partnership to the
General Partner or its affiliates were as follows:

                                                Three Months Ended
                                                    March 31,
                                              2005              2004
                                          -------------    -------------
 Management fees                          $     338,527    $     290,283
 Administrative expense reimbursements          137,654          101,971
                                          -------------    -------------

                                          $     476,181    $     392,254
                                          =============    =============

(5)    Line of Credit Agreement

     On May 30, 2002,  the  Partnership,  along with certain of its  affiliates;
L.P. Seven,  Fund Eight B and Fund Nine,  (collectively,  the "Initial  Funds"),
entered into a $17,500,000  line of credit  agreement  with Comerica  Bank.  The
Initial Funds accrue interest,  on all outstanding balances, at an interest rate
equal to the Comerica Bank base interest rate plus 1% (together,  6.75% at March
31, 2005).  Under the terms of the line of credit  agreement,  the Initial Funds
may borrow from  Comerica  Bank with all  borrowings to be jointly and severally
collateralized  by (i) cash  and  (ii)  the  present  values  of  certain  rents
receivable and equipment owned by the Initial Funds.  Effective  August 5, 2004,
the line of credit  agreement was amended to add ICON Income Fund Ten LLC ("Fund
Ten") as a borrower. The Initial Funds and Fund Ten are collectively referred to
as the  Borrowers.  On December 6, 2004,  the Loan and Security  Agreement  with
Comerica Bank was extended to December 30, 2005.

     The Initial  Funds  entered into a  Contribution  Agreement,  dated May 30,
2002,  as  subsequently  amended  to  include  Fund Ten,  pursuant  to which the
Borrowers have agreed to certain  restrictions on the amounts and terms of their
respective  borrowings  under the line of credit  agreement in order to minimize
the risk that a  Borrower  would be unable to repay  its  allocable  portion  of
outstanding line of credit obligations at any time. These  restrictions  include
borrowing  in  excess  of the  lesser  of  (a) an  amount  each  Borrower  could
reasonably  expect to repay in one year from its projected cash flow, or (b) the
greater of (i) the borrowing  base, as defined in the line of credit  agreement,
as  applied  to such  and  (ii)  50% of the net  worth  of  such  Borrower.  The
Contribution Agreement provides that, in the event a Borrower is required to pay
an amount  under this  agreement in excess of its  allocable  share of the total
obligations under the line of credit agreement, whether by reason of an event or
default or otherwise,  the other Borrowers will  immediately make a contribution
payment to such  Borrower and in such amount that the  aggregate  amount paid by
each Borrower  reflects its allocable share of the aggregate  obligations  under
the line of credit agreement. The Borrowers' obligations to each other under the
Contribution Agreement are collateralized by a subordinate lien on the assets of
each participating Borrower.

     Aggregate  borrowings by the Borrowers under the Loan Agreement amounted to
$11,830,000  at March 31,  2005.  The  Partnership  had  advances of  $5,400,000
outstanding  under this line of credit at March 31, 2005.  During May 2005,  the
Partnership  repaid all of its  outstanding  debt on the  Comerica  note using a
portion from the cash received from the sale of the coal handling facility owned
by ICON BF.

                                       12
<PAGE>
                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                   Notes To Consolidated Financial Statements
                                 March 31, 2005
                                   (Unaudited)

(5)    Line of Credit Agreement - continued

     Effective  March 8, 2005,  the Initial  Funds and Fund Ten  entered  into a
Seventh  Amendment to the Loan and Security  Agreement with Comerica Bank.  This
Agreement  releases L.P. Seven from all of its rights and obligations  under the
Loan and Security  Agreement dated as of May 30, 2002. As such, L.P. Seven is no
longer a party to the $17,500,000 line of credit.

(6) Other Comprehensive Income (Loss)

     Other comprehensive income (loss) consists of the following:




                                               Three Months Ended March 31,
                                                   2005          2004


Net loss                                   $     (384,743)  $     (386,482)

Other Comprehensive income (loss):
   Change in valuation of interest rate
      swap contracts during the period            (10,200)            -
                                           --------------   --------------

Comprehensive income (loss)                $     (394,943)  $     (386,482)
                                           ==============   ==============

(7)    Recent Accounting Pronouncements

     On June 1, 2005 the Financial  Accounting  Standards Board issued Statement
of Financial Accounting Standards ("SFAS") No. 154 "Accounting Changes and Error
Corrections" ("SFAS 154") which replaces Accounting Principles Board Opinion No.
20,  "Accounting  Changes"  ("APB  20") and SFAS No.  3,  "Reporting  Accounting
Changes in Interim  Financial  Statements," and changes the requirements for the
accounting  for and  reporting  of a change in  accounting  principle.  SFAS 154
requires  retrospective  application to prior periods' financial statements of a
voluntary  change in accounting  principle  unless it is  impracticable.  APB 20
previously  required  that most  voluntary  changes in  accounting  principle be
recognized by including in net income of the period of the change the cumulative
effect of changing to the new accounting  principle.  The  Partnership  does not
expect the adoption of SFAS 154 to have an impact on our  financial  position or
results of operations.

     Management does not believe that any recently issued, but not yet effective
accounting pronouncements, if currently adopted, would have a material effect on
the accompanying consolidated financial statements.

                                       13
<PAGE>

Item 2. General  Partner's  Discussion  and Analysis of Financial  Condition and
Results of Operations

     The  following is a  discussion  of our results of  operations  and current
financial  position.  This  discussion  should be read in  conjunction  with our
unaudited consolidated financial statements and related notes included elsewhere
in this report and the audited  consolidated  financial  statements  and related
notes included in our Annual Report on Form 10-K for the year ended December 31,
2004.

     As used in this  quarterly  report on Form 10-Q,  references to "we," "us,"
"our" or similar  terms  include  ICON Income Fund Eight A and its  consolidated
subsidiaries.

     Forward-Looking  Information - Certain  statements within this document may
constitute   forward-looking  statements  within  the  meaning  of  the  Private
Securities  Litigation  Reform Act of 1995.  These  statements are identified by
words  such  as  "anticipate,"   "believe,"   "estimate,"  "expects,"  "intend,"
"predict" or "project" and similar  expressions.  This  information  may involve
risks and  uncertainties  that could cause actual  results to differ  materially
from the forward-looking  statements. We believe that the expectations reflected
in such  forward-looking  statements are based on reasonable  assumptions.  Such
statements  are  subject  to risks and  uncertainties  that could  cause  actual
results to differ  materially  from those  projected.  Any such  forward-looking
statements  are  subject to risks and  uncertainties  and our future  results of
operations   could  differ   materially  from  historical   results  or  current
expectations.  Some of these risks are  discussed in this  report,  and include,
without limitation, fluctuations in oil and gas prices; level of fleet additions
by  competitors  and  industry  overcapacity;   changing  customer  demands  for
aircraft; acts of terrorism;  unsettled political conditions,  war, civil unrest
and governmental  actions,  and environmental and labor laws. Our actual results
could  differ  materially  from  those   anticipated  by  such   forward-looking
statements due to a number of factors,  some of which may be beyond our control,
including, without limitation:

o    changes in our industry, interest rates or the general economy;

o    the degree and nature of our competition;

o    availability of qualified personnel;

o    cash flows from operating  activities may be less than our current level of
     expenses and debt obligations;

o    the financial condition of lessees; and

     Business Overview

     We are an  equipment  leasing  business  formed on July 9, 1997 which began
active  operations on October 14, 1998.  We primarily  engage in the business of
acquiring  equipment  subject  to  lease  and,  to a  lesser  degree,  acquiring
ownership rights to items of leased equipment at lease  expiration.  Some of our
equipment  leases are acquired for cash and are expected to provide current cash
flow, which we refer to as "income"  leases.  The majority of the purchase price
of our other  equipment  leases will be financed,  so these leases will generate
little or no current cash flow because  substantially all of the rental payments
received from a lessee will be paid to a lender.  For these "growth" leases,  we
anticipate  that the future value of the leased  equipment  will exceed the cash
portion of the purchase  price paid for the  equipment.  We are currently in our
"reinvestment"  phase,  wherein we seek to purchase  equipment from time to time
through the summer of 2005.

                                       14
<PAGE>

     We initially  invested  most of the net proceeds from our offering in items
of equipment subject to a lease. Additionally,  additional investments have been
made with the cash  generated  from our initial  investments  to the extent that
cash has not been needed for expenses,  reserves and distributions to investors.
The investment in additional equipment in this manner is called  "reinvestment."
We anticipate  purchasing  equipment from time to time until five years from the
date we completed the offering of limited partnership interests. That time frame
is called the "reinvestment period," which we may extend for an additional three
years, at our discretion. After the "reinvestment period," we will then sell our
assets in the  ordinary  course  of  business  during a time  frame  called  the
"disposition  period." If we believe it would benefit  investors to reinvest our
cash flow in  equipment  during the  disposition  period,  we may do so, but the
General  Partner will not receive any  additional  fees in connection  with such
reinvestments.  Our goal is to complete  the  disposition  period in three years
after  the end of the  reinvestment  period,  but it may take  longer  to do so.
Accordingly,  an investor  should expect to hold his units for at least 10 years
from the time he invests.

     Substantially all of our recurring  operating cash flows are generated from
the operations of the "income"  leases in our portfolio.  On a monthly basis, we
deduct the expenses  related to the recurring  operations of the portfolio  from
such  revenues  and assess the amount of the  remaining  cash flows that will be
required to fund known or anticipated  re-leasing costs and equipment management
costs.  Any  residual   operating  cash  flows  are  considered   available  for
distribution to the partners and paid monthly (up until the disposition period).

     Our  current  portfolio,  which we hold either  directly  or through  joint
venture  investments  with  affiliates  and others,  consists  primarily  of the
following equipment subject to lease:

     Air Transportation Industry:

o    We have a 90% interest in a McDonnell Douglas DC-10-30F aircraft subject to
     lease with FedEx.  The lease has a remaining  term of 24 months as of March
     31, 2005. Our portion of the purchase price was  approximately  $18,999,000
     consisting  of  approximately  $3,783,000  in cash  and the  assumption  of
     non-recourse debt of approximately  $15,216,000.  The lender has a security
     interest in the aircraft and an assignment of the rental payments under the
     lease.

o    We have a 100%  interest in a Boeing  737-200  aircraft on lease to America
     West  Corporation.  The lease is  scheduled to expire on December 31, 2005.
     The total aggregate purchase price was approximately  $6,569,000 consisting
     of approximately $1,535,000 in cash and the assumption of non-recourse debt
     of  approximately  $5,034,000.  The lender has a security  interest  in the
     aircraft and an assignment of the rental payments under the lease.

o    We have a 100%  interest in a Boeing  737-200  aircraft on lease to America
     West  Corporation.  The lease is  scheduled to expire on December 31, 2005.
     The total aggregate purchase price was approximately  $6,650,000 consisting
     of approximately $1,615,000 in cash and the assumption of non-recourse debt
     of  approximately  $5,035,000.  The lender has a security  interest  in the
     aircraft and an assignment of the rental payments under the lease.

o    We have a 100% interest in various  aircraft  rotables that were originally
     on lease to Sabena  Belgian  World  Airways and Sabena Oman.  The aggregate
     purchase  price of the parts for Sabena  Belgian  World  Airways and Sabena
     Oman was $2,978,345 and $1,961,000,  respectively. All of this equipment is
     currently off lease and being remarketed.

     Energy Industry

o    We have a 100% interest in one tugboat ("M/V  MICHIGAN")  bearing  official
     number 650770 and one oil barge ("GREAT  LAKES")  bearing  official  number
     650771 on lease to Keystone Great Lakes,  whose  obligations are ultimately
     guaranteed  by BP Amoco Plc. The lease is scheduled to expire on January 1,
     2008.  The purchase price of the equipment was  approximately  $12,923,000,
     consisting  of  approximately  $5,628,000  in cash  and the  assumption  of
     approximately $7,295,000 of non-recourse debt.

                                       15
<PAGE>

     2005 Portfolio Activity

     Modular Furniture

     During  November 2004, we were notified of the lessee's  intent to exercise
its fair market value purchase  option for modular  furniture they were leasing.
The lease expired  during  February 2005 and the lessee  purchased the equipment
for  approximately  $234,000,  in  cash.  We  incurred  a loss on  this  sale of
approximately $59,500.

     Coal Handling Facility

     On May 27,  2005,  the  General  Partner  completed  the  sale of our  coal
handling  facility,  owned by ICON BF,  on lease to  Portland  General  Electric
("PGE").  The sale price was $21,250,000.  In connection with the sale we repaid
the  remaining  balance  of the  non-recourse  debt,  netting  us  approximately
$13,600,000 in cash. The  Partnership  anticipates  that its portion of the gain
will be approximately $2,634,000.

     Economic and Industry Factors

     Our results continue to be impacted by a number of factors  influencing the
United States of America's  economy as well as the equipment  leasing  industry,
some of which are discussed below.

     United States Economy

     The economy of the United States of America  appears to be recovering,  and
the leasing  industry's  outlook for the foreseeable  future is encouraging.  We
foresee an  increase  in capital  spending by  corporations  through  2007 which
should increase available leases, and to that end, we believe there will be more
opportunities  in this  market.  Nonetheless,  a key  obstacle  still facing the
leasing industry is the continued low interest rate  environment,  which reduces
leasing  volume  inasmuch as  customers  are more prone to purchase  than lease.
Other factors which may negatively  affect the leasing industry are the proposed
legal and  regulatory  changes  that may affect tax  benefits of leasing and the
continued misperception by potential lessees,  stemming from Enron, WorldCom and
others, that leasing should not play a central role as a financing  alternative.
However,  as economic growth  continues and interest rates  inevitably  begin to
rise  over  time,  we are  optimistic  that  more  lessees  will  return  to the
marketplace.

     Air Transportation Industry

     The  domestic  aircraft  leasing  industry  has been on the  downside  of a
business  cycle and  continues to remain  there.  This has resulted in depressed
sales prices for assets such as our aircraft interests.  It does not appear that
the industry will recover  significantly in the very near future especially with
the  recent  increases  in the price of  gasoline  and the fare wars  within the
domestic air  transportation  industry.  We are optimistic  that a recovery will
occur within two to three years.  However,  a further  weakening of the industry
could cause the  proceeds  realized  from the future sale of our  aircraft to be
even less than suggested by recent appraisals.

     Energy Industry

     The energy  industry,  which  includes our  investment in the coal handling
facility and our investment in the tug boat, is highly cyclical and dependent on
numerous factors,  including the current level of exploration and development of
offshore oil areas.  Despite the current high prices of oil, oil  companies  are
reluctant to make the capital  investment  necessary in shelf  drilling,  as the
high energy prices are perceived as being temporary by oil companies.

                                       16
<PAGE>

     Inability to Remarket Assets

     The market for some of our assets is not very liquid.  If current equipment
lessees  choose not to renew  their  leases or  purchase  other  equipment  upon
expiration of the existing lease, we will need to remarket the equipment.  There
is no assurance that we will be able to locate a willing buyer or lessee for our
assets, or if one is located,  that the buyer or lessee will pay a price for the
asset at least equal to the appraised value.

     Critical Accounting Policies

     An  appreciation  of our  critical  accounting  policies  is  necessary  to
understand our financial results. These policies may require the General Partner
to make difficult and subjective  judgments  regarding  uncertainties,  and as a
result,  such  estimates may  significantly  impact our financial  results.  The
precision of these  estimates and the  likelihood of future  changes depend on a
number of underlying variables and a range of possible outcomes.  We applied our
critical accounting policies and estimation methods  consistently in all periods
presented.  We consider the following  accounting policies to be critical to our
business:

o        Lease classification and revenue recognition
o        Asset impairments
o        Depreciation

     Lease Classification and Revenue Recognition

     The equipment we lease to third  parties is classified  either as a finance
lease, a leveraged lease, or an operating lease,  which is determined based upon
the terms of each lease. Initial direct costs are capitalized and amortized over
the term of the related  lease for both a finance  lease and a leveraged  lease.
For an operating  lease, the initial direct costs are included as a component of
the cost of the equipment and depreciated.

     For finance leases, we record, at lease inception,  the total minimum lease
payments receivable from the lessee, the estimated  unguaranteed  residual value
of the equipment at lease  termination,  the initial direct costs related to the
lease and the related unearned income. Unearned income represents the difference
between the sum of the minimum  lease  payments  receivable  plus the  estimated
unguaranteed residual minus the cost of the leased equipment. Unearned income is
recognized as finance income ratably over the term of the lease.

     For leveraged leases, we record, at lease inception,  our net investment in
the equipment  which  consists of the minimum  lease  payments  receivable,  the
estimated  unguaranteed residual value of the equipment at lease termination and
the initial  direct costs related to the lease,  net of the unearned  income and
principal  and interest on the related  non-recourse  debt.  Unearned  income is
recognized  as income over the life of the lease at a constant rate of return on
the positive net investment.

     For operating leases, income is recorded as rental income and is recognized
on the straight line method over the lease term.

     Our General  Partner has an  Investment  Committee  that  approves each new
equipment  acquisition.  As part of their  process they  determine  the residual
value to be used once the acquisition has been approved.  The factors considered
in  determining  the  residual  value  include,  but are  not  limited  to,  the
creditworthiness   of  the  potential  lessee,   the  type  of  equipment  being
considered, how the equipment is integrated into the potential lessees business,
the length of the lease and  industry in which the  potential  lessee  operates.
Residual  values  are  reviewed  in  accordance  with our  policy to review  all
significant assets in our portfolio.

                                       17
<PAGE>

     Asset Impairments

     The significant assets in our asset portfolio are periodically reviewed, at
least  annually,  by  management,  to  determine  whether  events or  changes in
circumstances  indicate  that  the  carrying  value  of  an  asset  may  not  be
recoverable.  Management uses qualified third party  appraisers to assist in the
review process.  An impairment loss will be recognized if the carrying amount of
a  long-lived  asset is not  recoverable  and exceeds  its fair  value.  In such
circumstances,  we will estimate the future cash flows (undiscounted and without
interest  charges) expected to result from the use of the asset and its eventual
disposition.  Future  cash  flows are the future  cash  inflows  expected  to be
generated by an asset less the future cash outflows  expected to be necessary to
obtain those inflows. An impairment loss will be measured as the amount by which
the carrying amount of a long-lived asset exceeds its fair value.

     The events or changes in  circumstances  which  generally  indicate that an
asset  may be  impaired  are (i) the  estimated  fair  value  of the  underlying
equipment  is less than our  carrying  value or (ii) the lessee is  experiencing
financial difficulties and it does not appear likely that the estimated proceeds
from the  disposition  of the asset will be  sufficient to satisfy the remaining
obligation  to the lender and our residual  position in the asset.  Generally in
the latter  situation,  the residual  position  relates to equipment  subject to
third party notes payable where the lessee remits their rental payments directly
to the lender and we do not recover our residual position until the note payable
is repaid in full.

     Depreciation

     We record  depreciation  expense on  equipment  classified  as an operating
lease.  In order to calculate  depreciation  we first  determine the depreciable
equipment cost,  which is the cost less estimated  salvage value.  The estimated
salvage  value  is  our  estimate  of  the  value  of  the  equipment  at  lease
termination.  The estimated residual value is reviewed annually,  by management,
to  determine  whether an  impairment  charge may be required.  Management  uses
qualified third party  appraisers to assist in the review process.  Depreciation
expense is recorded ratably over the term of the related lease.

     New Accounting Pronouncements

     On June 1, 2005 the Financial  Accounting  Standards Board issued Statement
of Financial Accounting Standards ("SFAS") No. 154 "Accounting Changes and Error
Corrections" ("SFAS 154") which replaces Accounting Principles Board Opinion No.
20,  "Accounting  Changes"  ("APB  20") and SFAS No.  3,  "Reporting  Accounting
Changes in Interim  Financial  Statements," and changes the requirements for the
accounting  for and  reporting  of a change in  accounting  principle.  SFAS 154
requires  retrospective  application to prior periods' financial statements of a
voluntary  change in accounting  principle  unless it is  impracticable.  APB 20
previously  required  that most  voluntary  changes in  accounting  principle be
recognized by including in net income of the period of the change the cumulative
effect of changing to the new accounting principle.

     Management does not believe that any recently issued, but not yet effective
accounting pronouncements, if currently adopted, would have a material effect on
the accompanying consolidated financial statements.

     Results of Operations  for the Three Months Ended March 31, 2005 (the "2005
Quarter") and 2004 (the "2004 Quarter")

     We are currently in our  reinvestment  period and  anticipate  entering our
disposition  period during the summer of 2005 unless we extend the  reinvestment
period  for an  additional  three  years.  While in the  reinvestment  period we
continue to look for  equipment  leases to purchase,  either with cash or with a
combination of cash and financing. As such, we expect our revenue will fluctuate
due to our selling  some  equipment  leases  while  purchasing  other  equipment
leases.  We also  expect to have  gains and losses  from the sales of  equipment
during this time  period.  As for  expenses we  anticipate  interest  expense to
decrease our  outstanding  debt  decreases.  If we enter into an equipment lease
where we  finance a portion of the  purchase  price then  interest  expense  may
increase.

                                       18
<PAGE>

     Once we enter our  disposition  period we will begin the process of selling
our  assets in the  ordinary  course of  business.  As such,  rental  income and
finance  income will decrease  over time as will expenses  related to our assets
such as depreciation. Additionally, interest expense should decrease as we reach
the expiration of leases that were financed and we fully repay the debt.

     Revenue  for the  2005  Quarter  and the 2004  Quarter  are  summarized  as
follows:

<TABLE>
<CAPTION>

                                                     Three Months Ended March 31,
                                                          2005        2004          Change

<S>                                                    <C>           <C>         <C>
Total revenue                                          $ 2,815,264   $1,021,777  $ 1,793,487
                                                       ===========  ===========  ===========
Rental income                                          $ 2,292,330   $  360,000  $  1,932,330
Finance income                                             508,564      634,122      (125,558)
Income (loss) from investments in joint ventures               279      (20,155)       20,434
Net gain (loss) on sales of equipment                      (59,539)        -          (59,539)
Gain from investment in unguaranteed residual values         2,021       37,065       (35,044)
Interest and other income                                   71,609       10,745        60,864

</TABLE>

     Total  revenue for the 2005  Quarter  increased by  $1,793,487,  or 176% as
compared  to the 2004  Quarter.  Rental  income  increased  as a  result  of the
consolidation  of ICON  Aircraft  46837,  beginning  September 1, 2004.  Finance
income decreased  primarily due to the renegotiation of our lease with Regus and
the expiration of our lease with E*Trade  during  February 2005. The increase in
net gain or loss on sale of  equipment  results  from  the  sale of the  modular
furniture on lease to E*Trade which  resulted in a loss of $59,539,  as compared
to the prior year with no similar  sales.  The  increase in  interest  and other
income is due primarily to accrued  interest  recorded on the convertible  notes
receivable.

     Expenses  for the 2005  Quarter  and the 2004  Quarter  are  summarized  as
follows:


<TABLE>
<CAPTION>
                                            Three Months Ended March 31,
                                               2005          2004           Change


<S>                                        <C>           <C>            <C>
 Total expenses                            $ 3,200,007   $ 1,408,259    $ 1,791,748
                                           ===========   ===========    ===========

 Loss on lease termination                          -          3,421         (3,421)
 Depreciation                                2,043,246       499,327      1,543,919
 Interest                                      528,417       398,740        129,677
 General and administrative                     80,671        67,596         13,075
 Management fees - General Partner             338,527       290,283         48,244
 Administrative expense reimbursements -
     General Partner                           137,654       101,971         35,683
 Amortization of initial direct costs
   and loan costs                               49,419        43,129          6,290
 Minority interest                              22,073         3,792         18,281

</TABLE>

     Expenses for the 2005 Quarter increased by $1,791,748, or 127%, as compared
to the 2004 Quarter.  The increase in  depreciation,  interest,  management  and
administrative  fees and minority interest is primarily due to our consolidation
of ICON Aircraft 46837 beginning September 2004.

                                       19
<PAGE>

     Net Loss

     As a result of the foregoing factors,  net loss in the 2005 Quarter and the
2004  Quarter was  $384,743  and  $386,482  respectively.  Net loss per weighted
average number of limited  partnership units outstanding was $0.51 and $0.52 for
the 2005 Quarter and the 2004 Quarter, respectively.

     Liquidity and Capital Resources

     We  believe  that with the cash we  currently  have  available,  cash being
generated from our leases,  and proceeds from equipment sales we have sufficient
cash to continue our operation into the foreseeable future.

     Our primary  source of cash for the three  months  ended March 31, 2005 was
from investing  activities while our primary source of cash for the three months
ended  March  31,  2004  was  from  both  investing   activities  and  financing
activities.  During the three  months  ended  March 31,  2005 we  increased  our
recourse  debt by  $775,000  and had  proceeds  from the sales of  equipment  of
approximately  $241,000.  During  the  three  months  ended  March  31,  2004 we
increased  our recourse  debt by  $1,240,000  and had proceeds from the sales of
equipment of approximately $1,154,000.

     Our  primary  use of cash for the three  months  ended  March 31,  2005 was
distributions to partners of approximately  $1,005,000.  Our primary use of cash
for the  three  months  ended  March  31,  2004  distributions  to  partners  of
approximately $957,000, redemption of limited partnership units of approximately
$106,000 and an investment in a joint venture of $1,000,000.

     We have amounts available to borrow, if necessary, under our line of credit
agreement with Comerica Bank.

     Financings and Borrowings

     We have both  non-recourse  debt and recourse  debt at March 31, 2005.  Our
non-recourse debt consists of notes payable in which the lenders have a security
interest in the equipment and an  assignment  of the rental  payments  under the
leases.  The lenders are being paid  directly by the lessees.  Our  non-recourse
debt accrues  interest at rates  ranging from 3.65% per year to 10.63% per year.
The outstanding balances of our non-recourse notes payable at March 31, 2005 was
$27,185,366.  During May 2005,  we utilized a portion of the  proceeds  from the
sale of ICON BF to repay the remaining  non-recourse debt relating to this asset
of approximately $7,650,000.

     We and certain of our affiliates, specifically L.P. Seven; ICON Income Fund
Eight B L.P. and ICON Income Fund Nine, LLC (collectively, the "Initial Funds"),
entered into a $17,500,000 line of credit agreement with Comerica Bank as of May
30,  2002,  as amended.  Interest  accrues on all  outstanding  balances,  at an
interest rate equal to the Comerica Bank base interest rate plus 1% (together is
6.75% at March 31, 2005).  Under the terms of the line of credit agreement,  the
Initial  Funds may borrow money from  Comerica  Bank with all  borrowings  to be
jointly and severally  collateralized by (i) cash and (ii) the present values of
certain rents  receivable and equipment  owned by the Initial  Funds.  Effective
August 5, 2004,  the line of credit  agreement  was amended to add Fund Ten as a
borrower.  The Initial  Funds and Fund Ten are  collectively  referred to as the
Borrowers. The line of credit agreement expires on December 30, 2005.

                                       20
<PAGE>

     The Initial  Funds  entered into a  Contribution  Agreement,  dated May 30,
2002,  as  subsequently  amended  to  include  Fund Ten,  pursuant  to which the
Borrowers have agreed to certain  restrictions on the amounts and terms of their
respective  borrowings  under the line of credit  agreement in order to minimize
the risk that a  Borrower  would be unable to repay  its  allocable  portion  of
outstanding line of credit obligations at any time. These  restrictions  include
borrowing  in  excess  of the  lesser  of  (a) an  amount  each  Borrower  could
reasonably  expect to repay in one year from its projected cash flow, or (b) the
greater of (i) the borrowing  base, as defined in the line of credit  agreement,
as  applied  to such  and  (ii)  50% of the net  worth  of  such  Borrower.  The
Contribution  Agreement  provides  that,  in the event a Borrower pays an amount
under this agreement in excess of its allocable  share of the total  obligations
under the line of credit agreement,  whether by reason of an event or default or
otherwise,  the other Borrowers will immediately make a contribution  payment to
such Borrower and in such amount that the aggregate amount paid by each Borrower
reflects its  allocable  share of the  aggregate  obligations  under the line of
credit   agreement.   The  Borrowers'   obligations  to  each  other  under  the
Contribution Agreement are collateralized by a subordinate lien on the assets of
each participating Borrower.

     Effective  March 8, 2005,  the Initial  Funds and Fund Ten  entered  into a
Seventh  Amendment to the Loan and Security  Agreement with Comerica Bank.  This
Agreement  releases L.P. Seven from all of its rights and obligations  under the
Loan and Security  Agreement dated as of May 30, 2002. As such, L.P. Seven is no
longer a party to the $17,500,000 line of credit.

     The  aggregate  borrowing  by  all  Funds  under  the  Loan  Agreement  was
$11,830,000 at March 31, 2005. At March 31, 2005, we had $5,400,000  outstanding
under the Loan  Agreement.  During May 2005,  we  utilized a portion of the cash
from the sale of ICON BF to repay the entire  outstanding  balance with Comerica
Bank.

     Distributions

     We do not,  in the normal  course of  business,  pay  dividends.  We do pay
monthly  distributions  to our partners  beginning  with their  admission to the
Partnership through the termination of the operating period, which we anticipate
will be during the summer of 2005.  For the  quarter  ended  March 31,  2005 and
2004,  we paid  distributions  to our limited  partners  totaling  $994,645  and
$946,980,   respectively.   For  the  quarter  ended  March  31,  2005  we  paid
distributions to our General Partner totaling $10,047 and $10,068, respectively.

     Commitments

     At March 31, 2005 we are a party to both  recourse and  non-recourse  debt.
The lenders have security  interests in equipment  relating to the  non-recourse
debt and an assignment of the rental  payments  under the leases.  If the lessee
were to default on the non-recourse  debt the equipment would be returned to the
lender as extinguishment of the non-recourse  debt. The recourse debt relates to
the Comerica Bank line of credit which is more fully discussed in the financings
and borrowings section above. At March 31, 2005 we had an outstanding balance of
$27,185,366 in non-recourse borrowings.

     Risks and Uncertainties

     At March 31, 2005,  except as noted above in the Business  Overview section
and listed below,  and to the best of our knowledge,  there were no known trends
or  demands,  commitments,  events or  uncertainties  which are likely to have a
material effect on our liquidity.

     Set forth below and elsewhere in this report and in other documents we file
with the Securities and Exchange  Commission  are risks and  uncertainties  that
could  cause  our  actual  results  to  differ   materially   from  the  results
contemplated  by the  forward-looking  statements  contained  in this report and
other periodic statements we make, including but not limited to, the following:

o    The market for aircraft is currently  depressed due to an  overabundance of
     aircraft on the market  resulting from the overall downturn in the aviation
     industry  following the events of September 11, 2001.  While the market for
     these aircraft is cyclical,  there can be no assurance that the market will
     recover.  Failure of the market to recover  significantly may result in our
     inability to realize our investment in the residuals of the aircraft in our
     portfolio.

                                       21
<PAGE>

o    We may face difficulty remarketing the aircraft rotables. Aircraft rotables
     are  replacement  spare parts that are held in inventory by an airline.  We
     own rotables for both the Boeing 737-300  aircraft and the Airbus aircraft.
     We believe that over time we will be able to remarket these  rotables,  but
     the  aircraft  industry  has been in an overall  down cycle and we may face
     difficulty in remarketing these assets.

     Inflation and Interest Rates

     The potential  effects of inflation on us are difficult to predict.  If the
general economy  experiences  significant rates of inflation,  however, it could
affect us in a number of ways. We do not  currently  have or expect to have rent
escalation  clauses tied to inflation in our leases.  The  anticipated  residual
values  to be  realized  upon the  sale or  re-lease  of  equipment  upon  lease
terminations (and thus the overall cash flow from our leases) may be expected to
increase with inflation as the cost of similar new and used equipment increases.

     If  interest  rates  increase  significantly,  the lease  rates that we can
obtain on future  leases may be expected to increase as the cost of capital is a
significant  factor in the pricing of lease financing.  Leases already in place,
for the most part, would not be affected by changes in interest rates.

Item 3.  Qualitative and Quantitative Disclosures About Market Risk

     We, like most other companies,  are exposed to certain market risks,  which
includes changes in interest rates and the demand for equipment (and the related
residuals)  owned  by us.  We  believe  to the  best of our  knowledge  that our
exposure to other market risks,  including  foreign currency exchange rate risk,
commodity risk and equity price risk, are  insignificant,  at this time, to both
our financial position and our results of operations.

     In general, we manage our exposure to interest rate risk by obtaining fixed
rate  debt.  The fixed  rate debt is  structured  so as to match the cash  flows
required  to service  the debt to the  payment  streams  under  fixed rate lease
receivables.  The  payments  under the leases  are  assigned  to the  lenders in
satisfaction  of the debt. We may finance  leases with a floating  interest rate
and we are therefore exposed to interest rate risk until fixed rate financing is
arranged.

     We borrow  funds  under a floating  rate line of credit  and are  therefore
exposed to interest  rate risk until the floating rate line of credit is repaid.
We had  $5,400,000  outstanding  under the floating rate line of credit at March
31, 2005.

Item 4. Controls and Procedures

     Evaluation of disclosure controls and procedures

     We  carried  out  an  evaluation,   under  the  supervision  and  with  the
participation  of  management  of  ICON  Capital  Corp.,  our  General  Partner,
including the Chief Executive Officer and the Principal Financial and Accounting
Officer,  of the  effectiveness  of the design and  operation of our  disclosure
controls  and  procedures  as of the end of the period  covered  by this  report
pursuant to the  Securities  Exchange  Act of 1934.  Based upon the  evaluation,
except as noted below, the Chief Executive  Officer and the Principal  Financial
and Accounting  Officer  concluded  that our disclosure  controls and procedures
were effective.

                                       22
<PAGE>

     While evaluating our disclosure  controls and procedures we recognized that
greater internal  controls were needed to aid in a more efficient closing of our
financial  statements,  thereby requiring  additional  skilled accounting staff.
Towards the end of the third quarter of 2004, the Partnership hired a new senior
vice  president of accounting  and the  Partnership is in the process of seeking
additional accounting staff in order to better effectuate its internal controls.
We will continue to evaluate our disclosure controls and procedures to determine
their  effectiveness  and  adequacy  and will take the steps  necessary,  in our
opinion,  to ensure the adequacy of the  Partnership's  disclosure  controls and
procedures.

     In designing and  evaluating  our disclosure  controls and  procedures,  we
recognized that disclosure controls and procedures, no matter how well conceived
and operated,  can provide only  reasonable,  not absolute,  assurance  that the
objectives of the  disclosure  controls and  procedures  are met. Our disclosure
controls  and  procedures  have  been  designed  to  meet  reasonable  assurance
standards. Disclosure controls and procedures cannot detect or prevent all error
and fraud.  Some  inherent  limitations  in disclosure  controls and  procedures
include  costs of  implementation,  faulty  decision-making,  simple  error  and
mistake.  Additionally,  controls can be  circumvented by the individual acts of
some persons,  by collusion of two or more people, or by management  override of
the  controls.  The design of any system of  controls  is based,  in part,  upon
certain  assumptions about the likelihood of future events,  and there can be no
assurance  that any design will succeed in achieving  its stated goals under all
anticipated and unanticipated future conditions.  Over time, controls may become
inadequate  because of changes in conditions,  or the degree of compliance  with
established policies or procedures.

     Our General Partner's Chief Executive  Officer and Principal  Financial and
Accounting  Officer have determined that no weakness in disclosure  controls and
procedures  had any  material  effect on the accuracy  and  completeness  of the
Partnership's financial reporting and disclosure included in this report.

                                       23
<PAGE>

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

     In the ordinary  course of conducting  our  business,  there may be certain
claims,  suits,  and complaints  filed against us. In the opinion of management,
the  outcome of such  matters,  if any,  will not have a material  impact on our
consolidated  financial  position or results of  operations.  No material  legal
proceedings are currently pending against us or against any of our assets.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

         Not applicable.

Item 3.  Default Upon Senior Securities

         Not applicable.

Item 4.  Submission of Matters to a Vote Of Security Holders

         No matters were submitted to a vote of security holders during the
first quarter 2005.

Item 5.  Other Information

         Not applicable.

Item 6 - Exhibits

31.1 Certification of Chairman and Chief Executive Officer.

31.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer.

32.1 Certification of Chairman and Chief Executive Officer pursuant to 18 U.S.C.
     (Section)1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
     of 2002.

32.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer pursuant to 18 U.S.C. (Section)1350, as adopted pursuant
     to Section 906 of the Sarbanes-Oxley Act of 2002.

                                       24
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Partnership has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized. ICON Income Fund Eight A
L.P. (Registrant) By its General Partner, ICON Capital Corp.

Date: July 1, 2005           /s/ Beaufort J.B. Clarke
                             ---------------------------------------
                             Beaufort J.B. Clarke
                             Chairman, Chief Executive Officer

Date: July 1, 2005           /s/ Thomas W. Martin
                             ---------------------------------------
                             Thomas W. Martin
                             Executive Vice President
                             Principal Financial and Accounting Officer)

                                       25
<PAGE>

Exhibit 31.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B. Clarke, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON  Income Fund
     Eight A L.P.;

2.   Based on my knowledge,  this report does not contain any untrue  statements
     of a material fact or omit to state a material  fact  necessary to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based  on my  knowledge,  the  financial  statements  and  other  financial
     information  included  in  this  report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and  15d-15(e))  for the registrant and we
     have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant,  including its consolidated subsidiaries, is made known to
          us by others within those entities,  particularly during the period in
          which this quarterly report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure  controls and procedures as of the end
          of the period covered by this report based on such evaluation; and

     c)   presented in this report our conclusions  about the  effectiveness  of
          the disclosure  controls and procedures  based on our evaluation as of
          the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's auditors and the board of directors of the General Partner
     (or persons performing the equivalent function):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of  internal   control  which  are  reasonably   likely  to
          materially  affect  the  registrant's  ability  to  record,   process,
          summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls over financial reporting.

Dated: July 1, 2005

/s/ Beaufort J.B. Clarke
-----------------------------
Beaufort J. B. Clarke
Chairman and Chief Executive Officer
ICON Capital Corp.
General Partner of ICON Income Fund Eight A L.P.

                                       26
<PAGE>

Exhibit 31.2

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Thomas W. Martin, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON  Income Fund
     Eight A L.P.;

2.   Based on my knowledge,  this report does not contain any untrue  statements
     of a material fact or omit to state a material  fact  necessary to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based  on my  knowledge,  the  financial  statements  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     report;

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and  15d-15(e))  for the registrant and we
     have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant,  including its consolidated subsidiaries, is made known to
          us by others within those entities,  particularly during the period in
          which this report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure  controls and procedures as of the end
          of the period covered by this report based on such evaluation; and

     c)   presented in this report our conclusions  about the  effectiveness  of
          the disclosure  controls and procedures  based on our evaluation as of
          the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's auditors and the board of directors of the General Partner
     (or persons performing the equivalent function):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of  internal   control  which  are  reasonably   likely  to
          materially  affect  the  registrant's  ability  to  record,   process,
          summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls over financial reporting.

Dated: July 1, 2005

/s/ Thomas W. Martin
----------------------------------------
Thomas W. Martin
Executive Vice President
(Principal Financial and Accounting Officer)
ICON Capital Corp.
General Partner of ICON Income Fund Eight A L.P.

                                       27
<PAGE>

Exhibit 32.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B.  Clarke,  Chairman and Chief Executive  Officer of ICON Capital
Corp,  the General  Partner,  in connection  with the  Quarterly  Report of ICON
Income  Fund Eight A L.P.  (the  "Partnership")  on Form 10-Q for the  quarterly
period  ended  March  31,  2005,  as filed  with  the  Securities  and  Exchange
Commission  on the date  hereof (the  "Periodic  Report")  certify,  pursuant to
Section 906 of the  Sarbanes-Oxley Act of 2002, that to the best of my knowledge
and belief:

(1) the Periodic Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

(2) the  information  contained in the Periodic Report fairly  presents,  in all
material  respects,  the  financial  condition  and results of operations of the
Partnership.

Dated: July 1, 2005

 /s/ Beaufort J.B. Clarke
 ------------------------------------------------------
Beaufort J.B. Clarke
Chairman and Chief Executive Officer
ICON Capital Corp.
General Partner of ICON Income Fund Eight A L.P.

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange  Commission or its staff upon request.

The information  contained in this Exhibit 32.2 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.2 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.2 in such filing.

                                       28
<PAGE>

Exhibit 32.2

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley  Act of 2002 (18 U.S.C.  ss.1350)

I,  Thomas  W.  Martin,   Executive  Vice  President  (Principal  Financial  and
Accounting  Officer) of ICON Capital Corp,  the General  Partner,  in connection
with the Quarterly  Report of ICON Income Fund Eight A L.P. (the  "Partnership")
on Form 10-Q for the  quarterly  period ended March 31, 2005,  as filed with the
Securities and Exchange  Commission on the date hereof (the  "Periodic  Report")
certify,  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the
best of my knowledge and belief:

(1) the Periodic Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

(2) the  information  contained in the Periodic Report fairly  presents,  in all
material  respects,  the  financial  condition  and results of operations of the
Partnership.

Dated: July 1, 2005

/s/ Thomas W. Martin
-------------------------------------------------------
Thomas W. Martin
Executive Vice President
(Principal Financial and Accounting Officer)
ICON Capital Corp.
General Partner of ICON Income Fund Eight A L.P.

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange  Commission or its staff upon request.

The information  contained in this Exhibit 32.2 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.2 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.2 in such filing.

                                       29