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               September 30, 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                                         13-4006824
(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

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). [ ] Yes [x] No

<PAGE>

                          ICON Income Fund Eight A L.P.
                                      Index

<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

     Item 1.  Condensed Consolidated Financial Statements

<S>                                                                                         <C>
         Condensed Consolidated Balance Sheets at September 30, 2005 (Unaudited)
           and December 31, 2004                                                               3-4

         Condensed Consolidated Statements of Operations for the three and nine
           months ended September 30, 2005 and 2004 (Unaudited)                                  5

         Condensed Consolidated Statement of Changes in Partners' Equity for the
           nine months ended September 30, 2005 (Unaudited)                                      6

         Condensed Consolidated Statements of Cash Flows for the nine months
           ended September 30, 2005 and 2004 (Unaudited)                                       7-8

         Notes to Condensed Consolidated Financial Statements (Unaudited)                     9-12

     Item 2.  General Partner's Discussion and Analysis of Financial Condition
       and Results of Operations                                                             13-20

     Item 3.  Quantitative and Qualitative Disclosures About Market Risk                        20

     Item 4.  Controls and Procedures                                                           21

PART II - OTHER INFORMATION

     Item 1.  Legal Proceedings                                                                 22

     Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                       22

     Item 3.  Defaults Upon Senior Securities                                                   22

     Item 4.  Submission of Matters to a Vote of Security Holders                               22

     Item 5.  Other Information                                                                 22

     Item 6.  Exhibits                                                                          22

         Signatures                                                                             23

         Certifications                                                                      24-27

</TABLE>

                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

     Item 1.  Condensed Consolidated Financial Statements

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

                                     ASSETS


<TABLE>
<CAPTION>
                                                                (Unaudited)
                                                                September 30,   December 31,
                                                                    2005            2004
                                                                    ----            ----

<S>                                                             <C>             <C>
Cash and cash equivalents                                       $   8,196,641   $    718,195
                                                                ------------    ------------

 Investments in finance leases:
    Minimum rents receivable                                        1,059,332      5,142,302
    Estimated unguaranteed residual values                                 -      16,589,619
    Unearned income                                                  (161,642)    (1,318,548)
    Allowance for doubtful accounts                                   (63,000)      (125,842)
                                                                --------------  ------------

      Net investments in finance leases                               834,690     20,287,531
                                                                -------------   ------------

 Investments in operating leases:
    Equipment, at cost                                             30,107,914     37,873,680
    Accumulated depreciation                                       (9,909,086)    (7,752,404)
                                                                -------------   ------------

      Net investments in operating leases                          20,198,828     30,121,276
                                                                -------------   ------------

 Equipment held for sale or lease, net                                222,110      1,621,154
 Investments in estimated unguaranteed residual values              1,997,000      1,997,000
 Investments in joint ventures                                        205,272        274,054
 Convertible notes and accrued interest receivable                         -         625,000
 Other assets, net                                                     29,667        273,986
                                                                -------------   ------------

      Total assets                                              $  31,684,208   $ 55,918,196
                                                                =============   ============

</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                       3
<PAGE>

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

                        LIABILITIES AND PARTNERS' EQUITY


<TABLE>
<CAPTION>
                                                                (Unaudited)
                                                                September 30,      December 31,
                                                                     2005             2004
                                                                     ----             ----

<S>                                                             <C>             <C>
 Notes payable - non-recourse                                   $  12,533,417   $     33,646,477
 Notes payable - recourse                                                  -           4,625,000
 Accounts payable and accrued expenses                                 83,953                818
 Due to General Partner and affiliates                                 49,067             73,682
 Deferred rental income                                             1,268,870            540,114
 Minority interest                                                    415,896            424,127
                                                                -------------   -----------------

    Total liabilities                                              14,351,203         39,310,218
                                                                -------------   -----------------

 Commitments and contingencies

 Partners' equity:
    General Partner                                                  (476,333)          (489,833)
    Limited Partners; (739,515.40 units outstanding,
       $100 per unit original issue price)                         17,809,338         16,472,811
    Accumulated other comprehensive income                                 -             625,000
                                                                -------------   ----------------

    Total partners' equity                                         17,333,005         16,607,978
                                                                -------------   ----------------

    Total liabilities and partners' equity                      $  31,684,208   $     55,918,196
                                                                =============   ================

</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                       4
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)


<TABLE>
<CAPTION>


                                                    Three Months Ended September 30,  Nine Months Ended September30,
                                                               2005          2004          2005          2004
                                                               ----          ----          ----          ----

 Revenue:
<S>                                                       <C>             <C>           <C>         <C>
    Rental income                                         $   1,929,064   $  1,887,936  $ 6,390,457 $  2,607,936
    Finance income                                               58,025        552,417      909,698    1,766,397
    Income from investments in joint ventures                     5,516        182,211        6,527      137,546
    Net gain on sales of equipment and residual values           99,552         36,923    4,886,943      119,247
    Net gain on lease termination                               630,000             -       630,000           -
    Realized gain on sale of convertible notes                1,544,573             -     1,544,573           -
    Interest and other income                                    56,358         10,385      178,574       23,204
                                                          -------------   ------------  ----------- ------------

      Total revenue                                           4,323,088      2,669,872   14,546,772    4,654,330
                                                          -------------   ------------  ----------- ------------

 Expenses:
    Loss on lease termination                                        -              -            -         3,421
    Depreciation                                              1,874,576      1,605,528    5,961,069    2,357,859
    Interest                                                    290,575        446,509    1,215,000    1,264,824
    General and administrative                                  127,103         81,099      282,509      270,593
    Management fees - General Partner                           147,300        196,769      505,099      512,361
    Administrative expense reimbursements -
     General Partner                                             60,513         80,951      279,310      210,927
    Amortization of initial direct costs and loan costs          13,227         26,178       97,906      120,750
    Impairment loss                                                  -              -     1,836,395           -
    Reversal of bad debt allowance                              (62,842)            -       (62,842)          -
    Minority interest                                            10,602          5,356       68,223       12,802
                                                          -------------   ------------  -----------  -----------

      Total expenses                                          2,461,054      2,442,390   10,182,669    4,753,537
                                                          -------------   ------------  -----------  -----------

 Net income (loss)                                        $   1,862,034   $    227,482  $ 4,364,103 $   (99,207)
                                                          =============   ============  =========== ============

 Net income (loss) allocable to:
    Limited Partners                                         $1,843,414   $    225,207   $4,320,462 $    (98,215)
    General Partner                                              18,620          2,275       43,641         (992)
                                                          ----------------------------  ----------- ------------

                                                          $   1,862,034   $    227,482  $ 4,364,103 $    (99,207)
                                                          =============   ============  =========== ============

 Weighted average number of limited partnership
  units outstanding                                             739,515        739,664      739,515      740,438
                                                          =============   ============  =========== ============

 Net income (loss) per weighted average limited
  partnership unit                                        $        2.49   $       0.30  $      5.84 $     (0.13)
                                                          =============   ============  =========== ============

</TABLE>


See accompanying notes to condensed consolidated financial statements.

                                       5
<PAGE>


                         ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
               Condensed Statement of Changes in Partners' Equity
                      Nine Months Ended September 30, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                              Accumulated
                                                                                                 Other          Total
                                            Units            Limited              General      Comprehensive   Partners'
                                         Outstanding         Partners             Partner         Income        Equity
                                   --------------------  ---------------  -----------------  -------------  ---------------

<S>                                  <C>                 <C>              <C>                 <C>           <C>
Balance, January 1, 2005                     739,515.40  $   16,472,811   $       (489,833)   $   625,000   $   16,607,978

 Cash distributions to partners                               (2,983,935)           (30,141)        -           (3,014,076)
 Realized gain on sale of convertible notes                         -                  -         (625,000)        (625,000)
 Net income                                        -           4,320,462             43,641         -            4,364,103
                                    -------------------  ---------------   ----------------   -----------   --------------

 Balance, September 30, 2005                 739,515.40  $    17,809,338   $      (476,333)   $     -       $   17,333,005
                                    ===================  ===============   ================   ===========   ==============

</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                       6
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Cash Flows
                         Nine Months Ended September 30,
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                         2005              2004
                                                                         ----              -----
 Cash flows from operating activities:
<S>                                                                 <C>              <C>
    Net income (loss)                                               $    4,364,103   $      (99,207)
    Adjustments to reconcile net income (loss) to net cash
      used in operating activities:
        Rental income paid directly to lenders by lessees               (6,390,457)      (2,607,936)
        Interest expense on non-recourse financing paid directly
          to lenders by lessees                                          1,074,691        1,163,125
        Finance income portion of receivable
           paid directly to lenders by lessees                            (909,698)      (1,491,852)
        Net gain on sales of equipment and residual values              (4,886,943)        (119,247)
        Realized gain on sale of convertible notes                      (1,544,573)              -
        (Gain) loss on lease termination                                  (630,000)           3,421
        (Income) loss from investments in joint ventures                    (6,527)        (137,546)
        Amortization of initial direct costs and loan costs                 97,906          120,750
        Depreciation                                                     5,961,069        2,357,859
        Impairment loss                                                  1,836,395               -
        Reversal of bad debt allowance                                     (62,842)              -
        Minority interest                                                   68,223           12,802
      Changes in operating assets and liabilities:
        Collection of principal - non-financed receivables                 417,798          223,964
        Accrued interest income                                            108,120               -
        Other assets                                                       (37,049)        (365,992)
        Due to General Partner and affiliates, net                         (95,906)         158,105
        Deferred rental income                                               3,118               -
        Security deposits and other payables                                83,135         (124,968)
                                                                   ---------------  ----------------

 Net cash used in operating activities                                    (549,437)        (906,722)
                                                                   ---------------- ----------------

 Cash flows from investing activities:
    Proceeds from sales of equipment and residual values                25,076,809        1,336,328
    Proceeds from lease termination                                        630,000               -
    Proceeds from the sale of convertible notes                          1,544,573               -
    Investment in joint venture and options                                     -        (3,587,475)
    Distributions received from joint ventures                              13,200          647,411
                                                                   ---------------  ---------------

 Net cash provided by (used in) investing activities                    27,264,582       (1,603,736)
                                                                   ---------------  ----------------

 Cash flows from financing activities:
    Proceeds from note payable - non-recourse                                   -        11,193,368
    Proceeds from note payable - recourse                                  775,000        4,315,000
    Repayments of notes payable - non-recourse                         (11,597,623)      (3,878,717)
    Repayments of notes payable - recourse                              (5,400,000)      (5,574,547)
    Cash distributions to partners                                      (3,014,076)      (2,967,629)
    Redemption of limited partner units                                         -          (130,884)
    Loans and advances affiliates                                               -          (175,000)
                                                                   ---------------  ---------------

 Net cash (used in) provided by financing activities                   (19,236,699)       2,781,591
                                                                   ---------------  ---------------

 Net increase in cash and cash equivalents                               7,478,446          271,133
 Cash and cash equivalents, beginning of the period                        718,195           52,101
                                                                   ---------------  ---------------

 Cash and cash equivalents, end of the period                      $     8,196,641  $       323,234
                                                                   ===============  ===============

</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                       7
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Cash Flows
                         Nine Months Ended September 30,
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                                                     2005              2004
                                                                                     ----              ----
 Supplemental disclosure of cash flow information:
<S>                                                                           <C>               <C>
    Cash paid during the period for interest                                  $       140,309   $        101,699
                                                                              ===============   ================

 Supplemental disclosure of non-cash investing and financing activities:
    Principal and interest paid directly to lenders by lessees                $    10,590,128   $      7,823,310
                                                                              ================  ================

 Non-recourse debt acquired through majority ownership of
a previously minority owned joint venture                                     $           -     $     15,216,101
                                                                              ================  ================

 Investment in operating lease acquired
  through majority ownership of a reviously minority owned joint venture      $           -     $     20,700,354
                                                                              ================  ================

</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                       8
<PAGE>

                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                               September 30, 2005
                                   (Unaudited)

(1)    Basis of Presentation and Consolidation

     The accompanying condensed 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 condensed 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 condensed 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 owner's  proportionate share of their
equity in the joint venture.  The minority interest is adjusted for the minority
owner'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  will  continue  until  December 31, 2017,  unless
terminated sooner.

     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.

     The  Partnership  is currently  in its  "reinvestment"  phase,  wherein the
Partnership  seeks to purchase  equipment from time to time through late Fall 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
acquisition fees in connection with such reinvestments.

     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 their  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 Condensed Consolidated Financial Statements
                               September 30, 2005
                                   (Unaudited)

(2)    Organization - continued

     Certain  reclassifications  have  been made to the  accompanying  condensed
consolidated  financial statements for the three and nine months ended September
30, 2004 to conform to the current period presentation.

(3)    Joint Ventures

     ICON/Boardman Facility LLC

     The Partnership  and an affiliate,  ICON Cash Flow Partners L.P. Six ("L.P.
Six")  had  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 in Portland,
Oregon.

     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  $21,250,000.  In connection with the sale, the Partnership repaid
the remaining  outstanding  balance of the  non-recourse  debt of  approximately
$7,650,000,  netting the Partnership  approximately $13,600,000 in cash. The net
gain from this transaction was  approximately  $4,834,000.  At June 30, 2005 the
Partnership owed L.P. Six approximately  $68,000 for its proportionate  share of
the net  proceeds  from the joint  venture  which the  Partnership  paid  during
September 2005.

     In accordance with an agreement  between ICON Cash Flow Partners L.P. Seven
("L.P. Seven") and the Partnership relating to the Partnership's  acquisition of
L.P.  Seven's  .5025%  ownership  interest in ICON BF during  September 2004 the
Partnership owes L.P. Seven  approximately  $3,000 due to the difference between
the  estimated  sales price used to  calculate  the fair value of ICON BF at the
time of L.P. Seven's sale to the Partnership and the actual sales price received
by the Partnership which was repaid to L.P. Seven during September 2005.

                                       10
<PAGE>
                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                               September 30, 2005
                                   (Unaudited)



(4)    Transactions with Related Parties

     In accordance  with the terms of a management  agreement,  the  Partnership
pays the General  Partner (i)  management  fees ranging from 1% to 7% based on a
percentage  of the rentals  recognized  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.

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


<TABLE>
<CAPTION>

                                                   Three Months Ended          Nine Months Ended
                                                      September 30,              September 30,
                                                   2005         2004          2005         2004
                                                   ----         ----          ----         ----

<S>                                           <C>          <C>            <C>          <C>
 Management fees                              $  147,300   $    196,769   $  505,099   $    512,361
 Administrative expense reimbursements            60,513         80,951      279,310        210,927
                                              ----------- -------------  --------------------------

                                              $  207,813   $    277,720   $  784,409   $    723,288
                                              ==========   ============   ============ ============

</TABLE>


     The Partnership has a net payable of $49,067 due to the General Partner and
affiliates  at  September  30,  2005,  which was owed the  General  Partner  for
administrative expense reimbursements.

(5)    Sale of Boeing Aircraft

     The  Partnership  owned a Boeing  737-2E3A  aircraft  and a Boeing  737-277
aircraft  (collectively,  the  "Aircraft")  each of  which  had been on lease to
America West Airlines, Inc. ("America West"). On July 12, 2005, America West, in
consideration for the early return of the Aircraft, pre-paid the remaining lease
payments  through the end of the lease terms  totaling  approximately  $630,000,
along with return costs totaling approximately $2,380,000. The return costs were
paid to the Partnership as  consideration  for the Aircraft being returned in in
non-compliance  with conditions  mandated in the lease.  Simultaneously with the
receipt  of  the  lease  payments  and  return  costs  from  America  West,  the
Partnership sold the Aircraft to an unaffiliated  third party, for the aggregate
purchase  price of  $1,000,000.  The amounts  received  for the lease  payments,
return costs and the  purchase  price for the  Aircraft  were used to repay,  in
full, the outstanding debt balance owed to the lender.  During the quarter ended
June 30, 2005, the Partnership  recognized an impairment  loss of  approximately
$685,000 relating to the sale of the Aircraft.

                                       11
<PAGE>
                          ICON Income Fund Eight A L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                               September 30, 2005
                                   (Unaudited)

(5)    Sale of Boeing Aircraft - continued

     In  conjunction  with the repayment of the  non-recourse  debt,  the lender
released to the  Partnership the 7.5%  convertible  notes which had been held as
collateral  by the lender.  On July 15, 2005,  the  Partnership  sold these 7.5%
convertible  notes and  received  approximately  $1,660,000  in cash,  including
accrued interest.

(6)    Equipment Held for Sale or Lease

     The Partnership currently owns rotables for an Airbus A310 aircraft.  These
rotables were  formerly on lease to Sabena  Technics and are currently off lease
and in the process of being remarketed.  During the Quarter ended June 30, 2005,
the  Partnership's  General Partner  estimated that the fair market value of the
rotables was less than originally  estimated and the  Partnership  recognized an
impairment loss of approximately  $1,152,000.  The  determination was based upon
recent market data from sales of similar assets to unrelated third parties.

(7)    Line of Credit Agreement

     On September 7, 2005, the Partnership  and certain of its affiliates,  ICON
Income Fund Eight B L.P.,  ICON Income Fund Nine,  LLC and ICON Income Fund Ten,
LLC terminated the existing line of credit agreement and contribution agreement,
both dated May 30, 2002,  with Comerica Bank. The Partnership is no longer party
to any line of credit agreement or contribution agreement.

(8)    Recent Accounting Pronouncements

     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 condensed consolidated financial statements.

                                       12
<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 condensed 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  L.P.  and  its
subsidiaries.

     Forward-Looking  Information - The following discussion and analysis should
be read in conjunction with the audited  consolidated  financial  statements and
notes  included  in our annual  report on Form 10-K  dated  December  31,  2004.
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.
We believe that the expectations  reflected in such  forward-looking  statements
are based on reasonable  assumptions.  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  petroleum  and  fuel  prices;  level  of  fleet  additions  by
competitors and industry overcapacity;  changes in capital spending by customers
in the cargo delivery industry;  changing customer demands for aircraft; acts of
terrorism;  unsettled political  conditions,  war, civil unrest and governmental
actions;  disease;  foreign currency  fluctuations;  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    cash flows from operating  activities may be less than our current level of
     expenses and debt obligations;

o    the financial condition of lessees; and

o    lessee defaults.

     Business Overview

     We are an  equipment  leasing  business  formed on July 9,  1997.  We 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 late Fall of 2005.

     We initially  invested  most of the net proceeds from our offering in items
of equipment subject to a lease.  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,  investors  should expect to hold their units for at least 10 years
from the time they invested.

     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 investors and paid monthly, up until the disposition period.

                                       13
<PAGE>

     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 Cargo and Transportation Industry:

     We have a 90% interest in a McDonnell Douglas DC-10-30F aircraft subject to
lease with Federal  Express  Corporation.  The lease term  expires  during March
2007. 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.

     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  rotables  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.

     Petrochemicals Transportation Industry

     We have a 100% interest in one tugboat  bearing  official number 650770 and
one oil barge 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.

     Portfolio Activity for Three Months Ended September 30, 2005

     Sale of Boeing Aircraft

     We  owned  a  Boeing  737-2E3A  aircraft  and  a  Boeing  737-277  aircraft
(collectively,  the "Aircraft"), each of which had been on lease to America West
Airlines,   Inc.   ("America  West").  On  July  12,  2005,   America  West,  in
consideration for the early return of the Aircraft, pre-paid the remaining lease
payments  through the end of the lease terms  totaling  approximately  $630,000,
along with return costs totaling approximately $2,380,000. The return costs were
paid to us as  consideration  for the  Aircraft  being  returned  in  inadequate
condition.  Simultaneously  with the  receipt of the lease  payments  and return
costs from America  West, we sold the Aircraft to an  unaffiliated  third party,
for the aggregate  purchase  price of $1,000,000.  The amounts  received for the
lease  payments,  return costs and the purchase price for the Aircraft were used
to  repay,  in  full,  the  outstanding  debt  balance  owed to the  lender.  An
impairment loss of approximately $685,000,  relating to the sale of the Aircraft
was recognized.

     In  conjunction  with the repayment of the  non-recourse  debt,  the lender
released to us the 7.5%  convertible  notes which had been held as collateral by
the lender.  On July 15, 2005, we sold these 7.5% convertible notes and received
approximately $1,660,000 in cash, including accrued interest.


                                       14
<PAGE>

     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 and the Leasing Industry

     The economy of the United States of America has been experiencing continued
growth  during  2005,  although  not at the pace  experienced  during  2004.  We
anticipate that capital  spending by  corporations  will continue to increase as
well, which should increase  available leases, and to that end, we believe there
will be more  opportunities  in this market.  We believe the leasing  industry's
outlook for the foreseeable  future is encouraging.  However, a key obstacle for
the equipment  leasing and finance  industry has been the continued low interest
rate  environment,  which reduces  leasing volume inasmuch as customers are more
prone to  purchase  than lease.  We are  optimistic  that the recent  pattern of
federal funds rate  increases  will continue over time,  causing more lessees to
return to the marketplace.

     In June 2005, the Securities and Exchange  Commission  (the "SEC") issued a
study  entitled  "Report and  Recommendations  Pursuant to Section 401(c) of the
Sarbanes-Oxley Act of 2002 On Arrangements with Off-Balance Sheet  Implications,
Special Purpose Entities, and Transparency of Filings by Issuers" (the "Study").
In  the  Study,  the  SEC  recommends  that  lease   accounting   procedures  be
re-evaluated.   Suggested   changes   under  the   Study,   and  the   continued
misperception, stemming from Enron, WorldCom and others, that leasing should not
play a central role as a financing  alternative,  may serve to adversely  affect
our industry by deterring potential lessees from entering the marketplace.

     Air Cargo Industry

     The domestic air cargo industry has experienced  growth due to the increase
in demand for air cargo  delivery  services.  Even though the air cargo industry
experienced  growth,  factors  beyond our control may  adversely  affect the air
cargo  industry and the  financial  situation of air cargo  providers to whom we
lease aircraft.  The air cargo industry is subject to economic conditions in the
domestic and international markets in which it operates.  Some of these economic
conditions  include  new  domestic  or  international   government   regulation,
including regulatory actions affecting aviation rights,  international conflicts
or  terrorist  activities  and  related  domestic  and  international   security
measures.  The air cargo  industry  is subject to  additional  economic  factors
including price competition from other providers,  customer demand,  rising fuel
prices, adverse weather conditions and natural disasters.

     Petrochemicals Transportation Industry

     The petrochemicals  transportation industry in the Great Lakes/St. Lawrence
Seaway system experienced strong growth in 2004 and the outlook for 2005 remains
positive,  due in large part to domestic  economic  growth and rising demand for
petroleum. While positive conditions currently exist, factors beyond our control
may  pose a risk  for  third  parties  to  whom we  lease  tanker  vessels.  The
petrochemicals transportation industry is influenced by volatile factors such as
the price, available supplies and demand for petroleum.  Furthermore,  companies
in this industry operate in an environment with growing regulatory  pressure and
zero-tolerance  for  pollution.  A change in  regulations,  technology  or other
unforeseeable  factors  such as  petrochemical  spills,  may result in calls for
widespread  changes in a manner that could adversely affect the third parties to
whom we lease tanker vessels.

     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

                                       15
<PAGE>
     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  and lease  transaction.  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.

     Asset Impairments

     The significant assets in our asset portfolio are periodically reviewed, at
least annually,  by our General Partner,  to determine whether events or changes
in  circumstances  indicate  that the  carrying  value  of an  asset  may not be
recoverable.   The  General  Partner  uses  independent  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 the General
Partner to determine whether an impairment  charge may be required.  The General
Partner 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

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

                                       16
<PAGE>
Results of Operations  for the Three Months Ended  September 30, 2005 (the "2005
Quarter") and 2004 (the "2004 Quarter")

     We are currently in our  reinvestment  period and  anticipate  entering our
disposition  period  during  the late  Fall of 2005.  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  as 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.

     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.

     Revenues  for the 2005  Quarter  and the 2004  Quarter  are  summarized  as
follows:
<TABLE>
<CAPTION>
                                                           Three Months Ended September 30,
                                                                2005                 2004         Change

<S>                                                     <C>                    <C>              <C>
Total revenue                                            $         4,323,088   $    2,669,872   $  1,653,216
                                                         ===================   ==============   ============

Rental income                                            $         1,929,064   $    1,887,936   $     41,128
Finance income                                           $            58,025   $      552,417   $   (494,392)
Income from investments in joint ventures                $             5,516   $      182,211   $   (176,695)
Net gain on sales of equipment and residual values       $            99,552   $       36,923   $     62,629
Net gain on lease termination                            $           630,000   $         -      $    630,000
Realized gain on sale of convertible notes               $         1,544,573   $         -      $  1,544,573
Interest and other income                                $            56,358   $       10,385   $     45,973
</TABLE>

     Total  revenue for the 2005 Quarter  increased by  $1,653,216,  or 61.9% as
compared  to the 2004  Quarter.  Rental  income  increased  as a  result  of the
consolidation  of ICON  Aircraft  46837,  beginning  September  1, 2004 which is
included  in the  2005  Quarter  and not in the  2004  Quarter.  Finance  income
decreased  primarily  due to the  expiration  of our lease with  E*Trade  during
February  2005 and the sale of the coal  handling  facility on lease to Portland
General  Electric  ("PGE")  during May 2005. The increase in net gain on sale of
equipment is due to the sale of the two Boeing  aircraft  previously on lease to
America West that resulted in a net gain of approximately  $99,552. The increase
in gain on lease  termination  results from the sale of the two Boeing  aircraft
and early  buyout  of the  lease.  The  increase  in gain on sale of  marketable
securities  also results from the sale of two Boeing aircraft and the subsequent
pay down of the debt  which  released  the  securities  which were being held as
collateral to the note.

     Expenses  for the 2005  Quarter  and the 2004  Quarter  are  summarized  as
follows:
<TABLE>
<CAPTION>
                                                                Three Months Ended September 30,
                                                                      2005            2004         Change
<S>                                                             <C>                <C>          <C>
Total expenses                                                  $      2,461,054   $2,442,390   $   18,664
                                                                ================   ===========  ==========

Depreciation                                                    $      1,874,576   $1,605,528   $  269,048
Interest                                                        $        290,575   $  446,509   $ (155,934)
General and administrative                                      $        127,103   $   81,099   $   46,004
Management fees - General Partner                               $        147,300   $  196,769   $  (49,469)
Administrative expense reimbursements - General Partner         $         60,513   $   80,951   $  (20,438)
Amortization of initial direct costs and loan costs             $         13,227   $   26,178   $  (12,951)
Reversal of bad debt allowance                                  $        (62,842)  $     -      $  (62,842)
Minority interest                                               $         10,602   $    5,356   $    5,246
</TABLE>
     Expenses for the 2005 Quarter  increased 18,664 or 0.8%, as compared to the
2004 Quarter. The increase in depreciation is primarily due to our consolidation
of  ICON  Aircraft  46837  beginning   September  2004.   Interest  expense  and
amortization  expense  decreased  primarily due to the sale of the coal handling
facility and the two Boeing aircraft during 2005.

     Net Income

     As a result of the  foregoing  factors,  net income in the 2005 Quarter and
the 2004  Quarter  was  $1,862,034  and  $277,482  respectively.  Net income per
weighted average number of limited  partnership  units outstanding was $2.49 and
$0.30 for the 2005 Quarter and the 2004 Quarter, respectively.

                                       17
<PAGE>

Results of  Operations  for the Nine Months Ended  September 30, 2005 (the "2005
Period") and 2004 (the "2004 Period")

     Revenues for the 2005 Period and the 2004 Period are summarized as follows:
<TABLE>
<CAPTION>
                                                           Nine Months Ended September 30,
                                                                2005            2004              Change
                                                                ----            ----              ------
<S>                                                   <C>                <C>                 <C>
 Total revenue                                        $     14,546,772   $       4,654,330   $    9,892,442
                                                      ================   =================  ===============

 Rental income                                        $      6,390,457   $       2,607,936   $    3,782,521
 Finance income                                                909,698           1,766,397         (856,699)
 Income from investments in joint ventures                       6,527             137,546         (131,019)
 Net gain on sales of equipment and residual values          4,886,943             119,247        4,767,696
 Net gain on lease termination                                 630,000                  -           630,000
 Realized gain on sale of convertible notes                  1,544,573                  -         1,544,573
 Interest and other income                                     178,574              23,204          155,370
</TABLE>

     Total  revenue for the 2005 Period  increased by  $9,892,442,  or 212.5% as
compared to the 2004 Period.  Rental income  increased  primarily as a result of
the consolidation of ICON Aircraft 46837,  beginning September 1, 2004, which is
included in the 2005 Period for nine months and only included in the 2004 Period
for one month.  Finance income decreased  primarily due to the expiration of our
lease  with  E*Trade  during  February  2005 and the  sale of the coal  handling
facility during May 2005. The increase in net gain on sale of equipment  results
from  the loss  incurred  from our  sale of the  modular  furniture  on lease to
E*Trade,  the gain  recognized on the sale of the coal handling  facility to PGE
and the gain  recognized on the sale of the America West aircraft.  The increase
in  interest  and  other  income  is due  primarily  to  interest  earned on the
convertible  notes. The increase in gain on lease  termination  results from the
sale of the two Boeing aircraft which were on lease to America West and an early
buyout of the lease. The increase in gain on sale of marketable  securities also
results from the sale of two Boeing  aircraft and the subsequent pay down of the
debt which  released the  securities  which were being held as collateral to the
note.

     Expenses for the 2005 Period and the 2004 Period are summarized as follows:
<TABLE>
<CAPTION>
                                                           Nine Months Ended September 30,
                                                                   2005          2004        Change

<S>                                                         <C>              <C>            <C>
Total expenses                                              $   10,182,669   $  4,753,537   $5,429,132
                                                            ==============   ============== ==========
Loss on lease termination                                               -           3,421       (3,421)
Depreciation                                                     5,961,069      2,357,859    3,603,210
Interest                                                         1,215,000      1,264,824      (49,824)
General and administrative                                         282,509        270,593       11,916
Management fees - General Partner                                  505,099        512,361       (7,262)
Administrative expense reimbursements - General Partner            279,310        210,927       68,383
Amortization of initial direct costs and loan costs                 97,906        120,750      (22,844)
Impairment loss                                                  1,836,395             -     1,836,395
Reversal of bad debt allowance                                     (62,842)            -       (62,842)
Minority interest                                                   68,223         12,802       55,421
</TABLE>
     Expenses for the 2005 Period increased by $5,429,132 or 114.2%, as compared
to the 2004  Period.  The  increase in  depreciation  and  minority  interest is
primarily due to our  consolidation  of ICON Aircraft 46837 beginning  September
2004.  The  increase in  impairment  loss is due to our decision to recognize an
impairment  loss on our aircraft  rotables which are currently held for sale and
the two aircraft sold in July 2005 for which we  recognized  an impairment  loss
during the  quarter  ended June 30,  2005.  Decrease  in  interest  expense  and
amortization expense is due primarily to the repayment of the notes payable held
and sale on the coal handling facility and the two Boeing aircraft.

     Net Income (Loss)

     As a result of the foregoing factors,  net income (loss) in the 2005 Period
and the 2004  Period was  $4,364,103  and  $(99,207),  respectively.  Net income
(loss) per weighted average number of limited  partnership units outstanding was
$5.84 and $(0.13) for the 2005 Period and the 2004 Period, respectively.

                                       18
<PAGE>

     Liquidity and Capital Resources

         Sources of Cash

     We  believe  that with the cash we  currently  have  available,  cash being
generated  from our leases,  and  proceeds  from  equipment  sales and  residual
values,  we have sufficient cash to continue our operations into the foreseeable
future.  We do not  anticipate  the near  term  needs to borrow  funds  from any
source.

     Our primary source of cash for the nine months ended September 30, 2005 was
from  investing  activities;  approximately  $25,077,000  was from proceeds from
sales of equipment and residual values,  approximately $1,545,000 was from sales
of convertible notes and $630,000 was from lease terminations.  In addition,  we
borrowed approximately $775,000 from our line of credit during the 2005 Period.

     Our primary use of cash for the nine months  ended  September  30, 2005 was
for  financing   activities;   approximately   $11,597,000  was  used  to  repay
non-recourse notes payable,  approximately $5,400,000 was used to repay our line
of credit and  approximately  $3,104,000  was used to pay  distributions  to our
partners.

     Financings and Borrowings

     Our non-recourse  debt consists of one note payable in which the lender has
a security  interest in the equipment  and an assignment of the rental  payments
under  the  lease.  The  lender  is  being  paid  directly  by the  lessee.  Our
non-recourse  debt  accrues  interest at 7.93% per year.  During  July 2005,  we
utilized a portion of the  proceeds  from the sale of America  West  aircraft to
repay the remaining  non-recourse debt relating to these assets of approximately
$3,962,000.  The  outstanding  balance  of  our  non-recourse  note  payable  at
September 30, 2005 was $12,533,417.

     On September 7, 2005,  we and certain of our  affiliates,  ICON Income Fund
Eight B L.P.,  ICON  Income  Fund  Nine,  LLC and  ICON  Income  Fund  Ten,  LLC
terminated their existing line of credit  agreement and contribution  agreement,
both dated May 30, 2002,  with Comerica Bank. We are no longer party to any line
of credit agreement or contribution agreement.

     Distributions

     We pay monthly distributions to our partners beginning with their admission
to the Partnership through the termination of the reinvestment  period, which we
anticipate  will be during  the late Fall of 2005.  For the 2005  Period we paid
distributions  of $2,983,935 to our limited  partners and $30,141 to our General
Partner.

     Commitments

     At September 30, 2005, we are a party to one non-recourse note payable. The
lender has a security  interest in equipment  relating to the non-recourse  debt
and an assignment of the rental  payments under the lease. 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.  At September 30, 2005 we had an
outstanding balance of $12,533,417 in non-recourse borrowings.

     Risks and Uncertainties

     At September 30,2005 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    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.

o    We and our affiliates  are engaged  directly and indirectly in the business
     of acquiring equipment subject to lease. Our affiliates may have investment
     objectives  similar  to ours and may be in a position  to acquire  the same
     equipment  at the same  time as us. As a result,  we may  compete  with our
     affiliates  for leases and such leases may be allocated  to our  affiliates
     instead of us. Any decisions regarding conflicts in allocating leases among
     us and our affiliates will be made by an investment  committee  taking into
     consideration such things as whether:

                                       19
<PAGE>

o    the  required  cash  investment  is  greater  than the cash  available  for
     investment   and  the  length  of  time  each  business  has  been  seeking
     investments;

o    the  amount  of  debt  to be  incurred  or  assumed  from  the  prospective
     transaction  would result in total  indebtedness  that is above  acceptable
     levels for the business;

o    the  type  or  geographic  location  of the  equipment  would  result  in a
     concentration in the business that is above acceptable levels;

o    the lease  expiration date is beyond the date by which the existence of the
     businesses will end;

o    the lessee's  credit  quality  satisfies  the  objectives  of the business,
     including  whether  the  addition  of such  lessee  would  result in credit
     concentration that is above acceptable levels for the business; and

o    the amount and timing of any scheduled  rental income  facilitates the cash
     distribution objectives of the business.

     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  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 or we enter into interest rate swaps.

     From time to time, 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.

                                       20
<PAGE>

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.

     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 General  Partner hired a new
senior vice president of accounting and the General Partner is in the process of
seeking  additional  accounting staff in order to better effectuate our 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 our 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 our
financial reporting and disclosure included in this report.

                                       21
<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 or threatened, to our knowledge, 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
          third 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.   ss.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.  ss.1350, as adopted pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002.

                                       22
<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: November 15, 2005     /s/ Beaufort J.B. Clarke
                            ------------------------
                            Beaufort J.B. Clarke
                           Chairman, Chief Executive Officer and Director

Date: November 15, 2005     /s/ Thomas W. Martin
                            --------------------
                            Thomas W. Martin
                            Executive Vice President and Director
                           (Principal Financial and Accounting Officer)


                                       23
<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 Condensed 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:  November 15, 2005

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

                                       24
<PAGE>

Exhibit 31.2

Principal Financial and Accounting 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 Condensed 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: November 15, 2005

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

                                       25
<PAGE>

Exhibit 32.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  906  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 of ICON Income Fund Eight A L.P.,  certify,  pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, (18 U.S.C. ss.1350),  that, to
the best of my knowledge:

     1.   The Quarterly  Report on Form 10-Q for the period ended  September 30,
          2005 (the "Periodic  Report") which this statement  accompanies  fully
          complies  with  the  requirements  of  Section  13(a)  or 15(d) of the
          Securities Exchange Act of 1934; and

     2.   The information  contained in the Periodic Report fairly presents,  in
          all  material  respects,   the  financial  condition  and  results  of
          operations of ICON Income Fund Eight A L.P.

Dated: November 15, 2005

 /s/ Beaufort J.B. Clarke
Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
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 32.1 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  32.1 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 32.1 in such filing.

                                       26
<PAGE>

Exhibit 32.2

Principal Financial and Accounting Officer Certification Pursuant to Section 906
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 of ICON Income
Fund Eight A L.P., certify, pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, (18 U.S.C. ss.1350), that, to the best of my knowledge:

1.   The Quarterly  Report on Form 10-Q for the period ended  September 30, 2005
     (the "Periodic  Report") which this  statement  accompanies  fully complies
     with the requirements of Section 13(a) or 15(d) of the Securities  Exchange
     Act of 1934; and

2.   The information  contained in the Periodic Report fairly  presents,  in all
     material  respects,  the  financial  condition and results of operations of
     ICON Income Fund Eight A L.P.

Dated: November 15, 2005

/s/ Thomas W. Martin
Thomas W. Martin
Executive Vice President and Director
(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.

                                       27