**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, 2007**





[
      ]  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 incorporation or organization)
            (IRS
                Employer Identification Number)





**100
                Fifth Avenue, 4****th****Floor, 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 a large accelerated filer, an
      accelerated filer or a non-accelerated filer. See definition of ‘‘accelerated
      filer and large accelerated filer’’ in Rule 12b-2 of the Exchange
      Act.  Large accelerated filer [ ] Accelerated filer [
      ] Non-accelerated filer [x]





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





Number
      of
      outstanding limited partnership units of the registrant on April 30, 2007 is
      735,232.
















ICON
                Income Fund Eight A L.P.
              IndexPART
                I - FINANCIAL INFORMATION
            PageItem
                1. Condensed Consolidated Financial
                StatementsCondensed
                Consolidated Balance Sheets at March 31, 2007
                (Unaudited) andDecember
                31, 2006
            1Condensed
                Consolidated Statements of Operations for the
                Three Months EndedMarch
                31, 2007 and 2006 (Unaudited)
            2Condensed
                Statement of Changes in Partners’ Equity for the
                Year EndedDecember
                31, 2006 and the Three Months Ended March 31, 2007
                (Unaudited)
            3Condensed
                Consolidated Statements of Cash Flows for the
                Three Months EndedMarch
                31, 2007 and 2006 (Unaudited)
            4Notes
                to Condensed Consolidated Financial Statements
                (Unaudited)
            6Item
                2. General Partner’s Discussion and Analysis of
                Financial Condition andResults
                of Operations
            11Item
                3. Quantitative and Qualitative Disclosures About
                Market Risk
            14Item
                4. Controls and Procedures
            15PART
                II - OTHER INFORMATIONItem
                1. Legal Proceedings
            
            16Item
                1A. Risk Factors
            
            16Item
                2. Unregistered Sales of Equity Securities and Use of
                Proceeds
            16Item
                3. Defaults Upon Senior
                Securities
            16Item
                4. Submission of Matters to a Vote of Security
                Holders
            16Item
                5. Other Information
            
            16Item
                6. Exhibits
            
            16Signatures
            
            17






*Table
          of Contents*








**PART
      I - FINANCIAL INFORMATION**





**Item
      1. Condensed Consolidated Financial
      Statements**





ICON
                Income Fund Eight A L.P.(A
                Delaware Limited Partnership)Condensed
                Consolidated Balance SheetsASSETS(Unaudited)March
                31,
            
            December
                31,2007
            
            2006Cash
                and cash equivalents
            
            $
            3,795,016
            
            $
            283,188Investments
                in finance leases:Minimum
                rents receivable
            
            
            2,815,525
            
            
            3,278,319Estimated
                unguaranteed residual values
            
            
            200,000
            
            
            200,000Initial
                direct costs, net
            
            
            80,976
            
            
            92,544Unearned
                income
            
            
            (346,752
            )
            
            (450,161
            )Net
                investments in finance leases
            
            
            2,749,749
            
            
            3,120,702Investments
                in operating leases:Equipment,
                at cost
            
            
            8,034,770
            
            
            26,521,700Accumulated
                depreciation
            
            
            (1,625,538
            )
            
            (14,392,245
            )Net
                investments in operating leases
            
            
            6,409,232
            
            
            12,129,455Investments
                in joint ventures
            
            
            3,625,174
            
            
            3,718,407Due
                from affiliates
            
            
            10,905
            
            
            -Equipment
                held for sale, net
            
            
            -
            
            
            44,933Other
                assets, net
            
            
            390,666
            
            
            1,721,706Total
                assets
            
            $
            16,980,742
            
            $
            21,018,391LIABILITIES
                AND PARTNERS' EQUITYLiabilities:Notes
                payable - non-recourse
            
            $
            3,945,079
            
            $
            6,618,975Accrued
                interest payable - non recourse
            
            
            -
            
            
            354,914Accounts
                payable and accrued expenses
            
            
            313,677
            
            
            339,588Due
                to General Partner
            
            
            374,062
            
            
            518,986Minority
                interest
            
            
            -
            
            
            418,241Total
                liabilities
            
            
            4,632,818
            
            
            8,250,704Commitments
                and contigenciesPartners'
                equity:General
                Partner
            
            
            (524,487
            )
            
            (520,288
            )Limited
                Partners (735, 232 units outstanding,$100
                per unit original issue price)
            
            
            12,872,411
            
            
            13,287,975Total
                partners' equity
            
            
            12,347,924
            
            
            12,767,687Total
                liabilities and partners' equity
            
            $
            16,980,742
            
            $
            21,018,391





See
        accompanying notes to condensed consolidated financial
        statements


1
 *Table
          of Contents*








ICON
                Income Fund Eight A L.P.(A
                Delaware Limited Partnership)Condensed
                Consolidated Statements of OperationsThree
                Months Ended March 31,(Unaudited)2007
            
            2006Revenue:Rental
                income
            
            $
            1,809,064
            
            $
            1,809,064Finance
                income
            
            
            103,409
            
            
            206,481Income
                from investments in joint ventures
            
            
            53,993
            
            
            46,862Net
                loss on sales of equipment
            
            
            (911,660
            )
            
            -Interest
                and other income
            
            
            1,295
            
            
            27,862Total
                revenue
            
            
            1,056,101
            
            
            2,090,269Expenses:Depreciation
                and amortization
            
            
            553,931
            
            
            1,370,683Interest
            
            
            109,238
            
            
            167,749Management
                fees - General Partner
            
            
            -
            
            
            174,711Administrative
                expense reimbursements - General Partner
            
            
            -
            
            
            139,079General
                and administrative
            
            
            149,474
            
            
            130,042Minority
                interest
            
            
            13,393
            
            
            13,120Total
                expenses
            
            
            826,036
            
            
            1,995,384Net
                income
            
            $
            230,065
            
            $
            94,885Net
                income allocable to:Limited
                Partners
            
            $
            227,764
            
            $
            93,936General
                Partner
            
            
            2,301
            
            
            949$
            230,065
            
            $
            94,885Weighted
                average number of limited partnershipunits
                outstanding
            
            
            735,232
            
            
            736,039Net
                income per weighted averagelimited
                partnership unit
            
            $
            0.31
            
            $
            0.13




See
        accompanying notes to condensed consolidated financial
        statements


2
 *Table
          of Contents*





ICON
                Income Fund Eight A L.P.(A
                Delaware Limited Partnership)Condensed
                Consolidated Statement of Changes in Partners' EquityYear
                Ended December 31, 2006 and for the Three Months Ended March 31,
                2007
                (Unaudited)Limited
                Partner
            
            
            
            
            
            TotalUnits
            
            Limited
            
            General
            
            Partners'Outstanding
            
            Partners
            
            Partner
            
            EquityBalance,
                January 1, 2006
            
            
            736,882
            
            $
            13,676,869
            
            $
            (517,128
            )
            $
            13,159,741Limited
                partnership units redeemed
            
            
            (1,650
            )
            
            (77,210
            )
            
            -
            
            
            (77,210
            )Cash
                distributions to partners
            
            
            -
            
            
            (3,496,273
            )
            
            (35,328
            )
            
            (3,531,601
            )Net
                income
            
            
            -
            
            
            3,184,589
            
            
            32,168
            
            
            3,216,757Balance,
                December 31, 2006
            
            
            735,232
            
            
            13,287,975
            
            
            (520,288
            )
            
            12,767,687Cash
                distributions to partners
            
            
            -
            
            
            (643,328
            )
            
            (6,500
            )
            
            (649,828
            )Net
                income
            
            
            -
            
            
            227,764
            
            
            2,301
            
            
            230,065Balance,
                March 31, 2007
            
            
            735,232
            
            $
            12,872,411
            
            $
            (524,487
            )
            $
            12,347,924





See
        accompanying notes to condensed consolidated financial
        statements


3
 *Table
          of Contents*







ICON
                Income Fund Eight A L.P.(A
                Delaware Limited Partnership)Condensed
                Consolidated Statements of Cash FlowsThree
                Months Ended March 31,(Unaudited)2007
            
            2006Cash
                flows from operating activities:Net
                income
            
            $
            230,065
            
            $
            94,885Adjustments
                to reconcile net income to net cashprovided
                by operating activities:Rental
                income paid directly to lenders by lessees
            
            
            (1,809,064
            )
            
            (1,809,064
            )Finance
                income paid directly to lenders by lessees
            
            
            (103,409
            )
            
            (206,481
            )Income
                from investments in joint ventures
            
            
            (53,993
            )
            
            (46,862
            )Net
                loss on sales of equipment
            
            
            911,660
            
            
            -Depreciation
                and amortization
            
            
            553,931
            
            
            1,370,683Interest
                expense on non-recourse financing paid directlyto
                lenders by lessees
            
            
            109,238
            
            
            167,749Minority
                interest
            
            
            13,393
            
            
            13,120Changes
                in operating assets and liabilities:Collection
                of principal - non-financed receivables
            
            
            462,794
            
            
            454,940Other
                assets
            
            
            349,273
            
            
            -Accounts
                payable and accrued expenses
            
            
            (380,825
            )
            
            12,767Due
                to General Partner and affiliates, net
            
            
            (155,829
            )
            
            125,543Net
                cash provided by operating activities:
            
            
            127,234
            
            
            177,280Cash
                flows from investing activities:Proceeds
                from sales of equipment
            
            
            4,313,118
            
            
            12,036Distributions
                to joint ventures
            
            
            (426,000
            )
            
            -Distributions
                received from joint ventures
            
            
            147,304
            
            
            39,039Net
                cash provided by investing activities:
            
            
            4,034,422
            
            
            51,075Cash
                flows from financing activities:Cash
                distributions to partners
            
            
            (649,828
            )
            
            (1,001,114
            )Redemption
                of limited partner units
            
            
            -
            
            
            (77,210
            )Net
                cash used in financing activities:
            
            
            (649,828
            )
            
            (1,078,324
            )Net
                increase (decrease) in cash and cash equivalents
            
            
            3,511,828
            
            
            (849,969
            )Cash
                and cash equivalents, beginning of the period
            
            
            283,188
            
            
            1,419,446Cash
                and cash equivalents, end of the period
            
            $
            3,795,016
            
            $
            569,477





See
        accompanying notes to condensed consolidated financial
        statements


4
 *Table
          of Contents*







ICON
                Income Fund Eight A L.P.(A
                Delaware Limited Partnership)Condensed
                Consolidated Statements of Cash FlowsThree
                Months Ended March 31,(Unaudited)2007
            
            2006Supplemental
                disclosure of cash flow information:Cash
                paid during the period for interest
            
            
            
            
            $
            -
            
            $
            -Supplemental
                disclosure of non-cash investing and financing activities:Principal
                and interest paid directly to lenders by lessees
            
            
            
            
            $
            3,138,048
            
            $
            3,138,048





See
        accompanying notes to condensed consolidated financial
        statements


5
 *Table
          of Contents*




ICON
        Income Fund Eight A L.P.
 (A
        Delaware Limited Partnership)
 Notes
        To
        Condensed Consolidated Financial Statements
 March
        31,
        2007
 (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 (“GAAP”) 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 GAAP for complete
      financial statements. In the opinion of ICON Capital Corp. (the “General
      Partner”), 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 together with the consolidated
      financial statements and notes included in the Partnership’s 2006 Annual Report
      on Form 10-K for the year ended December 31, 2006. 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 noncontrolling interests in joint ventures where
      the Partnership has influence on financial and operational matters, generally
      greater than 5% but less than 50% ownership interest, 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. The
      Partnership accounts for investments in joint ventures where the Partnership
      has
      virtually no influence over financial and operational matters using the cost
      method of accounting. In such cases, the Partnership’s original investments are
      recorded at cost and any distributions received are recorded as revenue. All
      of
      the Partnership’s investments in joint ventures are subject to its impairment
      review policies.





In
      joint
      ventures where the Partnership’s ownership interest is majority owned, the
      financial condition and results of operations of the joint venture are
      consolidated. Minority interest represents the minority owner’s proportionate
      share of its equity in the joint venture. The minority interest is adjusted
      for
      the minority owner's share of the earnings, losses and distributions of the
      joint venture.





(2)  Organization





The
      Partnership was formed on July 9, 1997 as a Delaware limited partnership. The
      Partnership is engaged in one business segment, the business of acquiring
      equipment subject to lease, and to a lesser degree, aquiring ownership rights
      to
      items of leased equipment at lease expiration. The Partnership will continue
      until December 31, 2017, unless terminated sooner.





The
      Partnership’s principal investment objective is to obtain the maximum economic
      return from its investments for the benefit of its partners. To achieve this
      objective the Partnership: (i) acquired a diversified portfolio of equipment
      leases and financing transactions; (ii) made monthly cash distributions to
      its
      partners commencing with each partner's admission through the reinvestment
      period, which ended on December 20, 2005, (iii) re-invested substantially all
      undistributed cash from operations and cash from sales of equipment and
      financing transactions during the reinvestment period; and (iv) during the
      liquidation period, is disposing of its investments and distributing the cash
      from sales of such investments to its partners.







6
 *Table
          of Contents*




ICON
        Income Fund Eight A L.P.
 (A
        Delaware Limited Partnership)
 Notes
        To
        Condensed Consolidated Financial Statements
 March
        31,
        2007
 (Unaudited)





(2)  Organization
      - continued





The
      Partnership’s reinvestment period ended December 20, 2005 and the Partnership
      commenced its liquidation period. During the liquidation period the Partnership
      is distributing substantially all distributable cash from operations and
      equipment sales to the partners and will continue the orderly termination of
      its
      operations and affairs. The Partnership will not invest in any additional
      finance or lease transactions during the liquidation period.





The
      General Partner manages and controls the business affairs, including, but not
      limited to, the Partnership's equipment leases and financing transactions,
      pursuant to the terms of the Partnership’s limited partnership agreement. Additionally,
      the General Partner has a 1% interest in the profits, losses, cash distributions
      and liquidation proceeds of the Partnership.





The
      Partnership's maximum offering was $75,000,000. The Partnership commenced
      business operations on its initial closing date, October 14, 1998, with the
      admission of 12,000 limited partnership units representing $1,200,000 of capital
      contributions. Between October 15, 1998 and May 17, 2000, the final closing
      date, 737,965 additional limited partnership units were sold representing
      $73,796,504 of capital contributions bringing the total admission to 749,965
      limited partnership units sold representing $74,996,504 of capital
      contributions. Between October 15, 1998 and December 31, 2006, the Partnership
      redeemed 14,733 limited partnership units leaving 735,232 limited partnership
      units outstanding at December 31, 2006.





The
      Partnership invested most of the net proceeds from its offering in items of
      equipment that were subject to a lease. After the net offering proceeds were
      invested, additional investments were made with the cash generated from the
      Partnership’s initial investments to the extent that cash was not needed for
      expenses, reserves or distributions to partners. The investment in additional
      equipment in this manner is called “reinvestment.” The Partnership purchased
      equipment from time to time until five years from the date the offering was
      completed. This time frame is called the “reinvestment period,” which ended on
      December 20, 2005. After the reinvestment period, the Partnership began selling
      its assets in the ordinary course of business during a time frame called the
      “liquidation period.”





Partners’
      capital accounts are increased for their initial capital contribution plus
      their
      proportionate share of earnings and decreased by their proportionate share
      of
      losses and distributions. Profits, losses, cash distributions and liquidation
      proceeds are allocated 99% to the limited partners and 1% to the General Partner
      until each limited partner has received cash distributions and liquidation
      proceeds sufficient to reduce their adjusted capital contribution account to
      zero and receive, in addition, other distributions and allocations which would
      provide an 8% per annum cumulative return on their outstanding adjusted capital
      contribution account. After such time, distributions will be allocated 90%
      to
      the limited partners and 10% to the General Partner.





Certain
      reclassifications have been made to the accompanying condensed consolidated
      financial statements as of December 31, 2006 to conform to the current period
      presentation.







7
 *Table
          of Contents*




ICON
        Income Fund Eight A L.P.
 (A
        Delaware Limited Partnership)
 Notes
        To
        Condensed Consolidated Financial Statements
 March
        31,
        2007
 (Unaudited)





(3)  Summary
      of Significant Accounting Policies





Use
      of
      Estimates





The
      preparation of financial statements in conformity with GAAP requires the General
      Partner to make estimates and assumptions that affect the reported amounts
      of
      assets and liabilities and the disclosure of contingent assets and liabilities
      as of the date of the condensed consolidated financial statements
      and the reported amounts of revenues and expenses during the reporting period.
      Significant estimates primarily include the allowance for doubtful accounts,
      depreciation and amortization, residual values and impairment. Actual results
      could differ from those estimates.








(4)  Investments
      in Operating Leases





Investments
      in operating leases consist of the following at March 31, 2007 and December
      31,
      2006:





(unaudited)2007
            
            2006Aircraft
                and aircraft related equipment
            
            $
            -
            
            $
            18,486,930Petrochemical
                tug and barge
            
            
            8,034,770
            
            
            8,034,7708,034,770
            
            
            26,521,700Accumulated
                depreciation
            
            
            (1,625,538
            )
            
            (14,392,245
            )$
            6,409,232
            
            $
            12,129,455





ICON
      Aircraft 46837 LLC (“Aircraft 46837”) was a joint venture between the
      Partnership and ICON Income Fund Ten, LLC (“Fund Ten”), an entity also managed
      by the General Partner, for the purpose of acquiring an investment in a
      McDonnell Douglas DC-10-30F aircraft (the “Aircraft”) on lease to Federal
      Express Corporation (“FedEx”) that was scheduled to expire on March 31,
      2007.





On
      September 21, 2006, FedEx provided Aircraft 46837 its irrevocable notice to
      purchase the Aircraft. Pursuant to the lease, Aircraft 46837 had twenty days
      to
      agree with FedEx on the fair value of the Aircraft. The parties were unable
      to
      agree on the fair value of the Aircraft or a mutually acceptable appraiser.
      Therefore, in accordance with the lease, each party’s appraiser appointed a
      third appraiser.





On
      March
      2, 2007, Aircraft 46837 was notified that the third appraiser valued the
      Aircraft at what the General Partner believes is an exceedingly low appraisal
      valuing the Aircraft at $4,120,000. Pursuant to a formula in the lease, the
      two
      appraisals that are closest in value are to be averaged, which resulted in
      a
      sales price for the Aircraft of $4,260,000, resulting in a loss on the sale
      of
      the Aircraft of approximately $920,000.





On
      March
      30, 2007, Aircraft 46837 sold the Aircraft to FedEx for $4,260,000. The final
      lease payment was paid to the lender, satisfying all remaining debt obligations.







8
 *Table
          of Contents*




ICON
        Income Fund Eight A L.P.
 (A
        Delaware Limited Partnership)
 Notes
        To
        Condensed Consolidated Financial Statements
 March
        31,
        2007
 (Unaudited)





(5)  Joint
      Ventures





The
      joint
      venture described below is not consolidated with the
      Partnership.





ICON
      Global Crossing, LLC





The
      Partnership had an 8.0% interest in ICON Global Crossing LLC (“ICON Global
      Crossing”) whose sole purpose is to lease state-of-the-art telecommunications
      equipment to Global Crossing Telecommunications, Inc. (“Global Crossing”). For
      the periods ended March 31, 2007 and 2006, ICON Global Crossing recorded net
      income of approximately $677,000 and $379,000, respectively. The term of the
      lease is 48 months which commenced on April 1, 2006.





For
      the
      three months ended March 31, 2007, the Partnership recognized income of
      approximately $54,000 as a result of this investment in ICON Global Crossing.





(6)  Transactions
      with Related Parties





Prior
      to
      April 1, 2006, in accordance with the terms of the Partnership’s LP Agreement,
      the Partnership paid 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, through the
      reinvestment period, of 3% calculated based on the gross value of the
      Partnership’s acquisition transactions. In addition, the General Partner was
      reimbursed for administrative expenses incurred in connection with the
      Partnership’s operations.





The
      General Partner performs
      certain services relating to the management of the Partnership’s equipment
      leasing activities. Such services include the collection of lease payments
      from
      the lessees of the equipment, re-leasing services in connection with equipment
      which is off-lease, inspections of the equipment, liaison with and general
      supervision of lessees to assure that the equipment is being properly operated
      and maintained, monitoring performance by the lessees of their obligations
      under
      the leases and the payment of operating expenses.





Administrative
      expense reimbursements are costs incurred by the General Partner and necessary
      to the Partnership’s operations.  These costs include the General Partner’s
      legal, accounting, investor relations and operations personnel, as well as
      professional fees and other costs that are charged to the Partnership based
      upon
      the percentage of time such personnel dedicate to the Partnership. 
Excluded are salaries and related costs, travel expenses and other
      administrative costs incurred by individuals with a controlling interest in
      the
      General Partner.





Although
      the General Partner continues to provide these services, effective April 1,
      2006, the General Partner waived its rights to all future management fees and
      administrative expense reimbursements.





The
      General Partner also has a 1% interest in the Partnership’s profits, losses,
      cash distributions and distribution proceeds. The Partnership paid distributions
      to the General Partner of $6,500 during the three months ended March 31, 2007
      and $35,328 for the year ended December 31, 2006. The General Partner’s interest
      in the Partnership’s net income for the three months ended March 31, 2007 and
      2006 was $2,301 and $949, respectively.







9
 *Table
          of Contents*




ICON
        Income Fund Eight A L.P.
 (A
        Delaware Limited Partnership)
 Notes
        To
        Condensed Consolidated Financial Statements
 March
        31,
        2007
 (Unaudited)





(6)  Transactions
      with Related Parties - continued





The
      Partnership has a payable of $374,062 due to the General Partner and affiliates
      at March 31, 2007. The Partnership owed the General Partner $192,786 for accrued
      and unpaid administrative expense reimbursements incurred prior to April 1,
      2006
      and $181,000 for accrued and unpaid acquisition fees incurred during the year
      ended December 31, 2005. The payable to the General Partner of $190,000 advanced
      during 2006 was paid in full in March, 2007.





Fees
      and
      other expenses charged to operations by the Partnership and paid or accrued
      to
      the General Partner or its affiliates for the three months ended March 31,
      2007
      and 2006 were as follows:





Entity
            
            Capacity
            
            Description
            
            2007
            
            2006ICON
                Capital Corp.
            
            General
              Partner
            
            Management
              fee
            
            $
            -
            
            $
            174,711ICON
                Capital Corp.
            
            General
              Partner
            
            Administrative
              fee
            
            
            -
            
            
            139,079$
            -
            
            $
            313,790





There
      were no charges during the first quarter ended March 31, 2007 since the fees
      were waived effective April 1, 2006; however, if the fees were not waived the
      total administrative expense reimbursements for the three months ended March
      31,
      2007 would have been approximately $76,000.





(7)  Recent
      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 financial statements.






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**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 together with our unaudited condensed
      consolidated financial statements and related notes included elsewhere in this
      report, Part II Item 1A. Risk Factors and the audited consolidated financial
      statements and related notes included in our Annual Report on Form 10-K for
      the
      year ended December 31, 2006.





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 consolidated
      subsidiaries.





**Forward-Looking
      Statements**





Certain
      statements within this Quarterly Report on Form 10-Q may constitute
      forward-looking statements within the meaning of the Private Securities
      Litigation Reform Act of 1995 (“PSLRA”). These statements are being made
      pursuant to the PSLRA, with the intention of obtaining the benefits of the
“safe
      harbor” provisions of the PSLRA, and, other than as required by law, we assume
      no obligation to update or supplement such statements. Forward-looking
      statements are those that do not relate solely to historical fact. They include,
      but are not limited to, any statement that may predict, forecast, indicate
      or
      imply future results, performance, achievements or events. You can identify
      these statements by the use of words such as “may,” “will,” “could,”
“anticipate,” “believe,” “estimate,” “expects,” “intend,” “predict” or “project”
and variations of these words or comparable words or phrases of similar meaning.
      These forward-looking statements reflect our current beliefs and expectations
      with respect to future events and are based on assumptions and are subject
      to
      risks and uncertainties and other factors outside our control that may cause
      actual results to differ materially from those projected.





**Overview**




We
      operate as an equipment leasing program in which the capital our partners
      invested was pooled together to make investments, pay fees and establish a
      small
      reserve. We primarily acquired equipment subject to lease, and, to a lesser
      degree, acquired ownership rights to items of leased equipment at lease
      expiration. Some of our equipment leases were acquired for cash and provided
      current cash flow, which we refer to as “income” leases. For other equipment
      leases, we financed the majority of the purchase price. We refer to these leases
      as “growth” leases. These growth leases generated little or no current cash flow
      because substantially all of the rental payments received from the lessee
      serviced the indebtedness associated with acquiring or financing the lease.
      We
      anticipated that the future value of the leased equipment would exceed our
      cash
      portion of the purchase price.






On
      December 20, 2005, we began our liquidation period. During our liquidation
      period, we have continued to distribute substantially all distributable cash
      from operations and equipment sales to our partners and are continuing the
      orderly termination of our operations and affairs.




At
      March
      31, 2007, 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:





*Energy
      Equipment*





·
            We
                have a 100.0% interest in one tugboat ("M/V MICHIGAN") bearing official
                number 650770 and one oil barge ("GREAT LAKES") bearing official
                number
                650771 on charter to Keystone Great Lakes, whose obligations under
                the
                lease are ultimately guaranteed by BP plc. The charter is scheduled
                to
                expire on January 1, 2008.






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·
            We
                have a 0.80% interest in the rights to the profits, losses and cash
                flows
                from an entity that owns a 100% interest in a mobile offshore drilling
                rig
                subject to a lease with Rowan Companies,
                Inc.





*Manufacturing
      Equipment for Playgrounds:*





·
            We
                have a 100.0% interest in equipment used in a manufacturing facility
                on
                lease to Playcore Wisconsin, Inc. (“Playcore”). The lease is scheduled to
                expire on December 31, 2008.





*Telecommunications
      Equipment:*





·
            We
                have an 8.0% ownership interest in ICON Global Crossing, LLC (“ICON Global
                Crossing”), an entity also managed by our General Partner, which purchased
                state-of-the-art telecommunications equipment on lease to Global
                Crossing
                Telecommunications, Inc (“Global Crossing”). The lease is scheduled to
                expire on March 31, 2010.





**New
      Accounting Pronouncements**





Our
      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 financial statements.





**Results
      of Operations for the Three Months Ended March 31, 2007 (the “2007 Quarter”) and
      2006 (the “2006 Quarter”)**





We
      began
      our liquidation period on December 20, 2005. During the liquidation period,
      we
      will sell our assets in the ordinary course of business. As we begin to sell
      our
      assets, both rental income and finance income will decrease over time as will
      expenses related to our assets, such as depreciation expense. Additionally,
      interest expense should decrease as we reach the expiration of leases that
      were
      financed and the debt is repaid to the lender. As leased equipment is sold,
      we
      will experience both gains and losses on these sales.





Revenue
      for the 2007 Quarter and the 2006 Quarter are summarized as
      follows:





Three
                Months Ended March 31,2007
            
            2006
            
            ChangeTotal
                revenue
            
            $
            1,056,101
            
            $
            2,090,269
            
            $
            (1,034,168
            )Rental
                income
            
            
            1,809,064
            
            
            1,809,064
            
            
            -Finance
                income
            
            
            103,409
            
            
            206,481
            
            
            (103,072
            )Income
                from investments in joint ventures
            
            
            53,993
            
            
            46,862
            
            
            7,131Loss
                on sales of equipment
            
            
            (911,660
            )
            
            -
            
            
            (911,660
            )Interest
                and other income
            
            
            1,295
            
            
            27,862
            
            
            (26,567
            )





Total
      revenue for the 2007 Quarter decreased $1,034,168, or 49.5%, compared to the
      2006 Quarter. The
      loss
      on sale of equipment is primarily due to the sale of
      a
      McDonnell Douglas DC-10-30F aircraft (the “Aircraft”) previously on lease to
      Federal Express Corporation (“FedEx”) during the 2007 Quarter in which we had a
      90% ownership interest . The loss
      on sale of the Aircraft was approximately $920,000. The
      decrease in finance income is primarily due to the expiration of our lease
      with
      Regus during the 2007 Quarter.







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Expenses
      for the 2007 Quarter and the 2006 Quarter are summarized as
      follows:





Three
                Months Ended March 31,2007
            
            2006
            
            ChangeTotal
                expenses
            
            $
            826,036
            
            $
            1,995,384
            
            $
            (1,169,348
            )Depreciation
                and amortization
            
            
            553,931
            
            
            1,370,683
            
            
            (816,752
            )Interest
            
            
            109,238
            
            
            167,749
            
            
            (58,511
            )Management
                fees - General Partner
            
            
            -
            
            
            174,711
            
            
            (174,711
            )Administrative
                expense reimbursements - General Partner
            
            
            -
            
            
            139,079
            
            
            (139,079
            )General
                and administrative
            
            
            149,474
            
            
            130,042
            
            
            19,432Minority
                interest
            
            
            13,393
            
            
            13,120
            
            
            273





Total
      expenses for the 2007 Quarter decreased $1,169,348, or 58.6%, as compared to
      the
      2006 Quarter. The decrease in depreciation and amortization is primarily due
      to
      a change in the management estimate of depreciation in the second quarter of
      2006, that resulted in the decrease of monthly depreciation expense from
      approximately $453,000 to $180,000. The decrease in both Management fees -
      General Partner and Administrative expense reimbursements - General Partner
      is
      due to our General Partner’s decision, effective April 1, 2006, to waive all
      future management fees and administrative expense reimbursements.




*Net
      Income*





As
      a
      result of the foregoing factors, net income for the 2007 Quarter was $230,065,
      as compared to net income for the 2006 Quarter of $94,885.  The net income
      per weighted average number of limited partnership units outstanding for the
      2007 Quarter was $0.31 as compared to net income per weighted average number
      of
      limited partnership units outstanding for 2006 Quarter of $0.13.





**Liquidity
      and Capital Resources**





*Sources
      and Uses of Cash*





At
      March
      31, 2007, we had cash and cash equivalents of $3,795,016. During our liquidation
      period, our main source of cash is expected to be from operating and investing
      activities. Our main use of cash during the liquidation period is expected
      to be
      for financing activities, in the form of cash distributions to our
      partners.





Our
      main
      source of cash during the 2007 Quarter was from investing activities. The main
      source of cash from investing activities was $4,260,000 from the sale of the
      Aircraft to FedEx. In addition, approximately $147,000 was received as
      distributions from joint ventures.




Our
      main
      use of cash during the 2007 Quarter was for financing activities. Our primary
      use of cash for financing activities was distribution payments to our partners
      in the amount of $649,828.





*Financings
      and Borrowings*





We
      have a
      non-recourse debt at March 31, 2007 of $3,945,079. Our non-recourse debt
      consists of a note payable in which the lenders have a security interest in
      the
      equipment and an assignment of the rental payments under the leases. The lender
      is being paid directly by the lessee. Our non-recourse debt obligation accrues
      interest at 7.89% per year.





Our
      General Partner believes that with the cash we have currently available, cash
      being generated from our leases, cash distributions from our joint ventures
      and
      proceeds from equipment sales, we have sufficient cash to continue our
      operations into the foreseeable future. However, our ability to generate cash
      in
      the future is subject to general economic, financial, competitive, regulatory
      and other factors that affect our lessees’ businesses that are beyond our
      control. See “Part II, Item 1A. Risk Factors.”






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*Distributions*





We
      paid
      monthly distributions to our limited partners beginning with the first month
      after the limited partners' admission through the termination of the operating
      period, which was December 20, 2005. During the liquidation period, we have
      continued to make distributions pursuant to the terms of the partnership
      agreement. We expect that distributions made during the liquidation period
      will
      vary, depending on the timing of the sale of our assets, our receipt of rental
      income, and income from our investments. We paid distributions to our limited
      partners for the three months ended March 31, 2007 of $643,328 and we paid
      or
      accrued distributions to our General Partner for the three months ended March
      31, 2007 of $6,500.





**Contractual
      Obligations and Commitments and Off Balance Sheet
      Transactions**





The
      payable due to the General Partner of $190,000 advanced during 2006 was paid
      in
      full in March, 2007.





Our
      other
      contractual obligations and commitments have not changed materially from the
      amounts disclosed in our Annual Report on Form 10-K for the year ended December
      31, 2006. We do not have any off balance sheet transactions.





**Item
      3. Quantitative and Qualitative Disclosures About Market
      Risk**





We,
      like
      most other companies, are exposed to certain market risks, which include 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. There were no material changes to the disclosure related to these
      items since the filing of our Annual Report on Form 10-K for the year ended
      December 31, 2006.








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          of Contents*






**Item
      4.****Controls
      and Procedures**





*Evaluation
      of disclosure controls and procedures*





In
      connection with the preparation of this Quarterly Report on Form 10-Q for the
      period ended March 31, 2007, as well as the financial statements and Quarterly
      Reports on Form 10-Q for the period ended March 31, 2007 for our affiliates,
      our
      General Partner carried out an evaluation, under the supervision and with the
      participation of the management of our General Partner, including its Chief
      Executive Officer and the Principal Financial and Accounting Officer, of the
      effectiveness of the design and operation of our General Partner’s disclosure
      controls and procedures as of the end of the period covered by this report
      pursuant to the Securities Exchange Act of 1934. Based on the foregoing
      evaluation, except as noted below, the Chief Executive Officer and the Principal
      Financial and Accounting Officer concluded that our General Partner’s disclosure
      controls and procedures were effective.





While
      evaluating our General Partner’s disclosure controls and procedures, our General
      Partner recognized that greater internal controls were needed to aid in a more
      efficient closing of our financial statements, thereby requiring our General
      Partner to hire additional skilled accounting staff to support the senior vice
      president of accounting hired by our General Partner at the end of the third
      quarter of 2004.  In addition, our General Partner hired two additional
      accounting staff members during 2005 who are certified public accountants and
      are experienced with public reporting entities. Subsequently in 2006, our
      General Partner hired an additional accounting staff member who is a certified
      public accountant with experience with public reporting entities. Subsequently,
      in 2007 our General Partner hired (i) two additional senior accountants with
      more than 16 and 8 years, respectively, of experience with public reporting
      entities, the most senior of those accountants having assumed the
      responsibilities of the senior vice president of accounting and (ii) two
      additional accountants that are experienced with public reporting entities. Our
      General Partner will continue to evaluate its disclosure controls and procedures
      to determine their effectiveness and adequacy and will take the steps necessary,
      in our General Partner’s opinion, to ensure the adequacy of our General
      Partner’s disclosure controls and procedures.





In
      designing and evaluating our General Partner’s disclosure controls and
      procedures, our General Partner 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 General Partner’s 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.








15
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**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
      1A. Risk Factors**





There
      have been no material changes from the risk factors disclosed in “Item 1A. Risk
      Factors” of our Annual Report on Form 10-K for the year ended December 31, 2006.





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





There
      were no limited partnership units redeemed during the three months ended March
      31, 2007.





**Item
      3. Defaults 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 2007 Quarter.





**Item
      5. Other Information**





Not
      applicable.





**Item
      6 - Exhibits**





31.1  Rule
      13a-14(a)/15d-14(a) certifications.





31.2  Rule
      13a-14(a)/15d-14(a) certifications.




32.1
      Certification
      pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.




Certification
      pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.






16
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          of Contents*








**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:
      May 21, 2007*





*/s/
      Thomas W. Martin*


Thomas
      W.
      Martin


Chairman,
      Chief Executive Officer and President of the General Partner


(Principal
      Executive Officer)


ICON
      Capital Corp.


General
      Partner of ICON Income Fund Eight A L.P.





*Date:
      May 21, 2007*





*/s/
      Michael A. Reisner*


Michael
      A. Reisner


Director,
      Executive Vice President and Chief Financial Officer


(Principal
      Financial and Accounting Officer)


ICON
      Capital Corp.


General
      Partner of ICON Income Fund Eight A L.P.






17