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

                                    FORM 10-K

[ X ] Annual Report  Pursuant to Section 13 or 15(d) of the Securities  Exchange
      Act of 1934 [Fee Required]

For the fiscal year ended                   December 31, 2000
                          ------------------------------------------------------
                                       or

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

For the transition period from                        to
                               ----------------------    -----------------------

Commission File Number                      333-37504
                      ----------------------------------------------------------

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

          Delaware                                         13-4101114
--------------------------------        ----------------------------------------
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                       Identification Number)

              111 Church Street, White Plains, New York 10601-1505
--------------------------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code            (914) 993-1700
                                                   -----------------------------

Securities registered pursuant to Section 12(b) of the Act:     None

Title of each class                    Name of each exchange on which registered

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------

Securities registered pursuant to Section 12(g) of the Act:
     Units of Limited Partnership Interests

--------------------------------------------------------------------------------
                                (Title of class)

--------------------------------------------------------------------------------
                                (Title of class)

     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


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

                                TABLE OF CONTENTS

Item                                                                     Page

PART I

1.   Business                                                              3

2.   Properties                                                            4

3.   Legal Proceedings                                                     4

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

PART II

5.   Market for the Registrant's Securities and Related
     Security Holder Matters                                               5

6.   Selected Financial and Operating Data                                 5

7.   General Partner's Discussion and Analysis of Financial
     Condition and Results of Operations                                 6-7

8.   Consolidated Financial Statements and Supplementary Data           8-21

9.   Changes in and Disagreements with Accountants on
     Accounting and Financial Disclosure                                  22

PART III

10.  Directors and Executive Officers of the Registrant's
     General Partner                                                   22-23

11.  Executive Compensation                                               24

12.  Security Ownership of Certain Beneficial Owners
     and Management                                                       24

13.  Certain Relationships and Related Transactions                       24

PART IV

14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K      25

SIGNATURES                                                                26


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000


PART I

Item 1.  Business

General Development of Business

     ICON Income Fund Eight B L.P. (the  "Partnership"),  was formed on February
7, 2000 as a Delaware limited partnership. The Partnership's maximum offering is
$75,000,000.  The  Partnership  commenced  business  operations  on its  initial
closing date, June 14, 2000, with the admission of 15,815.51 limited partnership
units at $100 per unit representing $1,581,551 of capital contributions. Between
June 15, 2000 and December 31, 2000,  203,998.14  additional units were admitted
representing  $20,399,814 of capital  contributions,  bringing the total limited
partner  capital  contributions  to  $21,981,365.  Total  outstanding  units  at
December 31, 2000 were 219,813.65.

Segment Information

     The Partnership has only one operating  segment:  the business of financing
or acquiring  equipment  subject to leases with companies  that the  Partnership
believes to be creditworthy.

Narrative Description of Business

     The  Partnership  is  an  equipment  leasing  income  fund.  The  principal
objective of the  Partnership is to obtain the maximum  economic return from its
investments for the benefit of its limited partners.  To achieve this objective,
the  Partnership  intends  to:  (1)  acquire  a  diversified  portfolio  of  low
obsolescence  equipment  having long lives and high  residual  values;  (2) make
monthly cash  distributions  to its limited  partners from cash from operations,
commencing with each limited partner's admission to the Partnership,  continuing
through the Reinvestment  Period, which period will end no later than the eighth
anniversary  after the final  closing  date;  (3)  re-invest  substantially  all
undistributed  cash from operations and cash from sales in additional  equipment
and financing  transactions  during the  Reinvestment  Period;  and (4) sell the
Partnership's investments and distribute the cash from sales of such investments
to its limited partners within twelve to twenty-four months after the end of the
Reinvestment Period.

     The equipment  leasing  industry is highly  competitive.  In initiating its
leasing   transactions,   the  Partnership   competes  with  leasing  companies,
manufacturers that lease their products directly,  equipment brokers and dealers
and financial institutions,  including commercial banks and insurance companies.
Many  competitors  are larger than the  Partnership  and have greater  financial
resources.

     The  Partnership  had four  lessees,  which  accounted for more than 10% of
total revenue during the year ended December 31, 2000. Equipment leased to Regus
Business  Center  Corp.,  Scandinavian  Airlines  System,  CSK  Auto,  Inc.  and
Petsmart,  Inc.  contributed  42%,  22%,  16% and  12%,  respectively,  of total
revenue.

     The Partnership has no direct  employees.  The General Partner has full and
exclusive discretion in management and control of the Partnership.




<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Lease and Financing Transactions

     For the period ended December 31, 2000 the Partnership purchased subject to
lease  $84,993,822  of  equipment.  The  equipment  purchased  subject  to lease
includes  $44,515,416  of aircraft  equipment  leased to  Scandinavian  Airlines
Systems by a joint venture ("ICON Aircraft 24846, LLC") in which the Partnership
has a 96%  ownership  interest  and  $29,705,716  of various  types of equipment
leased to 33  lessees by a joint  venture  ("ICON  Cheyenne,  LLC") in which the
Partnership has an 87.69% ownership  interest.  The Partnership also purchased a
total of  $10,772,690  of  equipment  which was  subject to lease with CSK Auto,
Inc., Regus Business Center Corp. and Petsmart, Inc.

     The  Partnership   accounts  for  its  two  joint  venture  investments  by
consolidating  100% of the  assets and  liabilities  of the joint  ventures  and
reflecting a liability for the related minority interests.  ICON Aircraft 24846,
LLC was formed in 2000 with two  affiliates,  ICON Cash Flow Partners L.P. Seven
and ICON Income Fund Eight A L.P.,  each of which have a 2% ownership  interest.
ICON  Cheyenne,  LLC was  formed in 2000 with three  affiliates,  ICON Cash Flow
Partners L.P. Six, ICON Cash Flow Partners L.P. Seven and ICON Income Fund Eight
A L.P., which have ownership interests of 1%, 10.31% and 1%, respectively.

Item 2.  Properties
         ----------

     The  Partnership  neither owns nor leases office space or equipment for the
purpose of managing its day-to-day affairs.

Item 3.  Legal Proceedings
         -----------------

     The Partnership is not a party to any pending legal proceedings.

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

     No matters were  submitted to a vote of security  holders during the fourth
quarter of 2000.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

PART II

Item 5.  Market for the  Registrant's  Securities  and Related  Security  Holder
         Matters
         -----------------------------------------------------------------------

     The Partnership's limited partnership interests are not publicly traded nor
is there currently a market for the Partnership's  limited partnership units. It
is unlikely that any such market will develop.

                                            Number of Equity Security Holders
 Title of Class                                 as of December 31, 2000
 --------------                             ---------------------------------

Limited Partners                                          920
General Partner                                             1

Item 6.  Selected Consolidated Financial and Operating Data
         --------------------------------------------------

                                                              For the Period
                                                             February 7, 2000
                                                          (date of inception) to
                                                           December 31, 2000 (1)
                                                           -----------------

Total revenue                                                $      742,302
                                                             ==============

Net income                                                   $      291,236
                                                             ==============

Net income allocable to limited partners                     $      288,324
                                                             ==============

Net income allocable to the General Partner                  $        2,912
                                                             ==============

Weighted average limited partnership units outstanding              132,049
                                                             ==============

Net income per weighted average limited partnership unit     $         2.18
                                                             ==============

Distributions to limited partners                            $      536,708
                                                             ==============

Distributions to the General Partner                         $        5,228
                                                             ==============


                                                            December 31, 2000

Total assets                                                 $   88,108,178
                                                             ==============

Partners' equity                                             $   18,764,181
                                                             ==============


(1)  No data is presented  for the periods  prior to 2000 since the  Partnership
     commenced operations on February 7, 2000, the initial closing date. Revenue
     and net income for 2000 does not reflect a full year's operations.

     The above selected  financial  data should be read in conjunction  with the
consolidated  financial statements and related notes appearing elsewhere in this
report.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Item 7. General  Partner's  Discussion  and Analysis of Financial  Condition and
        Results of Operations
        ------------------------------------------------------------------------

     ICON Income Fund Eight B L.P. (the  "Partnership"),  was formed on February
7, 2000 as a Delaware limited partnership. The Partnership's maximum offering is
$75,000,000.  The  Partnership  commenced  business  operations  on its  initial
closing date, June 14, 2000, with the admission of 15,815.51 limited partnership
units at $100 per unit representing $1,581,551 of capital contributions. Between
June 15, 2000 and December 31, 2000, additional units were admitted representing
$20,399,814 of capital contributions  bringing the total admission to 219,813.65
units totaling $21,981,365 in capital contributions.

Results of Operations for the Period Ended December 31, 2000

     For the period ended December 31, 2000, the Partnership purchased equipment
subject to lease with an initial  cost of  $84,993,822.  Revenues for the period
were  $742,302,  representing  finance  income  of  $521,406,  rental  income of
$164,361  and  interest  income of  $56,535.  Expenses  for the  period  totaled
$451,066,  representing  interest expense of $123,815,  depreciation  expense of
$111,940,   management   fees  -  General   Partner  of  $92,140,   general  and
administration  of  $51,576,  administrative  expense  reimbursements  - General
Partner of $37,441 and  amortization  of initial  direct  costs of $33,510.  Net
income for the period was $291,236.  The net income per weighted average limited
partnership unit was $2.18.

Liquidity and Capital Resources

     The   Partnership's   primary   sources  of  funds  in  2000  were  capital
contributions,  net of offering expenses, of $19,013,881,  net proceeds received
from  borrowings  of  $7,000,000  and net  cash  generated  from  operations  of
$1,232,206.   These  funds,   along  with  the   assumption  of  $60,578,610  in
non-recourse  notes payable,  were used to purchase  equipment  subject to lease
with  an  initial  cost  of  $84,993,822  and to fund  cash  distributions.  The
Partnership   intends  to  continue  to   purchase   equipment   and  fund  cash
distributions utilizing funds from capital contributions,  additional borrowings
and cash from operations.

     Cash  distributions  to the  limited  partners,  which  were paid  monthly,
aggregated  $536,708 in 2000. The monthly  distribution  rate in 2000 was 10.75%
(on an annualized  basis).  Distributions were calculated based on the number of
days each investment unit was in the Partnership.

     As  of  December  31,  2000,   there  were  no  known  trends  or  demands,
commitments,  events  or  uncertainties  which are  likely to have any  material
effect on liquidity. As cash is realized from the continued offering, operations
or  borrowings,   the  Partnership  will  continue  to  invest  while  retaining
sufficient cash to meet its reserve requirements and recurring obligations.

Item 7a.  Qualitative and Quantitative Disclosures About Market Risk

     The  Partnership is exposed to certain market risks,  including  changes in
interest rates. The Partnership  believes its exposure to other market risks are
insignificant to both its financial position and results of operations.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

     The  Partnership  manages its interest  rate risk by  obtaining  fixed rate
debt. The fixed rate debt service  obligation  streams are generally  matched by
fixed  rate  lease  receivable  streams  generated  by the  Partnership's  lease
investments.  The Partnership  also obtained  floating rate debt associated with
its  acquisition of an aircraft  leased to Scandinavian  Airlines  System.  This
floating  rate debt service  obligation is satisfied by the floating rate rental
stream generated by the lease.

     The  Partnership  borrows funds under a floating rate line of credit and is
therefore  exposed to interest  rate risk until the floating rate line of credit
is repaid.  The Partnership's  borrowings under the floating rate line of credit
as of December  31,  2000 was  $7,000,000.  The  Partnership  believes  the risk
associated with rising interest rates under this line is immaterial.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Item 8.  Consolidated Financial Statements and Supplementary Data
         --------------------------------------------------------

                          Index to Financial Statements

                                                                  Page Number

Independent Auditors' Report                                           10

Consolidated Balance Sheet as of December 31, 2000                     11

Consolidated Statement of Operations for the Period
  February 7, 2000 (date of inception)
  to December 31, 2000                                                 12

Consolidated Statement of Changes in Partners' Equity
  for the Period February 7, 2000
  (date of inception) to December 31, 2000                             13

Consolidated Statement of Cash Flows for the
  Period February 7, 2000 (date of inception)
  to December 31, 2000                                              14-15

Notes to Consolidated Financial Statements                          16-21



<PAGE>








                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                        Consolidated Financial Statements

                                December 31, 2000

                   (With Independent Auditors' Report Thereon)



<PAGE>











                          INDEPENDENT AUDITORS' REPORT




The Partners
ICON Income Fund Eight B L.P.:

We have audited the accompanying  consolidated balance sheet of ICON Income Fund
Eight B L.P. (a Delaware  limited  partnership) as of December 31, 2000, and the
related  statements of operations,  changes in partners' equity,  and cash flows
for the period from  February 7, 2000 (date of  inception) to December 31, 2000.
These   consolidated   financial   statements  are  the  responsibility  of  the
Partnership's  management.  Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all material  respects,  the financial  position of ICON Income Fund
Eight B L.P. as of December 31, 2000,  and the results of its operations and its
cash flows for the period from  February 7, 2000 (date of inception) to December
31, 2000 in conformity  with  accounting  principles  generally  accepted in the
United States of America.



                                      /s/ KPMG LLP
                                      ------------------------------------------
                                      KPMG LLP



March 28, 2001
New York, New York


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                           Consolidated Balance Sheet

                                  December 31,

                                                                       2000
                                                                       ----
Assets

Cash .........................................................     $  1,315,706
                                                                   ------------

Investment in finance leases
   Minimum rents receivable ..................................       11,631,296
   Estimated unguaranteed residual values ....................        1,233,991
   Initial direct costs ......................................          289,670
   Unearned income ...........................................       (2,998,971)
                                                                   ------------
                                                                     10,155,986

Investment in operating leases
   Equipment, at cost ........................................       76,284,645
   Accumulated depreciation ..................................         (111,940)
                                                                   ------------
                                                                     76,172,705

Other assets .................................................          463,781
                                                                   ------------

Total assets .................................................     $ 88,108,178
                                                                   ============

Liabilities and Partners' Equity

Notes payable - non-recourse .................................     $ 60,497,834
Note payable - line of credit ................................        7,000,000
Security deposits and other ..................................          352,383
Minority interests in joint ventures .........................        1,493,780
                                                                   ------------
                                                                     69,343,997

Commitments and Contingencies

Partners' equity (deficiency)
   General Partner ...........................................           (1,316)
   Limited partners (219,813.65 units
     outstanding, $100 per unit original issue price) ........       18,765,497
                                                                   ------------

     Total partners' equity ..................................       18,764,181
                                                                   ------------

Total liabilities and partners' equity .......................     $ 88,108,178
                                                                   ============







See accompanying notes to consolidated financial statements.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                      Consolidated Statement of Operations

    For the Period February 7, 2000 (date of inception) to December 31, 2000

Revenues

   Finance income ............................................          $521,406
   Rental income .............................................           164,361
   Interest income and other .................................            56,535
                                                                        --------

   Total revenues ............................................           742,302
                                                                        --------

Expenses

   Interest ..................................................           123,815
   Depreciation ..............................................           111,940
   General and administrative ................................            51,576
   Amortization of initial direct costs ......................            33,510
   Management fees - General Partner .........................            92,140
   Administrative expense
     reimbursements - General Partner ........................            37,441
   Minority interest expense .................................               644
                                                                        --------

   Total expenses ............................................           451,066
                                                                        --------

Net income ...................................................          $291,236
                                                                        ========

Net income allocable to:
   Limited partners ..........................................           288,324
   General Partner ...........................................             2,912
                                                                        --------

                                                                        $291,236

Weighted average number of limited
   partnership units outstanding .............................           132,049
                                                                        ========

Net income per weighted average
   limited partnership unit ..................................          $   2.18
                                                                        ========










See accompanying notes to consolidated financial statements.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

              Consolidated Statement of Changes in Partners' Equity

  For the Period from February 7, 2000 (date of inception) to December 31, 2000
<TABLE>
<CAPTION>

                                   Limited Partner Distributions

                                      Return of    Investment         Limited      General
                                       Capital       Income          Partners      Partner       Total
                                    (Per weighted average unit)

<S>                                   <C>           <C>            <C>            <C>        <C>
Initial partners'
  capital contribution                                             $     1,000    $ 1,000    $     2,000

Refund of initial
   limited partners'
   capital contribution                                                 (1,000)       -           (1,000)

Proceeds from issuance
   of limited partnership
   units (219,813.65 units)                                         21,981,365        -       21,981,365

Sales and offering expenses                                         (2,967,484)       -       (2,967,484)

Cash distributions to partners        $  1.88       $  2.18           (536,708)    (5,228)      (541,936)

Net income                                                             288,324      2,912        291,236
                                                                   -----------    -------    -----------

Balance at
   December 31, 2000                                               $18,765,497    $(1,316)   $18,764,181
                                                                   ===========    =======    ===========




</TABLE>












See accompanying notes to consolidated financial statements.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                      Consolidated Statement of Cash Flows

    For the Period February 7, 2000 (date of inception) to December 31, 2000

Cash flows from operating activities:
   Net income .................................................    $    291,236
                                                                   ------------
   Adjustments to reconcile net income to
     net cash provided by operating activities:
     Depreciation .............................................         111,940
     Amortization of initial direct costs .....................          33,510
     Minority interest expense ................................             644
     Changes in operating assets and liabilities:
       Collection of principal - non-financed receivables .....         906,374
       Other assets ...........................................        (463,781)
       Security deposits and other ............................         352,383
                                                                   ------------

         Total adjustments ....................................         941,070
                                                                   ------------

       Net cash provided by operating activities ..............       1,232,306
                                                                   ------------

Cash flows from investing activities:
   Equipment purchased ........................................     (24,415,212)
   Initial direct costs .......................................      (2,386,693)
                                                                   ------------

       Net cash used in investing activities ..................     (26,801,905)
                                                                   ------------

Cash flows from financing activities:
   Initial partners' capital contribution .....................           2,000
   Refund initial limited partner contribution ................          (1,000)
   Issuance of limited partnership units,
     net of offering expenses .................................      19,013,881
   Proceeds from note payable - line of credit ................       7,000,000
   Cash distributions to partners .............................        (541,936)
   Minority interest in joint venture .........................       1,493,136
   Payment of non-recourse borrowings .........................         (80,776)
                                                                   ------------

       Net cash provided by financing activities ..............      26,885,305
                                                                   ------------

Net increase in cash ..........................................       1,315,706

Cash at beginning of the period ...............................            --
                                                                   ------------

Cash at end of year ...........................................    $  1,315,706
                                                                   ============




See accompanying notes to consolidated financial statements.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                Consolidated Statement of Cash Flows (continued)

Supplemental Disclosure of Cash Flow Information

      For the periods ended December 31, 2000, non-cash activities included the
following:


Fair value of equipment and receivables
   purchased for debt .......................................      $ 60,578,610
Non-recourse notes payable assumed in purchase price ........       (60,578,610)
                                                                   ------------

                                                                   $       --
                                                                   ============






























See accompanying notes to consolidated financial statements.




<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                   Notes to Consolidated Financial Statements

                                December 31, 2000

1.   Organization

     ICON Income Fund Eight B L.P. (the "Partnership") was formed on February 7,
2000 as a Delaware limited partnership with an initial capitalization of $2,000.
It was formed to acquire various types of equipment,  to lease such equipment to
third  parties  and,  to a  lesser  degree,  to  enter  into  secured  financing
transactions. The Partnership's maximum offering is $75,000,000. The Partnership
commenced  business  operations on its initial closing date, June 14, 2000, with
the  admission  of  15,815.51  limited   partnership  units  at  $100  per  unit
representing  $1,581,551  of capital  contributions.  As of December  31,  2000,
203,998.14  additional  units  had  been  admitted  into  the  Partnership  with
aggregate  gross  proceeds  of  $20,399,814  bringing  the  total  admission  to
219,813.65 units totaling $21,981,365 in capital contributions.

     The General  Partner of the Partnership is ICON Capital Corp. (the "General
Partner"),  a  Connecticut  corporation.  The  General  Partner  will manage and
control  the  business  affairs  of  the  Partnership's  equipment,  leases  and
financing transactions under a management agreement with the Partnership.

     ICON Securities  Corp., an affiliate of the General  Partner,  has and will
receive  an  underwriting  commission  on the gross  proceeds  from sales of all
units.  The  total  underwriting  compensation  to be paid  by the  Partnership,
including underwriting  commissions,  sales commissions,  incentive fees, public
offering expense reimbursements and due diligence activities is limited to 13.5%
of gross proceeds up to $25,000,000, 13.0% of gross proceeds from $25,000,000 to
$50,000,000   and  12.5%  of  gross  offering   proceeds  from   $50,000,000  to
$75,000,000.  Such offering expenses aggregated  $2,967,484 at December 31, 2000
and were charged directly to limited partners equity.

     Profits,  losses,  cash  distributions  and  disposition  proceeds  will be
allocated 99% to the limited  partners and 1% to the General  Partner until each
limited  partner  has  received  cash  distributions  and  disposition  proceeds
sufficient  to reduce  its  adjusted  capital  contribution  account to zero and
receive, in addition, other distributions and allocations which would provide an
8% per annum cumulative return on its outstanding  adjusted capital contribution
account. After such time, the distributions will be allocated 90% to the limited
partners and 10% to the General Partner.

2.   Significant Accounting Policies

     Basis of  Accounting  and  Presentation  - The  Partnership's  records  are
maintained on the accrual  basis.  The  preparation  of financial  statements in
conformity with generally accepted  accounting  principles  requires the General
Partner's  management to make estimates and assumptions that affect the reported
amounts of assets and  liabilities  at the date of the financial  statements and
revenues and expenses during the reporting  period.  Actual results could differ
from those estimates. In addition, management is required to disclose contingent
assets and liabilities.

     Consolidation - The consolidated  financial statements include the accounts
of the Partnership and its majority owned subsidiaries, ICON Cheyenne LLC ("ICON
Cheyenne") and ICON Aircraft 24846,  LLC ("ICON  Aircraft").  All  inter-company
accounts and transactions have been eliminated.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Leases - The  Partnership  accounts  for  owned  equipment  leased to third
parties as finance  leases or  operating  leases,  as  appropriate.  For finance
leases,  the  Partnership  records,  at the  inception  of the lease,  the total
minimum lease payments receivable,  the estimated  unguaranteed residual values,
the initial direct costs related to the leases 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 over the
terms of the related  leases using the interest  method.  For operating  leases,
equipment is recorded at cost and is  depreciated  on the  straight-line  method
over  the  lease  terms  to  their   estimated   fair  market  values  at  lease
terminations.  Related lease rentals are recognized on the straight-line  method
over the lease terms. Billed and uncollected operating lease receivables, net of
allowance for doubtful  accounts,  are included in other assets.  Initial direct
costs of finance leases are  capitalized and are amortized over the terms of the
related  leases using the  interest  method.  Initial  direct costs of operating
leases are  capitalized  and  depreciated on the  straight-line  method over the
lease terms. Each lease is expected to provide aggregate contractual rents that,
along with residual  proceeds,  return the Partnership's cost of its investments
along with investment income.

     Disclosures  About Fair  Value of  Financial  Instruments  -  Statement  of
Financial Accounting  Standards ("SFAS") No. 107,  "Disclosures about Fair Value
of Financial Instruments" requires disclosures about the fair value of financial
instruments,  except for lease related instruments.  Separate disclosure of fair
value  information as of December 31, 2000 with respect to the Company's  assets
and  certain  liabilities  is not  provided  because  (i) SFAS No.  107 does not
require  disclosures  about the fair  value of lease  arrangements  and (ii) the
carrying value of financial  instruments,  other than lease related investments,
approximates  market value and (iii) fair value information  concerning  certain
non-recourse  debt obligations is not practicable to estimate without  incurring
excessive costs to obtain all the information  that would be necessary to derive
a market rate.

     Impairment of Estimated  Residual  Values - The  Partnership's  policy with
respect to impairment of estimated  residual values is to review,  on a periodic
basis,  the  carrying  value of its  residuals on an  individual  asset basis to
determine whether events or changes in circumstances  indicate that the carrying
value of an asset may not be  recoverable  and,  therefore,  an impairment  loss
should be recognized.  The events or changes in  circumstances  which  generally
indicate  that the  residual  value of an asset  has been  impaired  are (i) the
estimated fair value of the underlying  equipment is less than the Partnership's
carrying value or (ii) the lessee is experiencing  financial difficulties and it
does not appear likely that the estimated proceeds from disposition of the asset
will be  sufficient  to satisfy the  remaining  obligation  to the  non-recourse
lender  and  the  Partnership's  residual  position.  Generally  in  the  latter
situation,  the residual  position  relates to equipment  subject to third party
non-recourse  notes  payable  where the  lessee  remits  their  rental  payments
directly to the lender and the  Partnership  does not recover its residual until
the non-recourse note obligation is repaid in full.

     The  Partnership  measures its  impairment  loss as the amount by which the
carrying  amount of the  residual  value  exceeds the  estimated  proceeds to be
received by the Partnership from release or resale of the equipment.  Generally,
quoted market  prices are used as the basis for measuring  whether an impairment
loss should be recognized.

     Income Taxes - No provision for income taxes has been made as the liability
for such taxes is that of each of the partners rather than the Partnership.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     New Accounting  Pronouncement - Effective  January 1, 2001, the Partnership
adopted  SFAS No.  133,  "Accounting  for  Derivative  Instruments  and  Hedging
Activities," as amended. The adoption of SFAS No. 133 did not have any effect on
the Partnership's financial position or results of operations.

3.   Joint Ventures

     The  Partnership and affiliates  formed two joint ventures  discussed below
for the purpose of acquiring and managing various assets.

     In 2000 the Partnership and three affiliates,  ICON Cash Flow Partners L.P.
Six ("L.P.  Six"),  ICON Cash Flow Partners L.P.  Seven ("L.P.  Seven") and ICON
Income Fund Eight A L.P.  ("Fund Eight A") formed ICON  Cheyenne for the purpose
of acquiring a portfolio of leases with a purchase price of  $29,705,716,  which
was funded with cash and non-recourse  debt assumed.  The leases expire from May
2001 to September 2006. The Partnership,  L.P. Seven,  L.P. Six and Fund Eight A
have ownership interests of 87.69%, 10.31%, 1.0% and 1.0%, respectively, in ICON
Cheyenne.  The Partnership's  consolidated  financial statements include 100% of
the assets and liabilities of ICON Cheyenne. L.P. Seven, L.P. Six and Fund Eight
A's interest in ICON Cheyenne have been reflected as minority  interest in joint
ventures.

     In 2000 the Partnership and two affiliates, L.P. Seven and Fund Eight A
formed ICON Aircraft for the purpose of acquiring an investment in an aircraft
leased to Scandinavian Airlines System with a purchase price of $44,515,416,
which was funded with cash and non-recourse debt assumed in the purchase price.
The lease expires in March 2003. The Partnership, L.P. Seven and Fund Eight A
have ownership interests of 96%, 2% and 2%, respectively in ICON Aircraft. The
Partnership's consolidated financial statements include 100% of the assets and
liabilities of ICON Aircraft. L.P. Seven and Fund Eight A's interest in ICON
Aircraft have been reflected as minority interest in joint ventures.

4.   Receivables Due in Installments

     Non-cancelable minimum annual amounts due on finance leases are as follows:

                      Year
                      ----
                      2001                        $ 3,151,636
                      2002                          3,151,636
                      2003                          3,119,420
                      2004                          1,953,135
                      2005                            255,469
                                                  -----------

                                                  $11,631,296
                                                  ===========


<PAGE>


                          ICON Income Fund Eight B L.P.
                         A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

5.       Investment in Operating Leases

     In 2000,  the  Partnership  acquired  an  aircraft  leased to  Scandinavian
Airlines System ("SAS"). The purchase price totaled $44,515,416 and was acquired
with two other  affiliates  within the ICON Aircraft joint  venture.  The rental
payment  amount  under the SAS lease varies to match the  non-recourse  floating
rate debt  obligations  secured by this lease (see Note 6). The Partnership also
acquired in 2000 a portfolio of various types of equipment leased to 33 lessees.
The  purchase  price  totaled  $29,705,716  and was  acquired  with three  other
affiliates within the ICON Cheyenne joint venture (see Note 3).

     The  investment in operating  leases at December 31, 2000  consisted of the
following:

     Equipment, beginning of year                         $       -

     Equipment acquisitions                                74,221,132
     Initial direct costs                                   2,063,513
                                                          -----------

     Equipment cost, end of year                          $76,284,645

     Accumulated depreciation, beginning of year          $       -

     Depreciation                                            (111,940)
                                                          -----------
     Accumulated depreciation, end of year                   (111,940)
                                                          -----------

     Investment in operating lease, end of year           $76,172,705
                                                          ===========

6.   Notes Payable

     Notes  payable  consists  of  notes  payable   non-recourse,   representing
$42,193,296 borrowed by the ICON Aircraft joint venture and $18,304,565 borrowed
by the ICON Cheyenne joint venture (see Note 3) and note payable-line of credit.
The ICON Aircraft  joint venture note carries a floating  interest rate of Libor
plus 2.25% and the ICON Cheyenne  joint venture notes carry fixed interest rates
ranging from 5.52% to 10.05%.

     The  Partnership  entered into a recourse line of credit  agreement  with a
lender in November,  2000,  which expires in November  2001.  The maximum amount
available under the line is $7,000,000. This line of credit is collateralized by
certain  receivables  and residuals and bears interest at the rate of prime plus
one percent.  At December 31, 2000, the prime rate was 9.5% and the  Partnership
had $7,000,000  outstanding under this line of credit. The above notes mature as
follows:

                      Notes Payable     Note Payable -
       Year           Non-Recourse      Line of Credit         Total

     2001             $10,995,171        $ 7,000,000        $17,995,171
     2002               8,595,191               --            8,595,191
     2003              39,154,694               --           39,154,694
     2004               1,163,852               --            1,163,852
     2005                 541,752               --              541,752
     Subsequent            47,175               --               47,175
                      -----------        -----------        -----------
                      $60,497,835        $ 7,000,000        $67,497,835
                      ===========        ===========        ===========


<PAGE>



                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

7.   Related Party Transactions

     Fees and other  expenses paid or accrued by the  Partnership to the General
Partner or its  affiliates  for the period  ended  December  31,  2000,  were as
follows:

                                         2000
Organization and
  offering expenses                $     769,348         Charged to equity
Underwriting commissions                 439,627         Charged to equity
Acquisition fees                       2,386,693         Capitalized
Management fees                           92,140         Charged to operations
Administrative expense
  reimbursements                          37,441         Charged to operations
                                   -------------

                                   $   3,725,249

     In 2000, the Partnership and three  affiliates  formed a joint venture ICON
Cheyenne for the purpose of acquiring a portfolio of equipment leases and formed
a joint venture ICON Aircraft with two  affiliates to acquire an aircraft  which
is on lease to SAS.  (See Note 3 for  additional  information  relating to these
joint ventures.)

8.   Tax Information (Unaudited)

     The following table reconciles net income for financial  reporting purposes
to income for federal  income tax  purposes  for the period  ended  December 31,
2000:

                                                           2000
                                                           ----

         Net income per financial statements           $   291,236

         Differences due to:
           Direct finance leases                         1,160,940
           Depreciation                                 (1,212,261)
           Interest expense                                 83,585
           Other                                          (337,779)
                                                       -----------

         Partnership (loss) for
           federal income tax purposes                 $   (14,279)
                                                       ===========

     As of December 31, 2000,  the partners'  capital  accounts  included in the
financial  statements  totaled  $18,764,181  compared to the  partners'  capital
accounts  for  federal  income tax  purposes  of  $21,426,150  (unaudited).  The
difference  arises  primarily  from  commissions  reported as a reduction in the
partners' capital accounts for financial  reporting purposes but not for federal
income tax purposes, and temporary differences related to direct finance leases,
depreciation, and interest expense.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

9.   Quarterly Financial Data (Unaudited)

     The following table is a summary of financial data by quarter for the
period from the Partnership's inception on February 7, 2000 through December 31,
2000:

                                             For the Quarters Ended (1)
                                       --------------------------------------

                                       June 30,   September 30,    December 31,
                                       -------     ------------    -----------

2000
Revenues ..........................    $11,746       $220,432       $510,124
                                       =======       ========       ========

Net income allocable to
  limited partners ................    $11,629       $ 95,964       $180,731
                                       =======       ========       ========

Net income per weighted
  average limited partnership unit     $  0.62       $   1.33       $   0.23
                                       =======       ========       ========

(1) Partnership's date of inception was February 7, 2000, but operations did not
begin until June 14, 2000, its initial closing date.


<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Item  9.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
          Financial Disclosure
          ----------------------------------------------------------------------

     None

PART III

Item 10.  Directors and Executive Officers of the Registrant's General Partner
          --------------------------------------------------------------------

     The General  Partner,  a Connecticut  corporation,  was formed in 1985. The
General  Partner's  principal  offices are located at 111 Church  Street,  White
Plains,  New York 10601-1505,  and its telephone  number is (914) 993-1700.  The
officers of the General  Partner have  extensive  experience  with  transactions
involving the  acquisition,  leasing,  financing and  disposition  of equipment,
including  acquiring  and  disposing  of  equipment  subject  to leases and full
financing transactions.

     The  manager of the  Partnership's  business is the  General  Partner.  The
General  Partner is engaged in a broad range of equipment  leasing and financing
activities.  Through  its  sales  representatives  and  through  various  broker
relationships  throughout the United States,  the General Partner offers a broad
range of equipment leasing services.

     The  General  Partner  will  perform  certain  functions  relating  to  the
management  of the  equipment  of the  Partnership.  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.

     The officers and directors of the General Partner are as follows:

     Beaufort J.B. Clarke       Chairman, Chief Executive Officer and Director

     Paul B. Weiss              President and Director

     Thomas W. Martin           Executive Vice President and Director



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Item 10.  Continued

     Beaufort J. B. Clarke,  age 55, has been Chairman,  Chief Executive Officer
and Director of the General Partner since 1996.  Prior to his present  position,
Mr. Clarke was founder and the President and Chief Executive  Officer of Griffin
Equity  Partners,  Inc. Mr.  Clarke  formerly was an attorney  with Shearman and
Sterling  and has over 20 years of senior  management  experience  in the United
States leasing industry.

     Paul B. Weiss,  age 40, is President  and Director of the General  Partner.
Mr. Weiss has been exclusively engaged in lease acquisitions since 1988 from his
affiliations  with the General  Partner since 1996,  Griffin Equity Partners (as
Executive Vice President from 1993-1996);  Gemini Financial  Holdings (as Senior
Vice  President-Portfolio  Acquisitions  from  1991-1993)  and  Pegasus  Capital
Corporation (as Vice  President-Portfolio  Acquisitions from 1988-1991).  He was
previously an investment banker and a commercial banker.

     Thomas W. Martin,  age 47, has been Executive Vice President of the General
Partner since 1996. Prior to his present position,  Mr. Martin was the Executive
Vice  President and Chief  Financial  Officer of Griffin Equity  Partners,  Inc.
(1993-1996), Gemini Financial Holdings (as Senior Vice President from 1992-1993)
and Chancellor Corporation (as Vice  President-Syndications from 1985-1992). Mr.
Martin has 17 years of senior management experience in the leasing business.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

Item 11.  Executive Compensation
          ----------------------

     The Partnership  has no directors or officers.  The General Partner and its
affiliates were paid or accrued the following compensation and reimbursement for
costs and expenses for the period ended December, 31, 2000.
<TABLE>
<CAPTION>

      Entity               Capacity              Type of Compensation                  2000
      ------               --------              --------------------                  ----

<S>                     <C>               <C>                                       <C>
ICON Capital Corp.      General Partner   Organization and offering expenses       $  769,348
ICON Securities Corp.   Dealer-Manager    Underwriting commissions                    439,627
ICON Capital Corp.      Manager           Acquisition fees                          2,386,693
ICON Capital Corp.      General Partner   Management fees                              92,140
ICON Capital Corp.      General Partner   Administrative expense reimbursements        37,441
                                                                                   ----------

                                                                                   $3,725,249
                                                                                   ==========
</TABLE>

Item 12.  Security Ownership of Certain Beneficial Owners and Management
          --------------------------------------------------------------

(a)  The Partnership is a limited partnership and therefore does not have voting
     shares of stock. No person of record owns, or is known by the Partnership
     to own beneficially, more than 5% of any class of securities of the
     Partnership.

(b)  As of March 26, 2001,  Directors and Officers of the General Partner do not
     own any equity securities of the Partnership.

(c)  The General Partner owns the equity securities of the Partnership set forth
     in the following table:

      Title                                                           Percent
    of Class               Amount Beneficiallly Owned                 of Class
    --------               --------------------------                 --------

General Partner    Represents initially a 1% and potentially a          100%
  Interest         10% interest in the Partnership's income, gain
                   and loss deductions.

Item 13.  Certain Relationships and Related Transactions
          ----------------------------------------------

     None other than those disclosed in Item 11 herein.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000

PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K
          ---------------------------------------------------------------

(a)  1.  Financial Statements - See Part II, Item 8 hereof.

     2.  Financial Statement Schedule - None.

         Schedules not listed above have been omitted because they are not
         applicable or are not required or the information required to be set
         forth therein is included in the Financial Statements or Notes thereto.

     3.  Exhibits - The following exhibits are incorporated herein by reference:

          (i)  Amended   and   Restated   Agreement   of   Limited   Partnership
               (Incorporated  by  reference  to  Exhibit  4.1 to  Post-Effective
               Amendment No. 6 to Form S-1 Registration  Statement No. 333-54001
               filed with the  Securities  and  Exchange  Commission  on May 19,
               2000).

          (ii) Certificate   of   Limited   Partnership   of   the   Partnership
               (Incorporated   herein   by   reference   to   Exhibit   4.3   to
               Post-Effective  Amendment No. 6 Form S-1  Registration  Statement
               No.  333-54001 filed with the Securities and Exchange  Commission
               on May 19, 2000.

(b)  Reports on Form 8-K

     No  reports on Form 8-K were filed by the  Partnership  during the  quarter
ended December 31, 2000.



<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)

                                December 31, 2000


                                   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 B L.P.
                                File No. 333-37504 (Registrant)
                                By its General Partner, ICON Capital Corp.


Date: March 28, 2001            /s/ Beaufort J.B. Clarke
                                ------------------------------------------------
                                Beaufort J.B. Clarke
                                Chairman, Chief Executive Officer and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacity and on the dates indicated.

ICON Capital Corp.
sole General Partner of the Registrant

Date:  March 28, 2001           /s/ Beaufort J.B. Clarke
                                ------------------------------------------------
                                Beaufort J.B. Clarke
                                Chairman, Chief Executive Officer and Director


Date:  March 28, 2001           /s/ Paul B. Weiss
                                ------------------------------------------------
                                Paul B. Weiss
                                President and Director


Date:  March 28, 2001           /s/ Thomas W. Martin
                                ------------------------------------------------
                                Thomas W. Martin
                                Executive Vice President
                                (Principal Financial and Accounting Officer)



Supplemental  Information to be Furnished With Reports Filed Pursuant to Section
15(d) of the Act by Registrant Which have not Registered  Securities Pursuant to
Section 12 of the Act

No annual report or proxy material has been sent to security holders.  An annual
report will be sent to the limited  partners and a copy will be forwarded to the
Commission.