FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


             (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1998
                           --------------------------


                                       OR

             ( ) 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
                                     0-19139


                           CNL Income Fund VIII, Ltd.
             (Exact name of registrant as specified in its charter)


          Florida                       59-2963338
(State or other jurisdiction            (I.R.S. Employer
of incorporation or organiza-           Identification No.)
tion)


400 E. South Street
Orlando, Florida                                      32801
----------------------------                   -----------------
(Address of principal                             (Zip Code)
executive offices)


Registrant's telephone number
(including area code)                           (407) 422-1574


Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 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.   Yes     X      No


<PAGE>









                                    CONTENTS




Part I                                                      Page

  Item 1.  Financial Statements:

    Condensed Balance Sheets                                1

    Condensed Statements of Income                          2

    Condensed Statements of Partners' Capital               3

    Condensed Statements of Cash Flows                      4

    Notes to Condensed Financial Statements                 5-6

  Item 2.  Management's Discussion and Analysis
             of Financial Condition and
             Results of Operations                          7-9


Part II

  Other Information                                         10


<PAGE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS


                                                   March 31,       December 31,
            ASSETS                                   1998              1997
            ------                                -----------      -----------

Land and buildings on operating
  leases, less accumulated
  depreciation of $1,490,776 and
  $1,438,534                                      $13,907,990      $13,960,232
Net investment in direct financing
  leases                                            9,997,012       10,044,975
Investment in joint ventures                        2,855,649        2,877,717
Mortgage notes receivable                           1,843,383        1,853,386
Cash and cash equivalents                           1,811,192        1,602,236
Receivables, less allowance for
  doubtful accounts of $21,416 and
  $19,228                                              13,196           51,393
Prepaid expenses                                        7,662            4,357
Accrued rental income                               1,842,017        1,811,329
Other assets                                           52,671           52,671
                                                  -----------      -----------

                                                  $32,330,772      $32,258,296
                                                  ===========      ===========


LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                                  $     7,650      $     8,359
Escrowed real estate taxes payable                     29,429           24,459
Distributions payable                               1,137,500          787,501
Due to related parties                                 59,464           59,649
Rents paid in advance                                 101,595           53,556
                                                  -----------      -----------
    Total liabilities                               1,335,638          933,524

Minority interest                                     108,428          108,374

Partners' capital                                  30,886,706       31,216,398
                                                  -----------      -----------

                                                  $32,330,772      $32,258,296
                                                  ===========      ===========



            See accompanying notes to condensed financial statements.

                                        1

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME


                                                         Quarter Ended
                                                           March 31,
                                                  1998                 1997
                                               ----------           ----------

Revenues:
  Rental income from operating leases          $  455,556           $  456,844
  Earned income from direct financing
    leases                                        299,442              304,801
  Contingent rental income                         18,486               29,388
  Interest and other income                        65,084               59,742
                                               ----------           ----------
                                                  838,568              850,775
                                               ----------           ----------

Expenses:
  General operating and administrative             32,443               33,793
  Professional services                             5,506                5,224
  State and other taxes                             5,269                5,022
  Depreciation and amortization                    52,242               52,243
                                               ----------           ----------
                                                   95,460               96,282
                                               ----------           ----------

Income Before Minority Interest in
  Income of Consolidated Joint
  Venture and Equity in Earnings
  of Unconsolidated Joint Ventures                743,108              754,493

Minority Interest in Income of
  Consolidated Joint Venture                       (3,404)              (3,389)

Equity in Earnings of Unconsolidated
  Joint Ventures                                   68,104               68,249
                                               ----------           ----------

Net Income                                     $  807,808           $  819,353
                                               ==========           ==========

Allocation of Net Income:
  General partners                             $    8,078           $    8,194
  Limited partners                                799,730              811,159
                                               ----------           ----------

                                               $  807,808           $  819,353
                                               ==========           ==========

Net Income Per Limited Partner Unit            $    0.023           $    0.023
                                               ==========           ==========

Weighted Average Number of Limited
  Partner Units Outstanding                    35,000,000           35,000,000
                                               ==========           ==========








            See accompanying notes to condensed financial statements.

                                        2

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL


                                        Quarter Ended              Year Ended
                                          March 31,               December 31,
                                            1998                      1997
                                        -------------             ------------

General partners:
  Beginning balance                     $   226,441               $   194,025
  Net income                                  8,078                    32,416
                                        -----------               -----------
                                            234,519                   226,441
                                        -----------               -----------

Limited partners:
  Beginning balance                      30,989,957                30,930,809
  Net income                                799,730                 3,209,151
  Distributions ($0.033 and
    $0.090 per limited
    partner unit, respectively)          (1,137,500 )              (3,150,003 )
                                        -----------               -----------
                                         30,652,187                30,989,957
                                        -----------               -----------

Total partners' capital                 $30,886,706               $31,216,398
                                        ===========               ===========


            See accompanying notes to condensed financial statements.

                                        3

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS


                                                          Quarter Ended
                                                            March 31,
                                                     1998            1997
                                                 -----------      -----------

Increase (Decrease) in Cash and Cash
  Equivalents:

    Net Cash Provided by Operating
      Activities                                 $   989,892      $   940,846
                                                 -----------      -----------

    Cash Flows from Investing
      Activities:
        Collections on mortgage notes
          receivable                                   9,915              680
                                                 -----------      -----------
            Net cash provided by
              investing activities                     9,915              680
                                                 -----------      -----------

    Cash Flows from Financing
      Activities:
        Distributions to limited
          partners                                  (787,501)      (1,050,000)
        Distributions to holder of
          minority interest                           (3,350)          (3,360)
                                                 -----------      -----------
            Net cash used in financing
              activities                            (790,851)      (1,053,360)
                                                 -----------      -----------

Net Increase (Decrease) in Cash and
  Cash Equivalents                                   208,956         (111,834)

Cash and Cash Equivalents at Beginning
  of Quarter                                       1,602,236        1,476,274
                                                 -----------      -----------

Cash and Cash Equivalents at End
  of Quarter                                     $ 1,811,192      $ 1,364,440
                                                 ===========      ===========

Supplemental Schedule of Non-Cash
  Financing Activities:

    Distributions declared and unpaid
      at end of quarter                          $ 1,137,500      $   787,500
                                                 ===========      ===========










            See accompanying notes to condensed financial statements.

                                        4

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                      (A Florida Limited Partnership) NOTES
                   TO CONDENSED FINANCIAL STATEMENTS Quarters
                          Ended March 31, 1998 and 1997


1.       Basis of Presentation:

         The accompanying  unaudited  condensed  financial  statements have been
         prepared in accordance  with the  instructions  to Form 10-Q and do not
         include  all  of the  information  and  note  disclosures  required  by
         generally  accepted  accounting  principles.  The financial  statements
         reflect all adjustments,  consisting of normal  recurring  adjustments,
         which are, in the opinion of management,  necessary to a fair statement
         of the results for the interim periods presented. Operating results for
         the quarter ended March 31, 1998,  may not be indicative of the results
         that may be expected for the year ending December 31, 1998.  Amounts as
         of December 31, 1997, included in the financial  statements,  have been
         derived from audited financial statements as of that date.

         These unaudited financial statements should be read in conjunction with
         the financial  statements and notes thereto included in CNL Income Fund
         VIII, Ltd.'s Form 10-K for the year ended December 31, 1997.

         CNL Income Fund VIII,  Ltd.  (the  "Partnership")  accounts  for its 88
         percent  interest  in Woodway  Joint  Venture  using the  consolidation
         method.   Minority  interest  represents  the  minority  joint  venture
         partner's  proportionate  share  of the  equity  in  the  Partnership's
         consolidated joint venture. All significant  intercompany  accounts and
         transactions have been eliminated.

2.       Concentration of Credit Risk:

         The following  schedule  presents  total rental income from  individual
         lessees,  or group of affiliated  lessees,  each representing more than
         ten percent of the  Partnerships'  total rental income  (including  the
         Partnership's  share of total  rental  income  from the  unconsolidated
         joint ventures) for at least one of the quarters ended March 31:

                                                     1998              1997
                                                   --------          ---------

                  Golden Corral Corporation        $169,691          $167,540
                  Restaurant Management
                    Services, Inc.                  132,209           133,105
                  Carrols Corporation               130,030           131,370
                  Burger King Corporation            86,280            88,452
                  Flagstar Enterprises, Inc.
                    and Quincy's Restaurants,
                    Inc.                             57,826            89,035



                                        5

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                      (A Florida Limited Partnership) NOTES
                   TO CONDENSED FINANCIAL STATEMENTS Quarters
                          Ended March 31, 1998 and 1997


2.       Concentration of Credit Risk - Continued:

         Although  the  Partnership's   properties  are  geographically  diverse
         throughout the United States and the  Partnership's  lessees  operate a
         variety of  restaurant  concepts,  default by any one of these  lessees
         could   significantly   impact  the  results  of   operations   of  the
         Partnership.  However,  the general  partners  believe that the risk of
         such a default is reduced due to the  essential or important  nature of
         these properties for the on-going operations of the lessees.

                                        6

<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

         CNL Income Fund VIII,  Ltd. (the  "Partnership")  is a Florida  limited
partnership  that was organized on August 18, 1989, to acquire for cash,  either
directly or through  joint  venture  arrangements,  both newly  constructed  and
existing  restaurants,  as  well  as  land  upon  which  restaurants  were to be
constructed  (the  "Properties"),  which are leased  primarily  to  operators of
national and regional  fast-food and family-style  restaurant chains. The leases
are  triple-net  leases,  with  the  lessees  responsible  for all  repairs  and
maintenance,  property taxes, insurance and utilities. As of March 31, 1998, the
Partnership owned 36 Properties, including interests in nine Properties owned by
joint ventures in which the Partnership is a co-venturer.

Liquidity and Capital Resources

         The  Partnership's  primary  source of capital for the  quarters  ended
March 31, 1998 and 1997, was cash from operations  (which includes cash received
from tenants,  distributions from joint ventures,  and interest and other income
received,  less cash paid for expenses).  Cash from  operations was $989,892 and
$940,846  for the  quarters  ended  March 31, 1998 and 1997,  respectively.  The
increase in cash from  operations  for the  quarter  ended  March 31,  1998,  is
primarily a result of changes in the Partnership's working capital.

         Currently,  rental income from the Partnership's Properties is invested
in money market accounts or other short-term,  highly liquid investments pending
the  Partnership's  use of such  funds to pay  Partnership  expenses  or to make
distributions to the partners. At March 31, 1998, the Partnership had $1,811,192
invested in such short-term  investments,  as compared to $1,602,236 at December
31, 1997. The funds remaining at March 31, 1998,  after payment of distributions
for the quarter  ended March 31, 1998,  and other  liabilities,  will be used to
meet the Partnership's working capital and other needs.

         Total liabilities of the Partnership,  including distributions payable,
increased to $1,335,638  at March 31, 1998,  from $933,524 at December 31, 1997,
primarily as the result of the Partnership's  accruing a special distribution of
accumulated,  excess  operating  reserves  payable to the  limited  partners  of
$350,000 at March 31, 1998 as compared to December  31,  1997.  The  increase in
liabilities  was also  partially  due to an increase in rents paid in advance at
March 31, 1998, as compared to December 31, 1997. The general  partners  believe
that the  Partnership  has sufficient  cash on hand to meet its current  working
capital needs.

                                        7

<PAGE>



Liquidity and Capital Resources - Continued

         Based on cash from  operations,  and for the  quarter  ended  March 31,
1998,   accumulated  excess  operating   reserves,   the  Partnership   declared
distributions  to the  limited  partners  of  $1,137,500  and  $787,500  for the
quarters  ended  March  31,  1998  and  1997,   respectively.   This  represents
distributions  for each  applicable  quarter  of  $0.033  and  $0.023  per unit,
respectively.  No  distributions  were  made  to the  general  partners  for the
quarters  ended March 31, 1998 and 1997. No amounts  distributed  to the limited
partners for the quarters  ended March 31, 1998 and 1997,  are required to be or
have been  treated by the  Partnership  as a return of capital  for  purposes of
calculating   the   limited   partners'   return  on  their   adjusted   capital
contributions. The Partnership intends to continue to make distributions of cash
available for distribution to the limited partners on a quarterly basis.

         The Partnership's  investment strategy of acquiring Properties for cash
and  leasing  them under  triple-net  leases to  operators  who  generally  meet
specified financial  standards  minimizes the Partnership's  operating expenses.
The general partners believe that the leases will continue to generate cash flow
in excess of operating expenses.

         The general  partners have the right,  but not the obligation,  to make
additional capital  contributions if they deem it appropriate in connection with
the operations of the Partnership.

Results of Operations

         During the quarters ended March 31, 1998 and 1997, the  Partnership and
its  consolidated  joint  venture,  Woodway Joint  Venture,  owned and leased 28
wholly owned  Properties to operators of fast-food and  family-style  restaurant
chains.  In connection  therewith,  during the quarters ended March 31, 1998 and
1997, the  Partnership  and Woodway Joint Venture earned  $754,998 and $761,645,
respectively,  in rental  income from  operating  leases and earned  income from
direct financing leases.

         For the quarters  ended March 31, 1998 and 1997, the  Partnership  also
earned  $18,486 and $29,388,  respectively,  in contingent  rental  income.  The
decrease in contingent rental income during the quarter ended March 31, 1998, as
compared to the quarter ended March 31, 1997, is primarily  attributable  to the
Partnership  adjusting  estimated  contingent rental amounts accrued at December
31, 1996, to actual amounts during the quarter ended March 31, 1997.

         For the quarters ended March 31, 1998 and 1997, the  Partnership  owned
and leased eight Properties  indirectly through joint venture  arrangements.  In
connection  therewith,  during the quarters  ended March 31, 1998 and 1997,  the
Partnership earned $68,104 and $68,249, respectively, attributable to net income
earned by these unconsolidated joint ventures.


                                        8

<PAGE>



Results of Operations - Continued

         During at least one of the quarters ended March 31, 1998 and 1997, five
lessees, or group of affiliated lessees, of the Partnership and its consolidated
joint venture,  (i) Golden Corral  Corporation,  (ii) Carrols  Corporation (iii)
Restaurant  Management  Services,  Inc.,  (iv)  Flagstar  Enterprises,  Inc  and
Quincy's Inc.  (which are  affiliated  entities under common control of Flagstar
Corporation)  (herein after referred to as Flagstar  Corporation) and (v) Burger
King  Corporation,  each contributed more than ten percent of the  Partnership's
total rental income (including rental income from the Partnership's consolidated
joint venture and the Partnership's share of rental income from eight Properties
owned by  unconsolidated  joint ventures).  As of March 31, 1998,  Golden Corral
Corporation  was the lessee under leases relating to four  restaurants,  Carrols
Corporation was the lessee under leases relating to five restaurants, Restaurant
Management  Services,  Inc.  was  the  lessee  under  leases  relating  to  five
restaurants,  Flagstar Corporation was the lessee under leases relating to three
restaurants and Burger King  Corporation was the lessee under leases relating to
seven  restaurants.  It is anticipated  that, based on the minimum annual rental
payments required by the leases, Golden Corral Corporation,  Carrols Corporation
and Restaurant  Management Services,  each will continue to contribute more than
ten percent of the  Partnership's  total rental  income  during the remainder of
1998 and subsequent  years.  Any failure of these lessees,  or group of lessees,
could materially affect the Partnership's income.

         Operating expenses,  including  depreciation and amortization  expense,
were  $95,460  and  $96,282  for the  quarters  ended  March 31,  1998 and 1997,
respectively.


                                        9

<PAGE>



                           PART II. OTHER INFORMATION


Item 1.           Legal Proceedings.  Inapplicable.

Item 2.           Changes in Securities.  Inapplicable.

Item 3.           Defaults upon Senior Securities.  Inapplicable.

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

                  Inapplicable.

Item 5.           Other Information.  Inapplicable.

Item 6.           Exhibits and Reports on Form 8-K.

                  (a)      Exhibits - None.

                  (b)      No reports on Form 8-K were filed  during the quarter
                           ended March 31, 1998.

                                       10

<PAGE>


                                   SIGNATURES

                  Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                  DATED this 8th day of May, 1998.

                                       CNL INCOME FUND VIII, LTD.

                              By:      CNL REALTY CORPORATION
                                       General Partner


                                       By:  /s/ James M. Seneff, Jr.
                                            --------------------------------
                                            JAMES M. SENEFF, JR.
                                            Chief Executive Officer
                                            (Principal Executive Officer)


                                       By:  /s/ Robert A. Bourne
                                            --------------------------------
                                            ROBERT A. BOURNE
                                            President and Treasurer
                                            (Principal Financial and
                                            Accounting Officer)