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 September 30, 1997

                                       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 juris-                       (I.R.S. Employer
   diction of incorporation                     Identification No.)
      or organization)


400 E. South Street, #500
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

  Item 2.  Management's Discussion and Analysis
             of Financial Condition and
             Results of Operations                                  6-9


Part II

  Other Information                                                 10


<PAGE>



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


                                       September 30,           December 31,
            ASSETS                          1997                   1996
            ------                     -------------           -----------

Land and buildings on operating
  leases, less accumulated
  depreciation of $1,386,291 and,
  $1,229,563                            $14,012,475            $14,169,203
Net investment in direct financing
  leases                                 10,091,536             10,223,225
Investment in joint ventures              2,888,079              2,940,826
Mortgage notes receivable                 1,860,153              1,862,262
Cash and cash equivalents                 1,537,453              1,476,274
Receivables, less allowance for
  doubtful accounts of $18,796 and
  $4,775                                     27,245                 25,675
Prepaid expenses                              8,421                  4,377
Accrued rental income, less allow-
  ance for doubtful accounts of
  $4,501 in 1997                          1,778,491              1,682,593
Other assets                                 52,671                 52,671
                                        -----------            -----------

                                        $32,256,524            $32,437,106
                                        ===========            ===========


LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                        $     4,156            $     7,693
Escrowed real estate taxes payable           29,272                 15,138
Distributions payable                       787,501              1,050,000
Due to related parties                       64,594                 56,880
Rents paid in advance                        95,726                 74,502
                                        -----------            -----------
    Total liabilities                       981,249              1,204,213

Minority interest                           108,297                108,059

Partners' capital                        31,166,978             31,124,834
                                        -----------            -----------

                                        $32,256,524            $32,437,106
                                        ===========            ===========












            See accompanying notes to condensed financial statements.

                                        1

<PAGE>



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


                                                             Quarter Ended                      Nine Months Ended
                                                             September 30,                      September 30,
                                                      1997             1996              1997              1996
                                                   ----------       ----------        ----------        -------
<S> <C>
Revenues:
  Rental income from
    operating leases                               $  452,867       $  458,994        $1,354,475        $1,404,530
  Earned income from direct
    financing leases                                  302,203          332,736           910,525         1,001,761
  Contingent rental income                              2,547            4,441            34,487            12,111
  Interest and other income                            60,005           26,288           181,801            75,478
                                                   ----------       ----------        ----------        ----------
                                                      817,622          822,459         2,481,288         2,493,880
                                                   ----------       ----------        ----------        ----------

Expenses:
  General operating and
    administrative                                     33,808           39,581           103,897           121,787
  Professional services                                 4,632            5,321            15,042            19,309
  State and other taxes                                    -                -              5,081             4,756
  Depreciation and
    amortization                                       52,243           52,243           156,728           156,728
                                                   ----------       ----------        ----------        ----------
                                                       90,683           97,145           280,748           302,580
                                                   ----------       ----------        ----------        ----------

Income Before Minority
  Interest in Income of
  Consolidated Joint
  Venture, Equity in
  Earnings of Unconsoli-
  dated Joint Ventures
  and Provision for Loss
  on Land and Building                                726,939          725,314         2,200,540         2,191,300

Minority Interest in
  Income of Consolidated
  Joint Venture                                        (3,436)          (3,485)          (10,266)          (10,428)

Equity in Earnings of
  Unconsolidated Joint
  Ventures                                             74,581           69,183           214,372           192,885

Provision for Loss on
  Land and Building                                        -           (99,031)               -            (99,031)
                                                   ----------       ----------        ----------        ----------

Net Income                                         $  798,084       $  691,981        $2,404,646        $2,274,726
                                                   ==========       ==========        ==========        ==========

Allocation of Net Income:
  General partners                                 $    7,981       $    7,396        $   24,046        $   23,223
  Limited partners                                    790,103          684,585         2,380,600         2,251,503
                                                   ----------       ----------        ----------        ----------

                                                   $  798,084       $  691,981        $2,404,646        $2,274,726
                                                   ==========       ==========        ==========        ==========

Net Income Per Limited
  Partner Unit                                     $    0.023       $    0.020        $    0.068        $    0.064
                                                   ==========       ==========        ==========        ==========

Weighted Average Number of
  Limited Partner Units
  Outstanding                                      35,000,000       35,000,000        35,000,000        35,000,000
                                                   ==========       ==========        ==========        ==========
</TABLE>




            See accompanying notes to condensed financial statements.

                                        2

<PAGE>



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


                                    Nine Months Ended               Year Ended
                                       September 30,               December 31,
                                           1997                        1996
                                    -----------------              ------------

General partners:
  Beginning balance                   $   194,025                 $   162,612
  Net income                               24,046                      31,413
                                      -----------                 -----------
                                          218,071                     194,025
                                      -----------                 -----------

Limited partners:
  Beginning balance                    30,930,809                  31,277,730
  Net income                            2,380,600                   3,065,579
  Distributions ($0.068 and
    $0.098 per limited
    partner unit, respectively)        (2,362,502)                 (3,412,500)
                                      -----------                 -----------
                                       30,948,907                  30,930,809
                                      -----------                 -----------

Total partners' capital               $31,166,978                 $31,124,834
                                      ===========                 ===========



            See accompanying notes to condensed financial statements.

                                        3

<PAGE>



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


                                                    Nine Months Ended
                                                      September 30,
                                               1997                   1996
                                           -----------             -------

Increase (Decrease) in Cash and Cash
  Equivalents:

    Net Cash Provided by Operating
      Activities                           $ 2,694,116             $ 2,647,878
                                           -----------             -----------

    Cash Flows from Investing
      Activities:
        Additions to land and
          building on operating leases              -                   (1,135)
        Investment in direct financing
          leases                                    -                   (1,326)
        Investment in joint venture                 -                 (234,059)
        Collections on mortgage notes
          receivable                             2,092                   1,893
                                           -----------             -----------
            Net cash provided by (used
              in) investing activities           2,092                (234,627)
                                           -----------             -----------

    Cash Flows from Financing
      Activities:
        Distributions to limited
          partners                          (2,625,001)             (2,537,500)
        Distributions to holder of
          minority interest                    (10,028)                (10,125)
                                           -----------             -----------
            Net cash used in financing
              activities                    (2,635,029)             (2,547,625)
                                           -----------             -----------

Net Increase (Decrease) in Cash and
  Cash Equivalents                              61,179                (134,374)

Cash and Cash Equivalents at Beginning
  of Period                                  1,476,274               1,620,865
                                           -----------             -----------

Cash and Cash Equivalents at End
  of Period                                $ 1,537,453             $ 1,486,491
                                           ===========             ===========

Supplemental Schedule of Non-Cash
  Financing Activities:

    Distributions declared and unpaid
      at end of period                     $   787,501             $   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 and Nine Months Ended September 30, 1997 and 1996


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 and nine  months  ended  September  30,  1997,  may not be
         indicative  of the  results  that may be  expected  for the year ending
         December  31, 1997.  Amounts as of December  31, 1996,  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, 1996.

         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.

                                        5

<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 generally  triple-net leases,  with the lessees  responsible for all repairs
and maintenance,  property taxes,  insurance and utilities.  As of September 30,
1997,  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 nine months ended
September  30, 1997 and 1996,  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
$2,694,116 and $2,647,878 for the nine months ended September 30, 1997 and 1996,
respectively.  The  increase in cash from  operations  for the nine months ended
September  30, 1997,  is primarily a result of changes in income and expenses as
discussed in "Results of  Operations"  below,  and 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 September  30, 1997,  the  Partnership  had
$1,537,453 invested in such short-term investments, as compared to $1,476,274 at
December 31, 1996.  The  increase in cash and cash  equivalents  during the nine
months  ended  September  30,  1997,  was  partially  offset by the payment of a
special  distribution  to the limited  partners  of $262,500 in January  1997 of
cumulative excess operating reserves. The funds remaining at September 30, 1997,
after payment of  distributions  for the quarter ended  September 30, 1997,  and
other  liabilities,  will be used to meet the Partnership's  working capital and
other needs.

         Total liabilities of the Partnership,  including distributions payable,
decreased to $981,249 at September  30, 1997,  from  $1,204,213  at December 31,
1996,  primarily  as  the  result  of  the  Partnership's   accruing  a  special
distribution  payable to the limited  partners of $262,500 at December 31, 1996,
as described above,  which was paid in January 1997. The decrease in liabilities
was  partially  offset by an increase  in rents paid in advance  during the nine
months  ended  September  30,  1997.  The  general  partners  believe  that  the
Partnership  has  sufficient  cash on hand to meet its current  working  capital
needs.

                                        6

<PAGE>



Liquidity and Capital Resources - Continued

         Based on cash from operations,  the Partnership declared  distributions
to the limited  partners of $2,362,502  and $2,362,500 for the nine months ended
September  30,  1997 and  1996,  respectively  ($787,501  and  $787,500  for the
quarters  ended  September  30, 1997 and 1996,  respectively).  This  represents
distributions  for each  applicable  nine months of $0.068 per unit  ($0.023 per
unit for each applicable  quarter).  No  distributions  were made to the general
partners for the quarters and nine months ended  September 30, 1997 and 1996. No
amounts  distributed or to be  distributed to the limited  partners for the nine
months  ended  September  30,  1997 and 1996,  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 nine months ended  September 30, 1996, the  Partnership  and
its  consolidated  joint  venture,  Woodway Joint  Venture,  owned and leased 29
wholly owned Properties (including one Property in Orlando,  Florida,  which was
sold in October 1996) and during the nine months ended  September 30, 1997,  the
Partnership and its consolidated  joint venture owned and leased 28 wholly owned
Properties  to operators of fast-food and  family-style  restaurant  chains.  In
connection therewith,  during the nine months ended September 30, 1997 and 1996,
the  Partnership  and Woodway Joint Venture earned  $2,265,000  and  $2,406,291,
respectively,  in rental  income from  operating  leases and earned  income from
direct  financing  leases,  $755,070 and $791,730 of which was earned during the
quarters ended September 30, 1997 and 1996, respectively. The decrease in rental
and earned income  during the quarter and nine months ended  September 30, 1997,
as  compared  to the  quarter  and nine months  ended  September  30,  1996,  is
primarily  attributable  to a decrease of  approximately  $28,500 and  $115,100,
respectively,  as a result of the sale of the Property in Orlando,  Florida,  in
October 1996. However, as a result of the Partnership  accepting a mortgage note
for this property,  interest income increased during the quarter and nine months
ended September 30, 1997, as discussed below.



                                        7

<PAGE>



Results of Operations - Continued

         For the nine months ended  September 30, 1997 and 1996, the Partnership
also earned  $34,487 and $12,111,  respectively,  in contingent  rental  income,
$2,547 and $4,441 of which was earned  during the quarters  ended  September 30,
1997 and 1996, respectively. The increase in contingent rental income during the
nine months  ended  September  30,  1997,  as compared to the nine months  ended
September 30, 1996, is primarily  attributable to (i) the Partnership  adjusting
estimated  contingent  rental  amounts  accrued at December 31, 1996,  to actual
amounts as of the nine months ended September 30, 1997, and (ii) increased gross
sales of certain  restaurant  Properties  requiring  the  payment of  contingent
rental income.

         Interest and other income were $181,801 and $75,478 for the nine months
ended  September 30, 1997 and 1996,  respectively,  $60,005 and $26,288 of which
was earned during the quarters ended September 30, 1997 and 1996,  respectively.
The  increase in interest  and other  income  during the quarter and nine months
ended  September  30,  1997,  as compared  to the quarter and nine months  ended
September  30, 1996,  is primarily  attributable  to the interest  earned on the
mortgage note  receivable  accepted in connection  with the sale of the Property
located in Orlando, Florida, in October 1996.

         For the nine months ended  September 30, 1997 and 1996, the Partnership
owned and leased eight Properties indirectly through joint venture arrangements.
In  connection  therewith,  during the nine months ended  September 30, 1997 and
1996, the Partnership earned $214,372 and $192,885,  respectively,  attributable
to net income earned by these unconsolidated joint ventures, $74,581 and $69,183
of which was earned  during the  quarters  ended  September  30,  1997 and 1996,
respectively.  The increase in net income earned by joint  ventures is primarily
due to the fact that the Partnership invested in Middleburg Joint Venture in May
1996.

         Operating expenses,  including  depreciation and amortization  expense,
were  $280,748 and $302,580  for the nine months  ended  September  30, 1997 and
1996, respectively,  of which $90,683 and $97,145 were incurred for the quarters
ended  September  30, 1997 and 1996,  respectively.  The  decrease in  operating
expenses  during the  quarter and nine  months  ended  September  30,  1997,  as
compared to the quarter and nine months ended  September  30, 1996, is primarily
attributable to a decrease in accounting and administrative  expenses associated
with operating the Partnership and its Properties.  In addition, the decrease in
operating  expenses  for the nine months ended  September  30, 1997 was due to a
decrease in professional  services as a result of the Partnership  incurring the
cost of the 1996 appraisal  updates  obtained to prepare an annual  statement of
unit valuation to qualified plans in accordance  with the partnership  agreement
during the quarter ended December 31, 1996. The Partnership incurred the cost of
the 1995 appraisal updates during the nine months ended September 30, 1996.

                                        8

<PAGE>



Results of Operations - Continued

         During the  quarter and nine  months  ended  September  30,  1996,  the
Partnership  recorded a provision for loss on land and building in the amount of
$99,031 for financial reporting  purposes,  relating to the Property in Orlando,
Florida.  This provision  represented the difference  between (i) the Property's
carrying  value  plus the  additional  rental  income  (accrued  rental  income)
recognized  since  inception  of the lease  relating to the  straight-lining  of
future  scheduled rent increases for this Property in accordance  with generally
accepted accounting principles and (ii) the net realizable value of the Property
based on the sales  proceeds of $1,375,000  accepted in the form of a promissory
note from the sale of this Property in October 1996. The  Partnership  wrote-off
the  non-recoverable  portion of the  accrued  rental  income as a result of the
anticipated  October 1996 sale,  resulting in the provision for loss on land and
building  during the nine months ended  September 30, 1996. Due to the fact that
the  straight-lining  of future  scheduled  rent  increases over the term of the
lease is a non-cash accounting  adjustment,  the write-off of these amounts is a
loss for financial statement purposes only.


                                        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 September 30, 1997.

                                       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 29th day of October, 1997.

                           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)