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 June 30, 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

  Item 2.  Management's Discussion and Analysis
             of Financial Condition and
             Results of Operations                            6-8


Part II

  Other Information                                           9


<PAGE>



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


                                                June 30,       December 31,
            ASSETS                               1998              1997
            ------                            -----------      --------

Land and buildings on operating
  leases, less accumulated
  depreciation of $1,543,019 and
  $1,438,534                                  $13,855,747      $13,960,232
Net investment in direct financing
  leases                                        9,947,605       10,044,975
Investment in joint ventures                    2,840,274        2,877,717
Mortgage notes receivable                       1,833,110        1,853,386
Cash and cash equivalents                       1,564,249        1,602,236
Receivables, less allowance for
  doubtful accounts of $23,066 and
  $19,228                                           3,030           51,393
Prepaid expenses                                   11,220            4,357
Accrued rental income                           1,872,704        1,811,329
Other assets                                       52,671           52,671
                                              -----------      -----------

                                              $31,980,610      $32,258,296
                                              ===========      ===========


LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                              $     5,189      $     8,359
Escrowed real estate taxes payable                 17,826           24,459
Distributions payable                             787,501          787,501
Due to related parties                             59,389           59,649
Rents paid in advance                             112,033           53,556
                                              -----------      -----------
    Total liabilities                             981,938          933,524

Minority interest                                 108,498          108,374

Partners' capital                              30,890,174       31,216,398
                                              -----------      -----------

                                              $31,980,610      $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

<TABLE>
<CAPTION>

                                                             Quarter Ended                      Six Months Ended
                                                               June 30,                            June 30,
                                                      1998             1997              1998              1997
                                                   ----------       ----------        ----------        -------
<S> <C>
Revenues:
  Rental income from
    operating leases                               $  455,192       $  444,764        $  910,748        $  901,608
  Earned income from direct
    financing leases                                  297,998          303,521           597,440           608,322
  Contingent rental income                              2,547            2,552            21,033            31,940
  Interest and other income                            70,242           62,054           135,326           121,796
                                                   ----------       ----------        ----------        ----------
                                                      825,979          812,891         1,664,547         1,663,666
                                                   ----------       ----------        ----------        ----------

Expenses:
  General operating and
    administrative                                     43,649           36,296            76,092            70,089
  Professional services                                 6,857            5,186            12,363            10,410
  State and other taxes                                   103               59             5,372             5,081
  Depreciation and
    amortization                                       52,243           52,242           104,485           104,485
                                                   ----------       ----------        ----------        ----------
                                                      102,852           93,783           198,312           190,065
                                                   ----------       ----------        ----------        ----------

Income Before Minority
  Interest in Income of
  Consolidated Joint
  Venture and Equity in
  Earnings of Unconsoli-
  dated Joint Ventures                                723,127          719,108         1,466,235         1,473,601

Minority Interest in
  Income of Consolidated
  Joint Venture                                        (3,307)          (3,441)           (6,711)           (6,830)

Equity in Earnings of
  Unconsolidated Joint
  Ventures                                             71,149           71,542           139,253           139,791
                                                   ----------       ----------        ----------        ----------

Net Income                                         $  790,969       $  787,209        $1,598,777        $1,606,562
                                                   ==========       ==========        ==========        ==========

Allocation of Net Income:
  General partners                                 $    7,910       $    7,872        $   15,988        $   16,066
  Limited partners                                    783,059          779,337         1,582,789         1,590,496
                                                   ----------       ----------        ----------        ----------

                                                   $  790,969       $  787,209        $1,598,777        $1,606,562
                                                   ==========       ==========        ==========        ==========

Net Income Per Limited
  Partner Unit                                     $    0.022       $    0.022        $    0.045        $    0.045
                                                   ==========       ==========        ==========        ==========

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


                                    Six Months Ended              Year Ended
                                        June 30,                 December 31,
                                          1998                       1997
                                    ----------------             ------------

General partners:
  Beginning balance                  $   226,441                $   194,025
  Net income                              15,988                     32,416
                                     -----------                -----------
                                         242,429                    226,441
                                     -----------                -----------

Limited partners:
  Beginning balance                   30,989,957                 30,930,809
  Net income                           1,582,789                  3,209,151
  Distributions ($0.055 and
    $0.090 per limited
    partner unit, respectively)       (1,925,001)                (3,150,003)
                                     -----------                -----------
                                      30,647,745                 30,989,957
                                     -----------                -----------

Total partners' capital              $30,890,174                $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


                                                          Six Months Ended
                                                              June 30,
                                                       1998            1997
                                                   -----------      ----------

Increase (Decrease) in Cash and Cash
  Equivalents:

    Net Cash Provided by Operating
      Activities                                   $ 1,873,504      $ 1,784,279
                                                   -----------      -----------

    Cash Flows from Investing
      Activities:
        Collections on mortgage
          notes receivable                              20,097            1,378
                                                   -----------      -----------
            Net cash provided by
              investing activities                      20,097            1,378
                                                   -----------      -----------

    Cash Flows from Financing
      Activities:
        Distributions to limited
          partners                                  (1,925,001)      (1,837,500)
        Distributions to holder
          of minority interest                          (6,587)          (6,689)
                                                   -----------      -----------
            Net cash used in
              financing activities                  (1,931,588)      (1,844,189)
                                                   -----------      -----------

Net Decrease in Cash and Cash
  Equivalents                                          (37,987)         (58,532)

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

Cash and Cash Equivalents at
  End of Period                                    $ 1,564,249      $ 1,417,742
                                                   ===========      ===========

Supplemental Schedule of Non-Cash
  Financing Activities:

    Distributions declared and
      unpaid at end of period                      $   787,501      $   787,501
                                                   ===========      ===========



            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 Six Months Ended June 30, 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 and six months ended June 30, 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.

         The general partners are in the process of analyzing the effects of the
         consensus reached by the Financial  Accounting  Standards Board in EITF
         98-9, entitled "Accounting for Contingent Rent in the Interim Financial
         Periods,"  issued in May 1998. The general  partners do not expect that
         the  conclusions  reached in this consensus will have a material effect
         on the Partnership's financial position or results of operations.

2.       Subsequent Event:

         In July 1998, the Partnership  received $116,354 as partial  settlement
         from the Florida Department of Transportation for a right of way taking
         for a portion of its property in Brooksville, Florida. As of August 11,
         1998, the Partnership and the Florida  Department of Transportation had
         neither  determined  the final  settlement  amount nor the total square
         footage  of the  property  to be taken  by the  Florida  Department  of
         Transportation.  The  Partnership  will  recognize  a gain or loss as a
         result of the taking of this right of way when the final  proceeds  are
         determined.

                                        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  triple-net  leases,  with  the  lessees  responsible  for all  repairs  and
maintenance,  property taxes, insurance and utilities.  As of June 30, 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 six months ended
June 30, 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 $1,873,504 and
$1,784,279  for the six months ended June 30, 1998 and 1997,  respectively.  The
increase in cash from  operations  for the six months  ended June 30,  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 June 30, 1998, the Partnership had $1,564,249
invested in such short-term  investments,  as compared to $1,602,236 at December
31, 1997. The funds remaining at June 30, 1998,  after payment of  distributions
for the six months ended June 30, 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 $981,938 at June 30,  1998,  from  $933,524 at December  31, 1997,
primarily  as the  result of an  increase  in rents  paid in advance at June 30,
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.

         In July 1998, the Partnership  received $116,354 as partial  settlement
from the Florida  Department of  Transportation  for a right of way taking for a
portion of its Property in  Brooksville,  Florida.  As of August 11,  1998,  the
Partnership and the Florida  Department of Transportation had neither determined
the final  settlement  amount nor the total square footage of the Property to be
taken  by  the  Florida  Department  of  Transportation.  The  Partnership  will
recognize a gain or loss as a result of the taking of this right of way when the
final proceeds are determined.


                                        6

<PAGE>



Liquidity and Capital Resources - Continued

         Based on cash from  operations,  and for the six months  ended June 30,
1998,   accumulated  excess  operating   reserves,   the  Partnership   declared
distributions  to the limited  partners of $1,925,001 and $1,575,001 for the six
months  ended June 30,  1998 and 1997,  respectively  ($787,501  for each of the
quarters ended June 30, 1998 and 1997). This represents  distributions of $0.055
and  $0.045  per  unit  for the  six  months  ended  June  30,  1998  and  1997,
respectively  ($0.023 per unit for each applicable  quarter).  No  distributions
were made to the general partners for the quarters and six months ended June 30,
1998 and 1997. No amounts distributed to the limited partners for the six months
ended June 30, 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 six months ended June 30, 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 six months ended June 30, 1998 and
1997,  the  Partnership   and  Woodway  Joint  Venture  earned   $1,508,188  and
$1,509,930,  respectively,  in rental  income from  operating  leases and earned
income from direct financing  leases,  $753,190 and $748,285 of which was earned
during the quarters ended June 30, 1998 and 1997, respectively.

         For the six months ended June 30, 1998 and 1997, the  Partnership  also
earned $21,033 and $31,940,  respectively,  in contingent rental income,  $2,547
and $2,552 of which was earned during the quarters ended June 30, 1998 and 1997.
The decrease in  contingent  rental  income during the six months ended June 30,
1998,  as  compared  to the  six  months  ended  June  30,  1997,  is  primarily
attributable to the Partnership  adjusting  estimated  contingent rental amounts
accrued at December 31, 1996, to actual amounts during the six months ended June
30, 1997.




                                        7

<PAGE>



Results of Operations - Continued

         For the six months ended June 30, 1998 and 1997, the Partnership  owned
and leased eight Properties  indirectly through joint venture  arrangements.  In
connection  therewith,  during the six months ended June 30, 1998 and 1997,  the
Partnership  earned  $139,253 and $139,791,  respectively,  attributable  to net
income earned by these  unconsolidated  joint  ventures,  $71,149 and $71,542 of
which was earned during the quarters ended June 30, 1998 and 1997, respectively.

         Operating expenses,  including  depreciation and amortization  expense,
were  $198,312  and  $190,065  for the six months  ended June 30, 1998 and 1997,
respectively, of which $102,851 and $93,783 were incurred for the quarters ended
June 30, 1998 and 1997, respectively.

         The general partners are in the process of analyzing the effects of the
consensus  reached by the  Financial  Accounting  Standards  Board in EITF 98-9,
entitled  "Accounting  for Contingent  Rent in the Interim  Financial  Periods,"
issued in May 1998.  The general  partners  do not expect  that the  conclusions
reached  in this  consensus  will have a  material  effect on the  Partnership's
financial position or results of operations.


                                        8

<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 June 30, 1998.

                                        9

<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 11th day of August, 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)