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, 2001
   --------------------------------------------------------------------------

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


450 South Orange Avenue
Orlando, Florida                                                    32801
---------------------------------------------- ---------------------------------
      (Address of principal executive offices)                   (Zip Code)


Registrant's telephone number
(including area code)                                          (407) 540-2000
                                               ---------------------------------


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 _________



                                    CONTENTS

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                                                                                              Page
Part I.

     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                                5-9

     Item 2.      Management's Discussion and Analysis of Financial
                      Condition and Results of Operations                                  10-15

     Item 3.      Quantitative and Qualitative Disclosures About
                      Market Risk                                                             15

Part II.

     Other Information                                                                      16-17

</TABLE>




                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS
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                                                                                June 30,               December 31,
                                                                                  2001                     2000
                                                                           -------------------      -------------------
                               ASSETS

   Land and buildings on operating leases, less
       accumulated depreciation of $2,129,714 and $1,973,873,
       respectively                                                              $ 15,862,240             $ 16,275,305
   Net investment in direct financing leases, less
       allowance for loss on assets of $88,144 in 2001                              5,677,191                6,439,056
   Investment in joint ventures                                                     4,237,711                4,075,551
   Mortgage notes receivable                                                        1,397,835                1,424,436
   Cash and cash equivalents                                                        2,508,389                1,226,635
   Certificate of deposit                                                                  --                  461,394
   Receivables, less allowance for doubtful accounts
       of $51,676 and $459, respectively                                               38,653                  105,075
   Due from related party                                                                  --                   30,010
   Prepaid expenses                                                                    14,667                   26,288
   Accrued rental income                                                            1,495,174                1,710,973
   Other assets                                                                        52,671                   52,671
                                                                           -------------------      -------------------

                                                                                 $ 31,284,531             $ 31,827,394
                                                                           ===================      ===================

                  LIABILITIES AND PARTNERS' CAPITAL

   Accounts payable                                                                $    2,921               $   34,293
   Accrued and escrowed real estate taxes payable                                      22,429                   12,501
   Distributions payable                                                              787,501                  787,501
   Due to related parties                                                             128,266                   59,401
   Rents paid in advance                                                               58,538                   72,646
                                                                           -------------------      -------------------
       Total liabilities                                                              999,655                  966,342

   Minority interest                                                                  107,870                  108,518

   Partners' capital                                                               30,177,006               30,752,534
                                                                           -------------------      -------------------

                                                                                 $ 31,284,531             $ 31,827,394
                                                                           ===================      ===================
See accompanying notes to condensed financial statements.
</TABLE>



<PAGE>


                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME
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                                                                     Quarter Ended                 Six Months Ended
                                                                        June 30,                       June 30,
                                                                 2001              2000           2001           2000
                                                             -------------     -------------  -------------  -------------
Revenues:
    Rental income from operating leases                         $ 493,909         $ 509,526      $ 995,608      $ 988,495
    Adjustments to accrued rental income                               --          (123,370 )     (211,335 )     (123,370 )
    Earned income from direct financing leases                    164,754           214,789        361,543        446,486
    Contingent rental income                                       16,051             4,487         16,968         17,178
    Interest and other income                                      61,448            57,684        174,703        127,418
                                                             -------------     -------------  -------------  -------------
                                                                  736,162           663,116      1,337,487      1,456,207
                                                             -------------     -------------  -------------  -------------

Expenses:
    General operating and administrative                           75,937            45,997        195,804         92,127
    Professional services                                          11,995             4,361         28,153         28,439
    Real estate taxes                                               4,063             5,676         17,888          5,676
    State and other taxes                                              42               750         51,700         18,228
    Depreciation                                                   77,920            75,047        155,840        150,094
    Transaction costs                                                  --            30,846             --         67,801
                                                             -------------     -------------  -------------  -------------
                                                                  169,957           162,677        449,385        362,365
                                                             -------------     -------------  -------------  -------------

Income Before Minority Interest in Income of
    Consolidated Joint Venture, Equity in Earnings of
    Unconsolidated Joint Ventures, Gain on Sale of
    Assets, and Provision for Loss on Assets                      566,205           500,439        888,102      1,093,842

Minority Interest in Income of Consolidated
    Joint Venture                                                  (3,240 )          (3,256 )       (6,554 )       (6,621 )

Equity in Earnings of Unconsolidated Joint Ventures                90,268            71,275        177,769        138,554

Gain on Sale of Assets                                             28,301                --         28,301             --

Provision for Loss on Assets                                      (88,144 )              --        (88,144 )           --
                                                             -------------     -------------  -------------  -------------

Net Income                                                      $ 593,390         $ 568,458      $ 999,474     $1,225,775
                                                             =============     =============  =============  =============

Allocation of Net Income:
    General partners                                               $   --            $   --         $   --         $   --
    Limited partners                                              593,390           568,458        999,474      1,225,775
                                                             -------------     -------------  -------------  -------------

                                                                $ 593,390         $ 568,458      $ 999,474     $1,225,775
                                                             =============     =============  =============  =============

Net Income Per Limited Partner Unit                             $   0.017         $   0.016       $  0.029      $   0.035
                                                             =============     =============  =============  =============

Weighted Average Number of Limited Partner
    Units Outstanding                                          35,000,000        35,000,000     35,000,000     35,000,000
                                                             =============     =============  =============  =============
See accompanying notes to condensed financial statements.
</TABLE>

<PAGE>


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

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                                                                       Six Months Ended                Year Ended
                                                                           June 30,                   December 31,
                                                                             2001                         2000
                                                                    ------------------------        -----------------

General partners:
    Beginning balance                                                          $    286,349               $  286,349
    Net income                                                                           --                       --
                                                                    ------------------------        -----------------
                                                                                    286,349                  286,349
                                                                    ------------------------        -----------------

Limited partners:
    Beginning balance                                                            30,466,185               30,029,018
    Net income                                                                      999,474                3,587,171
    Distributions ($0.045 and $0.09 per
       limited partner unit, respectively                                        (1,575,002 )             (3,150,004 )
                                                                    ------------------------        -----------------
                                                                                 29,890,657               30,466,185
                                                                    ------------------------        -----------------

Total partners' capital                                                       $  30,177,006             $ 30,752,534

                                                                    ========================        =================
See accompanying notes to condensed financial statements.
</TABLE>


<PAGE>


                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS
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                                                                                       Six Months Ended
                                                                                           June 30,
                                                                                   2001                2000
                                                                               --------------     ---------------

Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                                     $1,705,948          $1,718,106
                                                                               --------------     ---------------

    Cash Flows from Investing Activities:
       Proceeds from sale of assets                                                  877,000                  --
       Investment in joint ventures                                                 (443,490 )                --
       Return of capital from joint venture                                          236,740                  --
       Collections on mortgage notes receivable                                       26,366              23,703
       Redemption of certificates of deposit                                         461,394                  --
                                                                               --------------     ---------------
          Net cash provided by investing activities                                1,158,010              23,703
                                                                               --------------     ---------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                                          (1,575,002 )        (1,575,002 )
       Distributions to holder of minority interest                                   (7,202 )            (6,651 )
                                                                               --------------     ---------------
          Net cash used in financing activities                                   (1,582,204 )        (1,581,653 )
                                                                               --------------     ---------------

Net Increase in Cash and Cash Equivalents                                          1,281,754             160,156

Cash and Cash Equivalents at Beginning of Period                                   1,226,635           1,503,989
                                                                               --------------     ---------------

Cash and Cash Equivalents at End of Period                                        $2,508,389          $1,664,145
                                                                               ==============     ===============

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.
</TABLE>




                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              Quarters and Six Months Ended June 30, 2001 and 2000


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,  2001  may not be
          indicative  of the results  that may be  expected  for the year ending
          December  31, 2001.  Amounts as of December 31, 2000,  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 Form 10-K
          of CNL Income Fund VIII, Ltd. (the  "Partnership")  for the year ended
          December 31, 2000.

          The Partnership  accounts for its  approximate 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.   Reclassification:
     ----------------

          Certain  items in the  prior  year's  financial  statements  have been
          reclassified to conform to 2001 presentation.  These reclassifications
          had no effect on total partners' capital or net income.

3.   Land and Buildings on Operating Leases:
     --------------------------------------

          In May 2001, the Partnership  sold its property in Statesville,  North
          Carolina, and received net sales proceeds of $877,000,  resulting in a
          gain of approximately  $28,300 for financial  reporting  purposes (see
          Note 4).

4.   Net Investment in Direct Financing Leases:
     -----------------------------------------

          In May 2001, the Partnership  sold a property,  for which the building
          portion had been classified as a direct financing lease. In connection
          therewith, the gross investment (minimum lease payments receivable and
          the  estimated  residual  value) and unearned  income  relating to the
          building  were removed from the accounts and the gain from the sale of
          the property was reflected in income (see Note 3).

                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              Quarters and Six Months Ended June 30, 2001 and 2000


4.   Net Investment in Direct Financing Leases - Continued:
     -----------------------------------------------------

          At June  30,  2001,  the  Partnership  established  an  allowance  for
          impairment in carrying value in the amount of $88,144 for its property
          in North Fort Myers,  Florida,  due to the fact that the tenant ceased
          operations and vacated this property.  The allowance  represented  the
          difference  between the carrying  value of the net  investment  in the
          direct  financing lease and the estimated net realizable  value of the
          investment in the direct financing lease at June 30, 2001.

5.   Investment in Joint Ventures:
     ----------------------------

          In March 2001, Middleburg Joint Venture, in which the Partnership owns
          a 12.46% interest, sold its property to the tenant, in accordance with
          the purchase option under the lease agreement, for $1,900,000.  Due to
          the fact that the joint venture had recorded  accrued  rental  income,
          representing non-cash amounts that the joint venture had recognized as
          income   since   the   inception   of  the  lease   relating   to  the
          straight-lining  of future scheduled rent increases in accordance with
          generally  accepted  accounting  principles,  a loss of  approximately
          $61,900 was recorded for financial  reporting  purposes in March 2001.
          The property was originally contributed to Middleburg Joint Venture in
          May 1996 and had a total cost of approximately  $1,878,860,  excluding
          acquisition  fees  and   miscellaneous   acquisition   expenses.   The
          Partnership  dissolved  the joint  venture and did not  recognize  any
          gain/loss on the  dissolution of the joint venture.  As a result,  the
          Partnership received approximately $236,700 as a return of capital for
          its  pro-rata  share  of  the  net  sales  proceeds.  The  Partnership
          reinvested  the  proceeds   received  as  a  return  of  capital  from
          Middleburg  Joint  Venture in another joint  venture  arrangement,  as
          described below.

          In April 2001, the  Partnership  reinvested the amounts  received as a
          return of capital  from  Middleburg  Joint  Venture  in another  joint
          venture arrangement,  CNL VIII, X, XII Kokomo Joint Venture,  with CNL
          Income  Fund X, Ltd.  and CNL  Income  Fund XII,  Ltd.,  both  Florida
          limited  partnerships  and  affiliates  of the general  partners.  The
          Partnership  acquired this interest from CNL BB Corp., an affiliate of
          the  general  partners  (see  Note  6).  As  of  June  30,  2001,  the
          Partnership  had  contributed   approximately   $211,200  and  has  an
          approximate 10 percent interest in the profits and losses of the joint
          venture.  The  Partnership  accounts for its  investment in this joint
          venture under the equity method since the  Partnership  shares control
          with affiliates.



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              Quarters and Six Months Ended June 30, 2001 and 2000


5.   Investment in Joint Ventures - Continued:
     ----------------------------------------

          In June  2001,  the  Partnership  reinvested  a  portion  of the sales
          proceeds from the property in Statesville,  North Carolina,  described
          above,   in  an   additional   property   in  Walker,   Louisiana   as
          tenants-in-common  with CNL Income Fund XVI,  Ltd., a Florida  limited
          partnership  and  affiliate  of the general  partners.  As of June 30,
          2001, the Partnership had contributed  approximately $232,300 for a 17
          percent  interest in the property.  The  Partnership  accounts for its
          investment  in this joint  venture  under the equity  method since the
          Partnership shares control with an affiliate.

          The following presents the combined,  condensed financial  information
          for all of the Partnerships investments in joint ventures at:

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                                                                            June 30,               December 31,
                                                                              2001                     2000
                                                                     -----------------------    -------------------

           Land and buildings on operating leases,
                less accumulated depreciation                                $   11,960,379           $  8,714,670
           Net investment in direct financing lease                                 352,376              1,280,255
           Cash                                                                     100,118                117,189
           Receivables                                                               27,420                 28,510
           Prepaid expenses                                                           2,443                    566
           Accrued rental income                                                    220,534                247,527
           Liabilities                                                                4,352                 80,916
           Partners' capital                                                     12,658,918             10,307,801
           Revenues                                                                 666,928              1,128,453
           Loss on sale of property                                                 (61,864 )                   --
           Net income                                                               473,847                903,843


</TABLE>

          The Partnership  recognized  income totaling $177,769 and $138,554 for
          the six months ended June 30, 2001 and 2000, respectively,  from these
          joint  ventures  and the  properties  held as  tenants-in-common  with
          affiliates,  $90,268  and  $71,275  of which  was  earned  during  the
          quarters ended June 30, 2001 and 2000, respectively.



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              Quarters and Six Months Ended June 30, 2001 and 2000


6.   Related Party Transactions:
     --------------------------

          During the six months ended June 30, 2001, the Partnership, CNL Income
          Fund X, Ltd., and CNL Income Fund XII,  Ltd.,  through a joint venture
          agreement,  acquired an interest in a Golden Corral  property from CNL
          BB Corp., an affiliate of the general  partners,  for a purchase price
          of $2,112,011.  CNL Income Fund X, Ltd. and CNL Income Fund XII, Ltd.,
          are  Florida  limited  partnerships  and  affiliates  of  the  general
          partners.  CNL BB Corp.  had purchased and  temporarily  held title to
          this property in order to facilitate  the  acquisition of the property
          by the  Partnership.  The  purchase  price  paid  by  the  Partnership
          represents the costs incurred by CNL BB Corp. to acquire and carry the
          property, including closing costs. In accordance with the Statement of
          Policy  or Real  Estate  Programs  for the North  American  Securities
          Administrators  Association,  Inc., all income, expenses,  profits and
          losses  generated by or associated with the property,  were treated as
          belonging to the Partnership.  For the six months ended June 30, 2001,
          other income of the Partnership includes $1,189 of such amounts.

7.   Concentration of Credit Risk:
     ----------------------------

          The following  schedule  presents  total  rental,  earned and mortgage
          interest income from individual  lessees,  each representing more than
          ten percent of the  Partnership's  total  rental,  earned and mortgage
          interest income (including the Partnership's share of total rental and
          earned  income  from  the   unconsolidated   joint  ventures  and  the
          properties  held as  tenants-in-common  with affiliates of the general
          partners), for each of the six months ended June 30:
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                                                                      2001                2000
                                                                -----------------    ---------------

                   Golden Corral Corporation                           $ 338,876          $ 322,543
                   Carrols Corporation                                   195,069            194,462
                   Burger King Corporation                               168,792                N/A

</TABLE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              Quarters and Six Months Ended June 30, 2001 and 2000


7.       Concentration of Credit Risk - Continued:
         ----------------------------------------

          In addition,  the following schedule presents total rental, earned and
          mortgage  interest  income from  individual  restaurant  chains,  each
          representing more than ten percent of the Partnership's  total rental,
          earned and mortgage interest income (including the Partnership's share
          of total  rental  and  earned  income  from the  unconsolidated  joint
          ventures and the properties held as tenants-in-common  with affiliates
          of the general partners) for each of the six months ended June 30:
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                                                                      2001                2000
                                                                -----------------    ---------------

                   Burger King                                         $ 430,778          $ 423,064
                   Golden Corral Family
                        Steakhouse Restaurants                           338,876            335,782
                   Shoney's                                                  N/A            297,793
</TABLE>


         The information denoted by N/A indicates that for each period
         presented, the tenants and the chains did not represent more than ten
         percent of the Partnership's total rental and mortgage interest income.

         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 or
         restaurant chains could significantly impact the results of operations
         of the Partnership if the Partnership is not able to re-lease the
         properties in a timely manner.

8.   Subsequent Events:
     -----------------

         In July 2001, the Partnership reinvested a portion of the net sales
         proceeds it received from the sale of the property in Statesville,
         North Carolina in a Bennigan's property in Denver, Colorado, as
         tenants-in-common, with CNL Income Fund XVIII, Ltd., a Florida limited
         partnership and an affiliate of the general partners.


<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, 2001, the
Partnership owned 36 Properties, which included interests in ten Properties
owned by joint ventures in which the Partnership is a co-venturer and two
Properties owned with an affiliate as tenants-in-common.

Capital Resources

         The Partnership's primary source of capital for the six months ended
June 30, 2001 and 2000 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 $1,705,948 and
$1,718,106 for the six months ended June 30, 2001 and 2000, respectively. The
decrease in cash from operations for the six months ended June 30, 2001 was
primarily a result of changes in the Partnership's working capital and changes
in income and expenses, as described below in "Results of Operations".

         In March 2001, Middleburg Joint Venture, in which the Partnership owns
a 12.46% interest, sold its Property to the tenant in accordance with the option
under its lease agreement to purchase the Property, for $1,900,000. Due to the
fact that the joint venture had recorded accrued rental income, representing
non-cash amounts that the joint venture had recognized as income since the
inception of the lease relating to the straight-lining of future scheduled rent
increases in accordance with generally accepted accounting principles, a loss of
approximately $61,900 was recorded for financial reporting purposes in March
2001. Middleburg Joint Venture was dissolved in accordance with the joint
venture agreement and no gain or loss on the dissolution of the joint venture
was recorded. As a result, the Partnership received approximately $242,600 as a
return of capital for its pro-rata share of the net sales proceeds. In April
2001, the Partnership reinvested the net sales proceeds it received as a return
of capital from Middleburg Joint Venture, in another joint venture arrangement,
CNL VIII, X, XII Kokomo Joint Venture, with CNL Income Fund X, Ltd. and CNL
Income Fund XII, Ltd., Florida limited partnerships and affiliates of the
general partners, to purchase and hold one restaurant Property, at a total cost
of approximately $2,112,000. The joint venture acquired the Property from CNL BB
Corp., an affiliate of the general partners, who had purchased and temporarily
held title to this Property in order to facilitate the acquisition of the
Property by the joint venture. As of June 30, 2001, the Partnership had
contributed approximately $211,200 and had an approximate 10 percent interest in
the profits and losses of the joint venture.

         In May 2001, the Partnership sold its Property in Statesville, North
Carolina, and received net sales proceeds of $877,000, resulting in a gain of
approximately $28,300 for financial reporting purposes. In June 2001, the
Partnership reinvested a portion of these sales proceeds in an additional
Property in Walker, Louisiana as tenants-in-common with CNL Income Fund XVI,
Ltd., a Florida limited partnership and affiliate of the general partners. As of
June 30, 2001, the Partnership had contributed approximately $232,300 for a 17
percent interest in the Property.

         In addition, in July 2001, the Partnership reinvested a portion of the
net sales proceeds it received from the sale of the property in Statesville,
North Carolina in a Bennigan's property in Denver, Colorado, as
tenants-in-common, with CNL Income Fund XVIII, Ltd., a Florida limited
partnership and an affiliate of the general partners.

         Currently, rental income from the Partnership's Properties is invested
in money market accounts or other short-term, highly liquid investments such as
demand deposit accounts at commercial banks, money market accounts and
certificates of deposit with less than a 30-day maturity date, pending the
Partnership's use of such funds to pay Partnership expenses or to make
distributions to the partners. At June 30, 2001, the Partnership had $2,508,389
invested in such short-term investments, as compared to $1,226,635 at December
31, 2000. The increase in cash and cash equivalents at June 30, 2001, as
compared to December 31, 2000, was attributable to the Partnership receiving
proceeds from the sale of the Property in Statesville, North Carolina, and
receiving a return of capital from Middleburg Joint Venture, as described above.
The increase was also attributable to the fact that the Partnership redeemed its
certificates of deposit. The increase was partially offset by the fact that the
Partnership used a portion of these proceeds to invest in CNL VIII, X, XII
Kokomo Joint Venture and to acquire an interest in a Property in Walker,
Louisiana, as described above. The funds remaining at June 30, 2001, after
payment of distributions and other liabilities, will be used to invest in an
additional Property and to meet the Partnership's working capital needs.

Short-Term Liquidity

         The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.

         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.

         The Partnership generally distributes cash from operations remaining
after the payment of the operating expenses of the Partnership, to the extent
that the general partners determine that such funds are available for
distribution. Based on cash from operations, the Partnership declared
distributions to limited partners of $1,575,002 for each of the six months ended
June 30, 2001 and 2000 ($787,501 for each of the quarters ended June 30, 2001
and 2000). This represents distributions for each applicable six months of
$0.045 per unit ($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,
2001 and 2000. No amounts distributed to the limited partners for the six months
ended June 30, 2001 and 2000 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.

         Total liabilities of the Partnership, including distributions payable,
increased to $999,655 at June 30, 2001, from $966,342 at December 31, 2000,
primarily as a result of an increase in amounts due to related parties at June
30, 2001, as compared to December 31, 2000. The general partners believe that
the Partnership has sufficient cash on hand to meet its current working capital
needs.

Long-Term Liquidity

         The Partnership has no long-term debt or other long-term liquidity
requirements.

Results of Operations

         During the six months ended June 30, 2000, the Partnership and its
consolidated joint venture, Woodway Joint Venture, owned and leased 28 wholly
owned Properties (including four Properties which were sold during 2000) to
operators of fast-food and family-style restaurant chains. During the six months
ended June 30, 2001, the Partnership and its consolidated joint venture, Woodway
Joint Venture, owned and leased 26 wholly owned Properties (including one
Property sold during 2001) to operators of fast-food and family-style restaurant
chains. In connection therewith, during the six months ended June 30, 2001 and
2000, the Partnership and Woodway Joint Venture earned $1,145,816 and
$1,311,611, respectively, in rental income from operating leases (net of
adjustments of accrued rental income) and earned income from direct financing
leases, $658,663 and $600,945 of which was earned during the quarters ended June
30, 2001 and 2000, respectively. The decrease in rental and earned income during
the six months ended June 30, 2001, as compared to the six months ended June 30,
2000, was partially attributable to, and the increase in rental and earned
income during the quarter ended June 30, 2001, as compared to the quarter ended
June 30, 2000, was partially offset by, a decrease of approximately $99,300 and
$198,800 during the quarter and six months ended June 30, 2001, respectively, in
rental and earned income, due to the fact that the Partnership sold four
Properties during 2000. The increase in rental and earned income during the
quarter ended June 30, 2001 was partially attributable to, and the decrease in
rental and earned income during the six months ended June 30, 2001, was
partially offset by, an increase in rental and earned income of approximately
$83,900 and $167,700, during the quarter and six months ended June 30, 2001,
respectively, as a result of the Partnership reinvesting a portion of these net
sales proceeds in two Properties in Deerfield, Illinois and Hialeah, Florida.

         The increase in rental and earned income during the quarter ended June
30, 2001 was partially attributable to, and the decrease in rental and earned
income during the six months ended June 30, 2001, was partially offset by, the
fact that during the quarter and six months ended June 30, 2000, the tenant of
the Property in Statesville, North Carolina defaulted under the terms of its
lease, discontinued the operations of the restaurant and vacated the Property.
As a result, the Partnership established an allowance for doubtful accounts of
approximately $18,300 for past due rental amounts during the quarter and six
months ended June 30, 2000. No such allowance was recorded for the quarter and
six months ended June 30, 2001. In addition, the decrease in rental and earned
income during the six months ended June 30, 2001, was primarily attributable to,
and the increase in rental and earned income during the quarter ended June 30,
2001, was primarily offset by, the fact that during the six months ended June
30, 2001, the Partnership reversed accrued rental income of approximately
$117,700 relating to the Property in Statesville, North Carolina, to adjust the
carrying value of the Property to the estimated net realizable value of the
Property based on an anticipated sales price. The Partnership sold this Property
in May 2001, as describe above in "Capital Resources".

         In addition, the increase in rental and earned income during the
quarter ended June 30, 2001, was partially offset by, and the decrease during
the six months ended June 30, 2001, was partially attributable to, the fact that
during the six months ended June 30, 2001, the tenant of the Property in North
Fort Myers, Florida, vacated the Property and ceased making rental payments on
this Property. As a result, the Partnership established an allowance for
doubtful accounts of approximately $33,600 and $36,400 for the quarter and six
months ended June 30, 2001. No such allowance was recorded for the quarter and
six months ended June 30, 2000. The general partners will continue to pursue
collection of past due rental amounts relating to this Property and will
recognize such amounts as income if collected. In addition, the Partnership
reversed approximately $93,700 in accrued rental income relating to this
Property during the six months ended June 30, 2001. The accrued rental income
was the accumulated amount of non-cash accounting adjustments previously
recorded in order to recognize future scheduled rent increases as income evenly
over the term of the lease. No such amounts were reversed during the six months
ended June 30, 2000. The Partnership will not recognize any rental and earned
income from this Property until the Property is re-leased or the Property is
sold and the proceeds are reinvested in an additional Property. The general
partners are currently seeking a replacement tenant or purchaser for this
Property.

         During the six months ended June 30, 2001 and 2000, the Partnership
also earned $174,703 and $127,418, respectively, in interest and other income.
The increase in interest and other income during the six months ended June 30,
2001 was primarily due to the fact that the Partnership received and recorded as
income additional amounts relating to a settlement from the Florida Department
of Transportation for a right of way taking relating to a parcel of land on its
Property in Brooksville, Florida which was sold in 2000.

         During the six months ended June 30, 2001 and 2000, the Partnership
owned and leased ten Properties indirectly through joint venture arrangements
(including one Property which was sold during 2001). In addition, during the
quarter ended March 31, 2001, the Partnership owned and leased two additional
Properties with affiliates of the general partners as tenants-in-common. In
connection therewith, during the six months ended June 30, 2001 and 2000, the
Partnership earned $177,769 and $138,554, respectively, attributable to net
income earned by these unconsolidated joint ventures, $90,268 and $71,275 of
which was earned during the quarters ended June 30, 2001 and 2000, respectively.
Net income earned by unconsolidated joint ventures increased during the quarters
and six months ended June 30, 2001, primarily due to the fact that in 2001 and
2000, the Partnership invested in a Property in Libertyville, Illinois, as
tenants-in-common and in a joint venture arrangement, CNL VIII, X, XII Kokomo
Joint Venture, respectively.

         The increase in net income earned by these joint ventures during the
quarter and six months ended June 30, 2001 was partially offset by a decrease in
rental and earned income as a result of the sale of the Middleburg Joint Venture
Property in March 2001. In addition, in conjunction with the sale of the
Property, Middleburg Joint Venture, in which the Partnership owns a 12.46%
interest, recognized a loss of approximately $61,900 for financial reporting
purposes as a result of the sale of its Property in March 2001, as described
above in "Capital Resources".

         During the six months ended June 30, 2001, three lessees of the
Partnership and its consolidated joint venture, Golden Corral Corporation,
Burger King Corporation and Carrols Corporation, each contributed more than ten
percent of the Partnership's total rental, earned and mortgage interest income
(including rental, earned and mortgage interest income from the Partnership's
consolidated joint venture and the Partnership's share of rental and earned
income from Properties owned by unconsolidated joint ventures and Properties
owned with affiliates of the general partners as tenants-in-common). It is
anticipated that, based on the minimum rental payments required by the leases,
these three lessees each will continue to contribute more than ten percent of
the Partnership's total rental, earned and mortgage interest income. In
addition, two Restaurant Chains, Golden Corral Family Steakhouse Restaurants
("Golden Corral") and Burger King, each accounted for more than ten percent of
the Partnership's total rental, earned and mortgage interest income during the
six months ended June 30, 2001 (including rental and earned income from the
Partnership's consolidated joint venture and the Partnership's share of rental
and earned income from Properties owned by unconsolidated joint ventures and
Properties owned with affiliates of the general partners as tenants-in-common).
It is anticipated that these two Restaurant Chains each will continue to account
for more than ten percent of the Partnership's total rental, earned and mortgage
interest income to which the Partnership is entitled under the terms of the
leases. Any failure of these lessees or Restaurant Chains could materially
affect the Partnership's income if the Partnership is not able to re-lease the
Properties in a timely manner.

         Operating expenses, including depreciation expense, were $449,385 and
$362,365 for the six months ended June 30, 2001 and 2000, respectively, of which
$169,957 and $162,677 were incurred during the quarters ended June 30, 2001 and
2000, respectively. The increase in operating expenses during the six months
ended June 30, 2001, as compared to the six months ended June 30, 2000, was
primarily attributable to an increase in the costs incurred for administrative
expenses for servicing the Partnership and its Properties, as permitted by the
Partnership agreement. In addition, the increase in operating expenses during
the six months ended June 30, 2001, was partially due to the Partnership
incurring additional state taxes due to changes in tax laws of a state in which
the Partnership conducts business.

         In addition, the Partnership incurred real estate taxes during the
quarter and six months ended June 30, 2001, relating to the Property in North
Fort Myers. The tenant is still responsible for payment of real estate taxes
under the terms of its lease. The Partnership will pursue collection of these
real estate taxes and will recognize such amounts as income if collected.

         The increase in operating expenses, during the quarter and six months
ended June 30, 2001, was partially offset by the fact that during the quarter
and six months ended June 30, 2000, the Partnership incurred $30,846 and
$67,801, respectively, in transaction costs related to the general partners
retaining financial and legal advisors to assist them in evaluating and
negotiating the proposed merger with CNL American Properties Fund, Inc. ("APF").
On March 1, 2000, the general partners and APF mutually agreed to terminate the
merger. No such expenses were incurred during the six months ended June 30,
2001.

         During the quarter and six months ended June 30, 2001, the Partnership
sold its Property in Statesville, North Carolina and received net sales proceeds
of approximately $877,000, resulting in a gain of approximately $28,300 for
financial reporting purposes.

         During the quarter and six months ended June 30, 2001, the Partnership
recorded a provision for loss on assets in the amount of $88,144 for financial
reporting purposes relating to the Property in North Fort Myers, Florida, due to
the fact that the tenant ceased operations and vacated this Property. The
allowance represented the difference between the carrying value of the Property
and the estimated net realizable value of the Property at June 30, 2001.


ITEM 3.       QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
                  RISK.

         No material changes in the Partnership's market risk occurred from
December 31, 2000, through June 30, 2001. Information regarding the
Partnership's market risk at December 31, 2000 is included in its Annual Report
on Form 10-K for the year ended December 31, 2000.


<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

     3.1  Affidavit and  Certificate  of Limited  Partnership of CNL Income Fund
          VIII,  Ltd.  (Included as Exhibit 3.2 to  Registration  Statement  No.
          33-31482 on Form S-11 and incorporated herein by reference.)

     4.1  Affidavit and  Certificate  of Limited  Partnership of CNL Income Fund
          VIII,  Ltd.  (Included as Exhibit 3.2 to  Registration  Statement  No.
          33-31482 on Form S-11 and incorporated herein by reference.)

     4.2  Amended and Restated  Agreement of Limited  Partnership  of CNL Income
          Fund VIII,  Ltd.  (Included as Exhibit 4.2 to Form 10-K filed with the
          Securities and Exchange  Commission on April 1, 1996, and incorporated
          herein by reference.)

     10.1 Management  Agreement  between  CNL  Income  Fund VIII,  Ltd.  and CNL
          Investment  Company  (Included as Exhibit 10.1 to Form 10-K filed with
          the  Securities  and  Exchange   Commission  on  April  1,  1996,  and
          incorporated herein by reference.)

     10.2 Assignment of Management  Agreement from CNL Investment Company to CNL
          Income Fund  Advisors,  Inc.  (Included  as Exhibit  10.2 to Form 10-K
          filed with the Securities  and Exchange  Commission on March 30, 1995,
          and incorporated herein by reference.)

     10.3 Assignment of Management Agreement from CNL Income Fund Advisors, Inc.
          to CNL Fund  Advisors,  Inc.  (Included  as Exhibit  10.3 to Form 10-K
          filed with the  Securities  and Exchange  Commission on April 1, 1996,
          and incorporated herein by reference.)

     10.4 Assignment of Management Agreement from CNL Fund Advisors, Inc. to CNL
          APF Partners, LP. (Filed herewith.)

     (b)  Reports on Form 8-K

      No reports on Form 8-K were filed during the quarter ended June 30, 2001.



                                   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 7th day of August, 2001.


                    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)




<PAGE>


                                  EXHIBIT INDEX


   Exhibit Number

     3.1  Affidavit and  Certificate  of Limited  Partnership of CNL Income Fund
          VIII,  Ltd.  (Included as Exhibit 3.2 to  Registration  Statement  No.
          33-31482 on Form S-11 and incorporated herein by reference.)

     4.1  Affidavit and  Certificate  of Limited  Partnership of CNL Income Fund
          VIII,  Ltd.  (Included as Exhibit 3.2 to  Registration  Statement  No.
          33-31482 on Form S-11 and incorporated herein by reference.)

     4.2  Amended and Restated  Agreement of Limited  Partnership  of CNL Income
          Fund VIII,  Ltd.  (Included as Exhibit 4.2 to Form 10-K filed with the
          Securities and Exchange  Commission on April 1, 1996, and incorporated
          herein by reference.)

     10.1 Management  Agreement  between  CNL  Income  Fund VIII,  Ltd.  and CNL
          Investment  Company  (Included as Exhibit 10.1 to Form 10-K filed with
          the  Securities  and  Exchange   Commission  on  April  1,  1996,  and
          incorporated herein by reference.)

     10.2 Assignment of Management  Agreement from CNL Investment Company to CNL
          Income Fund  Advisors,  Inc.  (Included  as Exhibit  10.2 to Form 10-K
          filed with the Securities  and Exchange  Commission on March 30, 1995,
          and incorporated herein by reference.)

     10.3 Assignment of Management Agreement from CNL Income Fund Advisors, Inc.
          to CNL Fund  Advisors,  Inc.  (Included  as Exhibit  10.3 to Form 10-K
          filed with the  Securities  and Exchange  Commission on April 1, 1996,
          and incorporated herein by reference.)

     10.4 Assignment of Management Agreement from CNL Fund Advisors, Inc. to CNL
          APF Partners, LP. (Filed herewith.)