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, 2000
   --------------------------------------------------------------------------

                                       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                                            32801-3336
------------------------------------------       ----------------------------
(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 _________




<PAGE>


                                    CONTENTS




                                                                         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             5-8

     Item 2.      Management's Discussion and Analysis of Financial
                      Condition and Results of Operations                 9-13

     Item 3.      Quantitative and Qualitative Disclosures About
                      Market Risk                                         13

Part II.

     Other Information                                                    14-15





<PAGE>




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


                                                                            September 30,             December 31,
                                                                                 2000                     1999
                                                                          -------------------      -------------------
<S> <C>
                              ASSETS

  Land and buildings on operating leases, less
      accumulated depreciation                                                  $ 15,880,986             $ 15,469,090
  Net investment in direct financing leases                                        6,479,415                7,635,861
  Investment in joint ventures                                                     4,088,762                3,197,857
  Mortgage notes receivable                                                        1,437,214                1,473,571
  Cash and cash equivalents                                                        1,570,575                1,503,989
  Restricted cash                                                                    423,440                       --
  Receivables, less allowance for doubtful accounts
      of $459 and $5,764, respectively                                                89,776                  112,454
  Prepaid expenses                                                                    26,657                   15,485
  Accrued rental income, less allowance for doubtful
      accounts of $4,501 in 1999                                                   1,571,186                2,018,517
  Other assets                                                                        52,671                   52,671
                                                                          -------------------      -------------------

                                                                                $ 31,620,682             $ 31,479,495
                                                                          ===================      ===================

                 LIABILITIES AND PARTNERS' CAPITAL

  Accounts payable                                                                $   29,720               $  114,170
  Accrued and escrowed real estate taxes payable                                      28,436                    9,157
  Distributions payable                                                              787,501                  787,501
  Due to related parties                                                             151,210                  121,327
  Rents paid in advance                                                                   --                   23,394
                                                                          -------------------      -------------------
      Total liabilities                                                              996,867                1,055,549

  Minority interest                                                                  108,584                  108,579

  Partners' capital                                                               30,515,231               30,315,367
                                                                          -------------------      -------------------

                                                                                $ 31,620,682             $ 31,479,495
                                                                          ===================      ===================




           See accompanying notes to condensed financial statements.

<PAGE>


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


                                                              Quarter Ended                    Nine Months Ended
                                                              September 30,                      September 30,
                                                          2000            1999               2000              1999
                                                       ------------    ------------      -------------     -------------
Revenues:
    Rental income from operating leases                  $ 481,549        $490,669         $1,470,044        $1,475,971
    Adjustments to accrued rental income                        --              --           (123,370 )              --
    Earned income from direct financing leases             216,819         234,358            663,305           706,845
    Contingent rental income                                 6,153              --             23,331            16,614
    Interest and other income                               79,421          56,972            206,839           168,381
                                                       ------------    ------------      -------------     -------------
                                                           783,942         781,999          2,240,149         2,367,811
                                                       ------------    ------------      -------------     -------------

Expenses:
    General operating and administrative                    54,720          30,006            146,847           102,515
    Professional services                                       --           8,961             28,439            23,097
    Real estate taxes                                        2,032              --              7,708                --
    State and other taxes                                       --              --             18,228            17,646
    Depreciation                                            75,338          75,047            225,432           225,141
    Transaction costs                                           --          65,171             67,801           186,261
                                                       ------------    ------------      -------------     -------------
                                                           132,090         179,185            494,455           554,660
                                                       ------------    ------------      -------------     -------------

Income Before Minority Interest in Income of
    Consolidated Joint Venture, Equity in
    Earnings of Unconsolidated Joint Ventures
       and Gain on Sale of Land and Buildings              651,852         602,814          1,745,694         1,813,151

Minority Interest in Income of Consolidated
    Joint Venture                                           (3,350 )        (3,349 )           (9,971 )         (10,034 )

Equity in Earnings of Unconsolidated Joint
    Ventures                                                75,397          67,121            213,951           196,999

Gain on Sale of Land and Buildings                         612,693              --            612,693                --
                                                       ------------    ------------      -------------     -------------

Net Income                                              $1,336,592       $ 666,586         $2,562,367        $2,000,116
                                                       ============    ============      =============     =============

Allocation of Net Income:
    General partners                                      $ 10,391        $  6,666          $  22,649         $  20,001
    Limited partners                                     1,326,201         659,920          2,539,718         1,980,115
                                                       ------------    ------------      -------------     -------------

                                                        $1,336,592       $ 666,586         $2,562,367        $2,000,116
                                                       ============    ============      =============     =============

Net Income Per Limited Partner Unit                       $  0.038        $  0.019          $   0.073         $   0.057
                                                       ============    ============      =============     =============

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.

<PAGE>


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


                                                  Nine Months Ended               Year Ended
                                                    September 30,                December 31,
                                                         2000                        1999
                                               -------------------------     ----------------------

General partners:
    Beginning balance                                     $     286,349               $    258,248
    Net income                                                   22,649                     28,101
                                               -------------------------     ----------------------
                                                                308,998                    286,349
                                               -------------------------     ----------------------

Limited partners:
    Beginning balance                                        30,029,018                 30,397,059
    Net income                                                2,539,718                  2,781,963
    Distributions ($0.068 and $0.090 per
       limited partner unit, respectively)                   (2,362,503 )               (3,150,004 )
                                               -------------------------     ----------------------
                                                             30,206,233                 30,029,018
                                               -------------------------     ----------------------

Total partners' capital                                  $   30,515,231              $  30,315,367
                                               =========================     ======================

           See accompanying notes to condensed financial statements.

<PAGE>


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


                                                                      Nine Months Ended
                                                                        September 30,
                                                                  2000                1999
                                                             ----------------    ----------------

Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                     $2,411,275          $2,604,386
                                                             ----------------    ----------------

    Cash Flows from Investing Activities:
       Additions to land and building on operating
          leases                                                  (2,452,976 )                --
       Proceeds from sale of land and buildings                    3,822,716                  --
       Collections on mortgage notes receivable                       36,036             321,012
       Increase in restricted cash                                  (417,928 )                --
       Investment in joint ventures                                 (960,068 )                --
                                                             ----------------    ----------------

          Net cash provided by investing activities                   27,780             321,012
                                                             ----------------    ----------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                          (2,362,503 )        (2,712,503 )
       Distributions to holder of minority interest                   (9,966 )           (10,043 )
                                                             ----------------    ----------------
          Net cash used in financing activities                   (2,372,469 )        (2,722,546 )
                                                             ----------------    ----------------

Net Increase in Cash and Cash Equivalents                             66,586             202,852

Cash and Cash Equivalents at Beginning of Period                   1,503,989           1,809,258
                                                             ----------------    ----------------

Cash and Cash Equivalents at End of Period                        $1,570,575          $2,012,110
                                                             ================    ================

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>

<PAGE>





                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


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, 2000 may not be indicative of the results that
     may be  expected  for the year  ending  December  31,  2000.  Amounts as of
     December 31, 1999, 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, 1999.

     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.   Land and Buildings on Operating Leases:

     Land and buildings on operating leases consisted of the following at:
<TABLE>
<CAPTION>

                                                       September 30,           December 31,
                                                           2000                    1999
                                                    -------------------     -------------------
<S> <C>
       Land                                                 $ 9,326,090            $ 9,159,115
       Buildings                                              8,450,848              8,295,673
                                                    -------------------     -------------------
                                                             17,776,938             17,454,788
       Less accumulated depreciation                         (1,895,952 )           (1,985,698  )
                                                    ===================     ===================
                                                           $ 15,880,986           $ 15,469,090
                                                    ===================     ===================
</TABLE>



<PAGE>


                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


2.   Land and Buildings on Operating Leases - Continued:

     In July 2000, the Partnership  sold its properties in Brooksville,  Bayonet
     Point and Sun City,  Florida,  for a total of approximately  $3,465,100 and
     received net sales proceeds totaling approximately $3,402,700, resulting in
     a total gain of approximately  $484,800 for financial  reporting  purposes.
     These  properties were  originally  acquired by the Partnership in 1990 and
     1991,  and  had  costs   totaling   approximately   $2,797,000,   excluding
     acquisition fees and miscellaneous  acquisition  expenses;  therefore,  the
     Partnership  sold the  properties for  approximately  $605,700 in excess of
     their original purchase price.

     In July 2000,  the  Partnership  reinvested  the sales proceeds it received
     from the sale of the  properties  in Sun City,  Florida and Bayonet  Point,
     Florida in a Bennigan's  property  located in  Deerfield,  Illinois,  at an
     approximate  cost of  $2,462,700  from CNL BB Corp.,  an  affiliate  of the
     general partners. In connection  therewith,  the Partnership entered into a
     long term,  triple-net lease with terms substantially the same as its other
     leases.

     In September  2000,  the  Partnership  sold its  property in  Jacksonville,
     Florida,  for $422,506 and  received  net sales  proceeds of  approximately
     $420,000,  resulting  in a gain of  approximately  $127,900  for  financial
     reporting   purposes.   This  property  was  originally   acquired  by  the
     Partnership in 1990, and had a cost of  approximately  $352,400,  excluding
     acquisition fees and miscellaneous  acquisition  expenses;  therefore,  the
     Partnership  sold the property for  approximately  $67,600 in excess of its
     original purchase price.

3.   Net Investment in Direct Financing Leases:

     In July 2000, the Partnership  sold two properties,  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 2).

4.   Investment in Joint Ventures:

     In August 2000,  the  Partnership  used a portion of the net sales proceeds
     from sale of its  properties  to acquire an  interest  in a Baker's  Square
     property in  Libertyville,  Illinois,  with CNL Income Fund IX, Ltd., ("CNL
     IX") a  Florida  limited  partnership,  and  an  affiliate  of the  general
     partners.  The  Partnership  accounts for its  investment  using the equity
     method  since the  Partnership  shares  control  with an  affiliate.  As of
     September 30, 2000, the Partnership owned a 66% interest in this property.

<PAGE>

                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


4.   Investment in Joint Ventures - Continued:

     The following presents the combined,  condensed  financial  information for
     the joint ventures at:
<TABLE>
<CAPTION>

                                                           September 30,          December 31,
                                                               2000                   1999
                                                        -------------------     ------------------
<S> <C>
             Land and buildings on operating leases,
                  less accumulated depreciation                $  8,772,898           $ 7,467,574
             Net investment in direct financing lease             1,285,595             1,300,856
             Cash                                                    39,682                74,120
             Receivables                                              4,085                39,740
             Prepaid expense                                          1,003                 1,264
             Accrued rental income                                  243,933               194,666
             Liabilities                                             14,171                47,270
             Partners' capital                                   10,333,025             9,030,950
             Revenue                                                809,194             1,039,787
             Net income                                             645,728               855,805
</TABLE>

     The Partnership recognized income totaling $213,951 and $196,999 during the
     nine months  ended  September  30, 2000 and 1999,  respectively  from these
     joint ventures, of which $75,397 and $67,121 was earned during the quarters
     ended September 30, 2000 and 1999, respectively.

5.   Restricted Cash:

     As of September 30, 2000,  the net sales proceeds of $420,005 from the sale
     of the property in Jacksonville,  Florida, plus accrued interest of $3,435,
     were being held in an  interest-bearing  escrow account pending the release
     of funds by the escrow agent to reinvest in an  additional  property in the
     future.

6.   Related Party Transactions:

     In July 2000,  the  Partnership  reinvested  the sales proceeds it received
     from the sale of the  properties  in Sun City,  Florida and Bayonet  Point,
     Florida in a Bennigan's  property  located in  Deerfield,  Illinois,  at an
     approximate  cost of  $2,462,700  from CNL BB Corp.,  an  affiliate  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

<PAGE>



                           CNL INCOME FUND VIII, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


6.   Related Party Transactions-Continued:

     with the Statement of Policy of 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 nine months ended September 30, 2000,
     other  income  of the  Partnership  included  $6,679  of such  amounts.  In
     connection therewith,  the Partnership entered into a long term, triple-net
     lease with terms substantially the same as its other leases.

7.   Termination of Merger:

     On March 1, 2000, the general  partners and CNL American  Properties  Fund,
     Inc.  ("APF") mutually agreed to terminate the Agreement and Plan of Merger
     entered into in March 1999. The general partners are continuing to evaluate
     strategic  alternatives  for the  Partnership,  including  alternatives  to
     provide liquidity to the limited partners.

8.   Subsequent Event:

     In October  2000,  the  Partnership  acquired  an  interest  in a Pizza Hut
     property in Hialeah,  Florida.  In connection  therewith,  the  Partnership
     entered into a long term,  triple-net  lease with terms  substantially  the
     same as its other leases.



<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, in general, triple-net leases, with the lessees responsible for all repairs
and maintenance,  property taxes,  insurance and utilities.  As of September 30,
2000,  the  Partnership  owned 35 Properties,  which  included  interests in ten
Properties owned by joint ventures in which the Partnership is a co-venturer and
one Property owned with an affiliate as tenants-in-common.

Capital Resources

        During  the  nine  months  ended   September  30,  2000  and  1999,  the
Partnership  generated cash from  operations  (which includes cash received from
tenants,  distributions  from  joint  ventures  and  interest  and other  income
received,   less  cash  paid  for  expenses)  of  $2,411,275   and   $2,604,386,
respectively.  The  decrease in cash from  operations  for the nine months ended
September  30, 2000,  was primarily a result of changes in revenues and expenses
as described below in "Results of Operations"  and changes in the  Partnership's
working capital.

        Other sources and uses of capital included the following during the nine
months ended September 30, 2000.

        In July  2000,  the  Partnership  sold its  Properties  in  Brooksville,
Bayonet Point, and Sun City, Florida, to an unrelated third party for a total of
approximately  $3,465,100 and received net sales proceeds totaling approximately
$3,402,700,  resulting in a total gain of  approximately  $484,800 for financial
reporting  purposes.  In July 2000,  the  Partnership  reinvested  the net sales
proceeds it  received  from the sale of the  Properties  in Sun City and Bayonet
Point, Florida in a Bennigan's Property in Deerfield,  Illinois. The Partnership
acquired  the  Property  from  an  affiliate  of  the  general  partners.  These
properties were originally acquired by the Partnership in 1990 and 1991, and had
costs  totaling  approximately   $2,797,000,   excluding  acquisition  fees  and
miscellaneous   acquisition  expenses;   therefore,  the  Partnership  sold  the
Properties  for  approximately  $605,700  in excess of their  original  purchase
price.  The  transaction  relating to the sale of the Properties in Sun City and
Bayonet  Point,  Florida and the  reinvestment  of the net sales  proceeds,  was
structured to qualify as a like kind exchange transaction for federal income tax
purposes.  However, the Partnership will distribute amounts sufficient to enable
the limited  partners to pay federal and state income taxes,  if any (at a level
reasonably assumed by the general partners), resulting from the sale.

        In August 2000, the Partnership used a portion of the net sales proceeds
from sale of the properties in Florida,  described above, to acquire an interest
in a Baker's Square Property in Libertyville, Illinois, with CNL Income Fund IX,
Ltd.,  ("CNL IX") a Florida  limited  partnership,  and affiliate of the general
partners.  The Partnership  accounts for its investment  using the equity method
since the  Partnership  shares  control with an  affiliate.  As of September 30,
2000, the Partnership owned a 66% interest in this property.

        In September  2000, the Partnership  sold its Property in  Jacksonville,
Florida,  for  approximately   $422,500  and  received  net  sales  proceeds  of
approximately  $420,000,  resulting  in a gain  of  approximately  $127,900  for
financial  reporting  purposes.  This  Property was  originally  acquired by the
Partnership  in  1990,  and  had a cost  of  approximately  $352,400,  excluding
acquisition  fees  and  miscellaneous   acquisition  expenses;   therefore,  the
Partnership  sold the  Property  for  approximately  $67,600  in  excess  of its
original purchase price.

        In October  2000,  the  Partnership  acquired an interest in a Pizza Hut
Property in Hialeah,  Florida. In connection therewith,  the Partnership entered
into a long term,  triple-net  lease with  terms  substantially  the same as its
other leases.

        Currently,  rental income from the Partnership's  Properties and any net
sales  proceeds  from  the  sale of  Properties,  pending  the  reinvestment  in
additional   Properties,   are  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 September 30,
2000, the Partnership had $1,570,575 invested in such short-term investments, as
compared to  $1,503,989 at December 31, 1999.  The funds  remaining at September
30, 2000, after payment of distributions and other liabilities,  will be used to
meet the Partnership's working capital and other 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.

        Total liabilities of the Partnership,  including  distributions payable,
decreased to $996,867 at September  30, 2000,  from  $1,055,549  at December 31,
1999,  primarily as a result of a decrease in accounts  payable at September 30,
2000, as compared to December 31, 1999. The decrease in liabilities at September
30, 2000 was partially  offset by an increase in amounts due to related  parties
at September  30, 2000, as compared to December 31, 1999.  The general  partners
believe that the  Partnership  has  sufficient  cash on hand to meet its current
working capital needs.

        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  $2,362,503  for each of the nine months
ended  September  30, 2000 and 1999  ($787,501  for each of the  quarters  ended
September 30, 2000 and 1999). 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,  2000 and 1999.  No  amounts  distributed  to the  limited
partners for the nine months ended  September  30, 2000 and 1999 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.

Long-Term Liquidity

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

Results of Operations

        During the nine months ended September 30, 1999, the Partnership and its
consolidated  joint venture,  Woodway Joint Venture,  owned and leased 28 wholly
owned  Properties  and during the nine months  ended  September  30,  2000,  the
Partnership and its consolidated joint venture, Woodway Joint Venture, owned and
leased 29 wholly owned  Properties  (which included four  Properties  which were
sold in 2000) to operators of fast-food and family-style  restaurant  chains. In
connection therewith,  during the nine months ended September 30, 2000 and 1999,
the  Partnership  and Woodway Joint Venture earned  $2,009,979  and  $2,182,816,
respectively,  in rental income from  operating  leases (net of  adjustments  to
accrued rental income) and earned income from direct financing leases,  $698,368
and $725,027 of which was earned  during the quarters  ended  September 30, 2000
and 1999, respectively. The decrease in rental and earned income during the nine
months ended  September 30, 2000, as compared to the nine months ended September
30,  1999,  was  primarily  due to the fact that  during the nine  months  ended
September 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  reversed
approximately  $123,400 of accrued  rental  income  during the nine months ended
September  30, 2000.  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.  The
general  partners will continue to pursue  collection of rental amounts relating
to this Property and will  recognize  such amounts as income if  collected.  The
Partnership  will not recognize rental amounts relating to this Property until a
new tenant is located or until the Partnership  sells the Property and reinvests
in an  additional  Property.  The general  partners  are seeking a new tenant or
purchaser for this Property.

        Rental and earned  income  also  decreased  during the  quarter and nine
months  ended  September  30, 2000 due to the fact that as discussed in "Capital
Resources,"  the  Partnership  sold four  properties  resulting in a decrease in
rental and earned income of approximately $77,200 and $79,100 during the quarter
and nine months ended September 30, 2000,  respectively.  The decrease in rental
and  earned  income was  partially  offset by an  increase  in rental and earned
income during the quarter and nine months ended  September 30, 2000, as a result
of  reinvesting a portion of the net sales  proceeds in a Property in Deerfield,
Illinois, in July 2000, as described in "Capital Resources."

        In addition,  during the nine months ended  September 30, 2000 and 1999,
the  Partnership  earned  $206,839 and $168,381,  respectively,  in interest and
other income, $79,421 and $56,972 of which were earned during the quarters ended
September  30, 2000 and 1999,  respectively.  The increase in interest and other
income for the quarter and nine months ended  September 30, 2000, as compared to
the quarter and nine months ended September 30, 1999, was due to interest earned
on the net sales proceeds received from the sale of Properties  described above,
pending reinvestment in additional Properties.

        During  the  nine  months  ended   September  30,  2000  and  1999,  the
Partnership owned and leased nine and eight Properties, respectively, indirectly
through other joint venture  arrangements.  In addition,  during the nine months
ended September 30, 2000, the Partnership  owned one Property with an affiliate,
as  tenants-in-common.  In  connection  therewith,  during the nine months ended
September  30, 2000 and 1999,  the  Partnership  earned  $213,951 and  $196,999,
respectively,  attributable to net income earned by these  unconsolidated  joint
ventures,  $75,397 and  $67,121 of which was earned  during the  quarters  ended
September 30, 2000 and 1999, respectively.  The increase in net income earned by
unconsolidated  joint  ventures for the quarter and nine months ended  September
30, 2000, was primarily due to the fact that the Partnership invested in Bossier
City Joint Venture in November 1999 and acquired an interest in a Baker's Square
Property with an affiliate,  as tenants-in-common,  in August 2000, as described
above in "Capital Resources."

        Operating  expenses,  including  depreciation and amortization  expense,
were  $494,455 and $554,660  for the nine months  ended  September  30, 2000 and
1999,  respectively,  of which  $132,090 and $179,185 were  incurred  during the
quarters  ended  September  30,  2000 and 1999,  respectively.  The  decrease in
operating expenses for the quarter and nine months ended September 30, 2000, was
primarily   attributable  to  the  fact  that  the  Partnership   incurred  less
transaction costs relating 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"),  due to the  termination  of the
proposed merger, as described below in "Termination of Merger".  The decrease in
operating  expenses for the nine months ended  September  30, 2000 was partially
offset  by  an  increase  in  (i)  administrative  expenses  for  servicing  the
Partnership and its Properties,  (ii) real estate tax expense due to the default
of the tenant of the  Property in  Statesville,  North  Carolina,  as  described
above, and (iii) professional services as a result of the 1999 appraisal updates
obtained to prepare an annual  statement of unit valuation to qualified plans in
accordance  with  the  Partnership  agreement,  during  the  nine  months  ended
September  30, 2000.  The  Partnership  incurred the cost of the 1998  appraisal
updates during the year ended December 31, 1998.

        As a result of the sale of the Properties as described above in "Capital
Resources,"  the  Partnership  recorded a total gain of $612,693  for  financial
reporting  purposes during the quarter and nine months ended September 30, 2000.
No properties  were sold during the quarter and nine months ended  September 30,
1999.

Termination of Merger

        On March 1,  2000,  the  general  partners  and APF  mutually  agreed to
terminate  the  Agreement  and Plan of Merger  entered  into in March 1999.  The
general  partners are  continuing  to evaluate  strategic  alternatives  for the
Partnership,   including  alternatives  to  provide  liquidity  to  the  limited
partners.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

        No  material  changes in the  Partnership's  market risk  occurred  from
December  31,  1999  through  September  30,  2000.  Information  regarding  the
Partnership's  market risk at December 31, 1999 is included in its Annual Report
on Form 10-K for the year ended December 31, 1999.


<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.)

                   27       Financial Data Schedule (Filed herewith)

              (b)  Reports on Form 8-K

                   No reports on Form 8-K were filed  during the  quarter  ended
                   September 30, 2000.





<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 10th day of November, 2000.


                                     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)