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, 2003

          |_|    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 333-62477

                      ATEL Capital Equipment Fund VIII, LLC
             (Exact name of registrant as specified in its charter)

California                                                   94-3307404
(State or other jurisdiction of                           (I. R. S. Employer
incorporation or organization)                            Identification No.)

     600 California Street, 6th Floor, San Francisco, California 94108-2733
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (415) 989-8800



Indicate  by a check  mark  whether  the  registrant  (1) has filed all  reports
required to be filed by section 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 |_|

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes |_| No |X|

The number of Limited  Liability  Company Units  outstanding as of September 30,
2003 was 13,570,188.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None


                                       1
<PAGE>

                          Part I. FINANCIAL INFORMATION

Item 1.  Financial Statements.




                                       2
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                                 BALANCE SHEETS

                    SEPTEMBER 30, 2003 AND DECEMBER 31, 2002
                                   (Unaudited)

                                     ASSETS

                                             September 30,         December 31,
                                                  2003              2002
                                              (Unaudited)

Cash and cash equivalents                    $   3,253,198     $   2,263,479

Accounts receivable, net of allowance for
   doubtful accounts of $223,115 in 2003
   and $516,365 in 2002                            1,933,472          1,874,311

Due from Managing Member                                   -            171,119

Other assets                                          32,500             55,000

Investments in leases                            115,236,694        149,100,763
                                            ----------------- ------------------
Total assets                                    $120,455,864       $153,464,672
                                            ================= ==================


                        LIABILITIES AND MEMBERS' CAPITAL


Long-term debt                                  $ 44,531,000       $ 62,912,000
Line of credit                                    11,300,000         10,600,000
Non-recourse debt                                  6,663,149          5,702,855

Accounts payable:
   Managing Member                                   121,372                  -
   Other                                             636,197            697,720

Accrued interest payable                              96,152             96,179

Interest rate swap contracts                       3,389,226          5,381,342

Unearned operating lease income                    1,615,718          1,547,813
                                            ----------------- ------------------
Total liabilities                                 68,352,814         86,937,909
                                            ----------------- ------------------
Members' capital                                  52,103,050         66,526,763
                                            ----------------- ------------------
Total liabilities and members' capital          $120,455,864       $153,464,672
                                            ================= ==================


                             See accompanying notes.


                                       3
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                            STATEMENTS OF OPERATIONS

                       NINE AND THREE MONTH PERIODS ENDED
                           SEPTEMBER 30, 2003 AND 2002
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                    Nine Months                          Three Months
                                                                Ended September 30,                   Ended September 30,
                                                              2003               2002               2003              2002
Revenues:
   Leasing activities:
<S>                                                           <C>                <C>               <C>                <C>
      Operating leases                                        $20,664,386        $23,862,863       $ 6,386,973        $ 7,493,350
      Direct financing leases                                     607,527            625,944           273,769            212,708
      Gain (loss) on sales of assets                              749,759            230,089            60,104            (26,782)
Interest                                                            5,106             12,495             1,454              3,460
Other                                                              46,538            185,097            14,993              1,947
                                                        ------------------ ------------------ ----------------- ------------------
                                                               22,073,316         24,916,488         6,737,293          7,684,683
Expenses:
Depreciation and amortization                                  15,585,368         17,635,864         4,995,698          5,711,172
Impairment losses                                               5,049,770            400,000         3,158,909            400,000
Interest expense                                                4,277,728          4,719,523         1,123,248          1,461,310
Asset management fees to Managing Member                        1,097,980          1,152,763           322,026            382,140
Aircraft and railcar maintenance                                1,092,069            123,516           240,389            123,516
Cost reimbursements to Managing Member                            789,166            793,772            35,433             35,893
Professional fees                                                 367,255            116,922            81,255              6,367
(Recovery of) provision for doubtful accounts                    (237,000)           475,000            13,000                  -
Franchise fees and income taxes                                   124,239             62,902                 -             62,902
Other                                                             333,350            404,970           139,925             25,120
                                                        ------------------ ------------------ ----------------- ------------------
                                                               28,479,925         25,885,232        10,109,883          8,208,420
                                                        ------------------ ------------------ ----------------- ------------------
Net loss                                                     $ (6,406,609)        $ (968,744)      $(3,372,590)        $ (523,737)
                                                        ================== ================== ================= ==================

Net income (loss):
   Managing Member                                              $ 750,691          $ 750,882         $ 250,287          $ 250,290
   Other Members                                               (7,157,300)        (1,719,626)       (3,622,877)          (774,027)
                                                        ------------------ ------------------ ----------------- ------------------
                                                             $ (6,406,609)        $ (968,744)      $(3,372,590)        $ (523,737)
                                                        ================== ================== ================= ==================

Net loss per Limited Liability Company Unit                       $ (0.53)           $ (0.13)          $ (0.27)           $ (0.06)
Weighted average number of Units outstanding                   13,570,188         13,570,188        13,570,188         13,570,188
</TABLE>

                             See accompanying notes.


                                       4
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                    STATEMENTS OF CHANGES IN MEMBERS' CAPITAL

                      FOR THE YEAR ENDED DECEMBER 31, 2002
                                   AND FOR THE
                             NINE MONTH PERIOD ENDED
                               SEPTEMBER 30, 2003
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                                Accumulated
                                                                                                   Other
                                                Other Members                  Managing        Comprehensive
                                           Units             Amount             Member         Income (Loss)          Total

<S>                                         <C>               <C>                 <C>              <C>               <C>
Balance December 31, 2001                   13,570,188        $88,062,574                $ -       $(4,700,622)      $ 83,361,952
Distributions to Managing Member                                        -         (1,001,169)                -         (1,001,169)
Distributions to Other Members                                (12,347,756)                 -                 -        (12,347,756)
Unrealized decrease in value of
   interest rate swap contracts                                         -                  -          (680,720)          (680,720)
Net income (loss)                                              (3,806,713)         1,001,169                 -         (2,805,544)
                                     ------------------ ------------------ ------------------ ----------------- ------------------
Balance December 31, 2002                   13,570,188         71,908,105                  -        (5,381,342)        66,526,763

Unrealized decrease in value of
   interest rate swap contracts                                         -                  -         1,992,116          1,992,116
Distributions to Managing Member                                        -           (750,691)                -           (750,691)
Distributions to Other Members                                 (9,258,529)                 -                 -         (9,258,529)
Net (loss) income                                              (7,157,300)           750,691                 -         (6,406,609)
                                     ------------------ ------------------ ------------------ ----------------- ------------------
Balance September 30, 2003                  13,570,188        $55,492,276                $ -       $(3,389,226)      $ 52,103,050
                                     ================== ================== ================== ================= ==================
</TABLE>




                             See accompanying notes.




                                       5
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                            STATEMENTS OF CASH FLOWS

                       NINE AND THREE MONTH PERIODS ENDED
                           SEPTEMBER 30, 2003 AND 2002
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                     Nine Months                          Three Months
                                                                 Ended September 30,                   Ended September 30,
                                                               2003               2002               2003              2002
Operating activities:
<S>                                                           <C>                  <C>              <C>                 <C>
Net loss                                                      $ (6,406,609)        $ (968,744)      $(3,372,590)        $ (523,737)
Adjustments to reconcile net loss  to
   cash provided by operating activities:
   (Gain) loss on sales of assets                                 (749,759)          (230,089)          (60,104)            26,782
   Depreciation                                                 15,585,368         17,635,864         4,995,698          5,711,172
   Impairment losses                                             5,049,770            400,000         3,158,909            400,000
   (Recovery of) provision for doubtful accounts                  (237,000)           475,000            13,000                  -
   Changes in operating assets and liabilities:
      Accounts receivable                                          177,839            335,381          (376,693)          (552,136)
      Due from Managing Member                                     171,119                  -                 -                  -
      Other assets                                                  22,500             22,500             7,500              7,500
      Accounts payable, Managing Member                            121,372                  -            10,299           (263,652)
      Accounts payable, other                                      (61,523)          (325,617)         (403,996)            19,747
      Accrued interest payable                                         (27)            63,648            13,968             40,460
      Unearned lease income                                         67,905            520,387           136,947            594,889
                                                         ------------------ ------------------ ----------------- ------------------
Net cash provided by operations                                 13,740,955         17,928,330         4,122,938          5,461,025
                                                         ------------------ ------------------ ----------------- ------------------

Investing activities:
Proceeds from sales of assets                                   12,870,512          1,292,530           613,677            147,204
Reduction of net investment in direct financing
   leases                                                        1,108,178          2,294,372           199,794            256,905
Purchases of equipment on direct financing leases                        -           (293,750)                -           (293,750)
Payment of initial direct costs                                          -            (37,439)                -            (37,439)
                                                         ------------------ ------------------ ----------------- ------------------
Net cash provided by investing activities                       13,978,690          3,255,713           813,471             72,920
                                                         ------------------ ------------------ ----------------- ------------------
</TABLE>

                     ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                            STATEMENTS OF CASH FLOWS
                                   (Continued)
                       NINE AND THREE MONTH PERIODS ENDED
                           SEPTEMBER 30, 2003 AND 2002
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                     Nine Months                          Three Months
                                                                 Ended September 30,                   Ended September 30,
                                                               2003               2002               2003              2002
Financing activities:
<S>                                                           <C>                  <C>              <C>                 <C>
Borrowings under line of credit                                 15,500,000          8,900,000         7,300,000          3,100,000
Repayments of line of credit                                   (14,800,000)        (4,300,000)       (4,500,000)                 -
Proceeds of long-term debt                                               -          3,900,000                 -                  -
Repayments of long-term debt                                   (18,381,000)       (20,308,000)       (3,478,000)        (5,602,000)
Proceeds of non-recourse debt                                    2,563,149                  -         2,563,149                  -
Repayments of non-recourse debt                                 (1,602,855)          (152,248)       (1,435,001)                 -
Distributions to other members                                  (9,258,529)        (9,260,881)       (3,086,875)        (3,086,911)
Distributions to Managing Member                                  (750,691)          (750,882)         (250,287)          (250,290)
                                                         ------------------ ------------------ ----------------- ------------------
Net cash used in financing activities                          (26,729,926)       (21,972,011)       (2,887,014)        (5,839,201)
                                                         ------------------ ------------------ ----------------- ------------------
Net increase (decrease) in cash and cash
   equivalents                                                     989,719           (787,968)        2,049,395           (305,256)
Cash and cash equivalents at beginning of
   period                                                        2,263,479          2,269,137         1,203,803          1,786,425
                                                         ------------------ ------------------ ----------------- ------------------
Cash and cash equivalents at end of period                     $ 3,253,198        $ 1,481,169       $ 3,253,198        $ 1,481,169
                                                         ================== ================== ================= ==================

Supplemental disclosures of cash flow
   information:
Cash paid during the period for interest                       $ 4,277,755        $ 4,719,523       $ 1,109,280        $ 1,484,498
                                                         ================== ================== ================= ==================

Schedule of non-cash transactions:
Change in fair value of interest rate swap contracts           $ 1,992,116        $ 1,106,992         $ 807,356          $ 390,965
                                                         ================== ================== ================= ==================
</TABLE>

                                                      See accompanying notes.


                                       6
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


1.  Summary of significant accounting policies:

Interim financial statements:

The accompanying unaudited financial statements have been prepared in accordance
with accounting  principles  generally  accepted in the United States (GAAP) for
interim financial  information and with instructions to Form 10-Q and Article 10
of  Regulation  S-X. The  unaudited  interim  financial  statements  reflect all
adjustments  which are, in the opinion of the  Managing  Member,  necessary to a
fair  statement of financial  position and results of operations for the interim
periods  presented.  All such adjustments are of a normal recurring nature.  The
preparation of financial  statements in accordance with GAAP requires management
to make estimates and assumptions  that effect reported amounts in the financial
statements and accompanying notes.  Therefore,  actual results could differ from
those estimates. Operating results for the three and nine months ended September
30,  2003 are not  necessarily  indicative  of the  results  for the year ending
December 31, 2003.

These unaudited interim financial  statements should be read in conjunction with
the financial  statements and notes thereto contained in the report on Form 10-K
for the year ended  December 31, 2002,  filed with the  Securities  and Exchange
Commission.


2.  Organization and Company matters:

ATEL Capital  Equipment Fund VIII, LLC (the Company),  was formed under the laws
of the State of  California  on July 31,  1998,  for the  purpose  of  acquiring
equipment to engage in equipment leasing and sales activities.  Contributions in
the  amount  of $600  were  received  as of  October  7,  1998,  $100  of  which
represented  the Managing  Member's (ATEL Financial  Services LLC's)  continuing
interest, and $500 of which represented the Initial Members' capital investment.

Upon the sale of the  minimum  amount  of Units  of  Limited  Liability  Company
interest  (Units)  of  $1,200,000  and the  receipt of the  proceeds  thereof on
January 13, 1999, the Company commenced operations.

The  Company  does not make a  provision  for income  taxes since all income and
losses will be allocated to the Members for  inclusion in their  individual  tax
returns.

Certain  prior year balances  have been  reclassified  to conform to the current
year presentation.




                                       7
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


3.  Investment in leases:

The Company's investment in leases consists of the following:

<TABLE>
<CAPTION>
                                                                             Depreciation /
                                                                              Amortization
                                                                               Expense or
                                           Balance                           Amortization of      Reclassi-           Balance
                                        December 31,        Impairment      Direct Financing     fications or      September 30,
                                            2002              Losses             Leases          Dispositions          2003

<S>                                    <C>                    <C>              <C>                 <C>              <C>
Net investment in operating leases     $    119,404,269       $ (3,890,861)    $  (15,303,869)     $ (7,438,663)    $   92,770,876
Net investment in direct financing
   leases                                    11,233,604                  -         (1,108,178)        2,109,953         12,235,379
Assets held for sale or lease                17,788,535         (1,158,909)                 -        (6,792,043)         9,837,583
Initial direct costs, net of
   accumulated amortization                     674,355                  -           (281,499)                -            392,856
                                      ------------------ ------------------ ------------------ ----------------- ------------------
                                       $    149,100,763       $ (5,049,770)    $  (16,693,546)     $(12,120,753)     $ 115,236,694
                                      ================== ================== ================== ================= ==================
</TABLE>

Operating leases:

Property on operating leases consists of the following:

<TABLE>
<CAPTION>
                                                                  Depreciation
                                                  Balance          Expense and        Reclassi-           Balance
                                               December 31,        Impairment        fications or      September 30,
                                                   2002              Losses          Dispositions          2003
<S>                                             <C>                      <C>          <C>                 <C>
Manufacturing                                   $   49,700,635           $      -     $  (8,040,266)      $ 41,660,369
Aircraft                                            32,810,139                  -       (17,362,102)        15,448,037
Transportation, other                               23,438,156                  -          (135,378)        23,302,778
Containers                                          21,207,500                  -                 -         21,207,500
Transportation, rail                                21,054,669                  -        11,215,817         32,270,486
Natural gas compressors                             14,051,601                  -          (374,152)        13,677,449
Materials handling                                   7,380,720                  -           (67,482)         7,313,238
Other                                               14,118,402                  -          (685,135)        13,433,267
                                             ------------------ ------------------ ----------------- ------------------
                                                   183,761,822                  -       (15,448,698)       168,313,124
Less accumulated depreciation, including
   impairment losses                               (64,357,553)       (19,194,730)        8,010,035        (75,542,248)
                                             ------------------ ------------------ ----------------- ------------------
                                                $  119,404,269      $ (19,194,730)    $  (7,438,663)      $ 92,770,876
                                             ================== ================== ================= ==================
</TABLE>



                                       8
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


3.  Investment in leases (continued):

Operating leases (continued):

Impairment  losses on  operating  lease  assets are  recorded  as an addition to
accumulated  depreciation  of the  impaired  assets.  Depreciation  expense  and
impairment  losses for the nine months ended  September  30, 2003 consist of the
following:

                              Depreciation expense       $ 15,303,869
                              Impairment losses             3,890,861
                                                    ------------------
                                                        $  19,194,730
                                                    ==================

Direct financing leases:

As of September 30, 2003,  investment  in direct  financing  leases  consists of
office automation equipment. The following lists the components of the Company's
investment in direct financing leases:

<TABLE>
<CAPTION>
                                                             September 30,      December 31,
                                                                  2003              2002

<S>                                                          <C>                  <C>
Total minimum lease payments receivable                      $    11,402,754      $   8,634,652
Estimated residual values of leased equipment (unguaranteed)       4,556,760          4,510,520
                                                            ----------------- ------------------
Investment in direct financing leases                             15,959,514         13,145,172
Less unearned income                                              (3,724,135)        (1,911,568)
                                                            ----------------- ------------------
Net investment in direct financing leases                    $    12,235,379      $  11,233,604
                                                            ================= ==================
</TABLE>

All of the property on leases was acquired in 1999, 2000, 2001 and 2002.

At September 30, 2003,  the aggregate  amounts of future  minimum lease payments
are as follows:

<TABLE>
<CAPTION>
                                                               Direct
                                           Operating         Financing
                                            Leases             Leases             Total
<S>                                     <C>                   <C>               <C>
 Three months ending December 31, 2003  $      5,730,027    $      900,233    $    6,630,260
         Year ending December 31, 2004        15,063,612         2,632,004         17,695,616
                                  2005        12,449,825         2,588,790         15,038,615
                                  2006         8,308,528         2,332,796         10,641,324
                                  2007         6,352,968           902,160          7,255,128
                                  2008         3,856,748           663,561          4,520,309
                            Thereafter         1,370,060         1,383,210          2,753,270
                                       ------------------ ----------------- ------------------
                                        $     53,131,768      $ 11,402,754      $  64,534,522
                                       ================== ================= ==================
</TABLE>



                                       9
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)

3.  Investment in leases (continued):

Impairments of investments in leases and assets held for sale or lease:

During the first nine months of 2003, the Company  recognized  impairment losses
on aircraft,  autoracks  and  locomotives  as set forth below.  The  impairments
resulted from continued declines in the markets for the equipment.

           Aircraft      $      4,401,397
           Locomotives            380,000
           Autoracks              268,373
                        ------------------
                         $      5,049,770
                        ==================

During the first quarter of 2003, the Company entered into negotiations relating
to the early  termination  of an aircraft lease and the sale of the asset to the
lessee.  The  negotiations  were concluded in early April 2003 and the asset was
sold. As a result,  an  impairment  loss related to the aircraft was recorded in
the first quarter of 2003 in the amount of $1,890,861.

Due to continued declines in the markets for certain types of assets, during the
third quarter,  management determined that the value of an aircraft currently on
lease was  impaired  and a provision  was made  against  income in the amount of
$1,980,000.  In addition, for the same reasons,  management also determined that
various  locomotives,  auto racks and  aircraft  that were off lease,  were also
impaired.  The Company recorded an additional provision for impairments relating
to those assets in the third quarter of 2003 in the amount of $1,178,909.


4.  Non-recourse debt:

At September 30, 2003,  non-recourse debt consists of notes payable to financial
institutions.  The notes are due in varying quarterly and semi-annual  payments.
Interest on the notes is at rates from 4.96% to 7.98%.  The notes are secured by
assignments of lease payments and pledges of assets.  The notes mature from 2003
through 2007.

Future minimum payments of non-recourse debt are as follows:

<TABLE>
<CAPTION>
                                          Principal          Interest            Total
<S>                                         <C>                 <C>              <C>
Three months ending December 31, 2003               $ -          $ 82,704           $ 82,704
        Year ending December 31, 2004         4,717,254           142,641          4,859,895
                                 2005           617,125            88,955            706,080
                                 2006           648,113            57,967            706,080
                                 2007           680,657            25,423            706,080
                                      ------------------ ----------------- ------------------
                                            $ 6,663,149         $ 397,690        $ 7,060,839
                                      ================== ================= ==================
</TABLE>








                                       10
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


5.  Other long-term debt:

In 1999, the Company entered into a $70 million receivables funding program (the
Program) (which has been increased to $125 million) with a receivables financing
company  that issues  commercial  paper rated A1 by Standard and Poors and P1 by
Moody's Investor Services.  Under the Program, the receivables financing company
receives a general lien against all of the otherwise  unencumbered assets of the
Company. The Program provides for borrowing at a variable interest rate (1.1071%
at September 30, 2003).

The Program  requires the Managing  Member to enter into various  interest  rate
swaps with a financial  institution  (also rated A1/P1) to manage  interest rate
exposure  associated  with  variable  rate  obligations  under  the  Program  by
effectively  converting  the variable rate debt to fixed rates.  As of September
30,  2003,  the Company  receives or pays  interest on a notional  principal  of
$44,531,000, based on the difference between nominal rates ranging from 3.60% to
7.72% and the variable rate under the Program. No actual borrowing or lending is
involved.  The last of the swaps terminates in 2009. The differential to be paid
or received is accrued as interest  rates change and is recognized  currently as
an adjustment to interest expense related to the debt.

Borrowings under the Program are as follows:

                       Original            Balance           Rate on
                        Amount          September 30,     Interest Swap
  Date Borrowed        Borrowed             2003            Agreement
   11/11/1999            $20,000,000        $ 4,212,000       6.84%
   12/21/1999             20,000,000         13,316,000       7.41%
   12/24/1999             25,000,000          4,607,000       7.44%
    4/17/2000              6,500,000          3,082,000       7.45%
    4/28/2000              1,900,000            408,000       7.72%
    8/3/2000              19,000,000          9,848,000       7.50%
   10/31/2000              7,500,000          3,587,000       7.13%
    1/29/2001              8,000,000                  -       5.91%
    6/1/2001               2,000,000            171,000       5.04%
    9/1/2001               9,000,000          2,957,000       4.35%
    1/31/2002              3,900,000          2,343,000       3.60%
                   ------------------ ------------------
                        $122,800,000        $44,531,000
                   ================== ==================




                                       11
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


5.  Other long-term debt (continued):

Other  long-term debt borrowings  mature from 2003 through 2009.  Future minimum
principal payments of long-term debt are as follows:

<TABLE>
<CAPTION>
                                                                                                  Rates on
                                                                                                Interest Swap
                                          Principal          Interest            Total           Agreements*
<S>                                         <C>                  <C>             <C>          <C>
 Three months ending December 31, 2003      $ 4,585,000          $ 751,313       $ 5,336,313  6.973%-6.976%
         Year ending December 31, 2004       13,051,000          2,362,294        15,413,294  6.975%-7.008%
                                  2005       10,402,000          1,576,595        11,978,595  7.034%-7.144%
                                  2006        6,950,000            964,030         7,914,030  7.180%-7.206%
                                  2007        4,701,000            519,280         5,220,280  6.964%-7.055%
                                  2008        3,025,000            249,081         3,274,081  6.667%-6.972%
                                  2009        1,817,000             45,481         1,862,481  6.378%-6.383%
                                      ------------------ ------------------ -----------------
                                            $44,531,000        $ 6,468,074      $ 50,999,074
                                      ================== ================== =================
</TABLE>

* Represents the range of monthly weighted average fixed interest rates paid for
amounts  maturing in the particular year. The  receive-variable  rate portion of
the swap represents commercial paper rates (1.1071% at September 30, 2003).


6.  Related party transactions:

The terms of the Limited Company  Operating  Agreement provide that the Managing
Member and/or its affiliates  (Affiliates)  are entitled to receive certain fees
for  equipment  acquisition,  management  and resale and for  management  of the
Company.

The Limited Liability  Company Operating  Agreement allows for the reimbursement
of costs incurred by the Managing Member in providing administrative services to
the  Company.  Administrative  services  provided  include  Company  accounting,
investor  relations,  legal counsel and lease and equipment  documentation.  The
Managing Member is not reimbursed for services where it is entitled to receive a
separate  fee as  compensation  for  such  services,  such  as  acquisition  and
management of equipment.  Reimbursable costs incurred by the Managing Member are
allocated to the Company based upon estimated time incurred by employees working
on  Company  business  and an  allocation  of rent  and  other  costs  based  on
utilization studies.

Substantially  all  employees of the  Managing  Member  record time  incurred in
performing administrative services on behalf of all of the Companies serviced by
the Managing Member.  The Managing Member believes that the costs reimbursed are
the lower of actual  costs  incurred  on behalf of the Company or the amount the
Company   would  be  required  to  pay   independent   parties  for   comparable
administrative  services in the same geographic location and are reimbursable in
accordance with the Limited Liability Company Operating Agreement.



                                       12
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


6.  Related party transactions (continued):

The  Managing   Member   and/or   Affiliates   earned  fees,   commissions   and
reimbursements, pursuant to the Limited Liability Company Agreement as follows:

<TABLE>
<CAPTION>
                                                          Nine Months                          Three Months
                                                      Ended September 30,                   Ended September 30,
                                                    2003               2002               2003              2002
<S>                                                 <C>                <C>                 <C>                <C>
Incentive management fees and equipment
   management fees                                  $ 1,097,980        $ 1,152,763         $ 322,026          $ 382,140
Administrative costs reimbursed to Managing
   Member                                               789,166            793,772            35,433             35,893
                                              ------------------ ------------------ ----------------- ------------------
                                                    $ 1,887,146        $ 1,946,535         $ 357,459          $ 418,033
                                              ================== ================== ================= ==================
</TABLE>

In 2003 it came to the Company's  attention that an affiliated company had under
billed the  Company  in a prior  year for  interest  costs  associated  with the
financing  of an asset  acquired on its behalf.  During the three  months  ended
March 31, 2003, the Company recorded  additional interest expense of $742,000 to
correct the  accounting for the  transaction.  The Company does not believe that
this amount is  material  to the periods in which it should have been  recorded,
nor is it expected that this amount will be material to the Company's  operating
results for the year ending  December 31, 2003.  However,  if this adjustment is
ultimately deemed to be material to the Company's operating results for the year
ending  December 31,  2003,  the Company  will need to restate  prior  financial
reporting periods, including the current period.

The impact on prior financial reporting periods would be a reduction of members'
equity of $742,000 for all previous periods  currently  presented.  Net loss for
the nine months  ended  September  30, 2003 and for the three months ended March
31, 2003 would be decreased  by $742,000  ($0.05 per Limited  Liability  Company
unit).




7. Member's capital:

As of  September  30,  2003,  13,570,188  Units  ($135,701,880)  were issued and
outstanding.  The  Company's  registration  statement  with the  Securities  and
Exchange Commission became effective December 7, 1998. The Company is authorized
to issue up to  15,000,050  Units,  including the 50 Units issued to the initial
members.

The Company's Net Income, Net Losses, and Distributions,  as defined,  are to be
allocated 92.5% to the Other Members and 7.5% to the Managing Member.

Distributions to the Other Members were as follows in 2003 and 2002:

<TABLE>
<CAPTION>
                                                         Nine Months                          Three Months
                                                     Ended September 30,                   Ended September 30,
                                                   2003               2002               2003              2002

<S>                                           <C>                <C>                <C>               <C>
Distributions                                 $    9,258,529     $    9,260,881     $   3,086,875     $   3,086,911
Weighted average number of Units outstanding      13,570,188         13,570,188        13,570,188         13,570,188
Weighted average distributions per Unit               $0.682             $0.682            $0.227             $0.227
</TABLE>



                                       13
<PAGE>

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003
                                   (Unaudited)


8.  Line of credit:

The Company  participates with the Managing Member and certain of its affiliates
in a $56,282,201  revolving line of credit (comprised of an acquisition facility
and a warehouse  facility) with a financial  institution  that includes  certain
financial  covenants.  The  line of  credit  expires  on June  28,  2004.  As of
September 30, 2003, borrowings under the facility were as follows:

Amount  borrowed by the Company under the acquisition facility   $ 11,300,000
Amounts borrowed by affiliated partnerships and limited
   liability companies under the acquisition facility              13,000,000
                                                               ---------------
Total borrowings under the acquisition facility                    24,300,000
Amounts borrowed by the Managing Member and its sister
   corporation under the warehouse facility                                 -
                                                               ---------------
Total outstanding balance                                        $ 24,300,000
                                                               ===============

Total available under the line of credit                         $ 57,282,201
Total outstanding balance                                         (24,300,000)
                                                               ---------------
Remaining availability                                           $ 32,982,201
                                                               ===============

Draws on the acquisition facility by any individual borrower are secured only by
that borrower's assets,  including  equipment and related leases.  Borrowings on
the  warehouse  facility  are  recourse  jointly to  certain  of the  affiliated
partnerships  and limited  liability  companies,  the  Company and the  Managing
Member.

The credit agreement  includes certain  financial  covenants  applicable to each
borrower.  The Company was in compliance  with its covenants as of September 30,
2003.


9.  Commitments:

As of September 30, 2003, the Company had no outstanding commitments to purchase
lease equipment.


10.  Other comprehensive income (loss):

In 2003 and 2002, other comprehensive income (loss) consisted of the following:

<TABLE>
<CAPTION>
                                                                  Nine Months                          Three Months
                                                              Ended September 30,                   Ended September 30,
                                                            2003               2002               2003              2002
<S>                                                        <C>                  <C>              <C>                 <C>
Net income (loss)                                          $ (6,406,609)        $ (968,744)      $(3,372,590)        $ (523,737)
Other comprehensive income:
Change in fair value of interest rate swap contracts          1,992,116          1,106,992           807,356            390,965
                                                      ------------------ ------------------ ----------------- ------------------
Comprehensive net (loss) income                            $ (4,414,493)         $ 138,248       $(2,565,234)        $ (132,772)
                                                      ================== ================== ================= ==================
</TABLE>

There were no other sources of comprehensive net income (loss).



                                       14
<PAGE>

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

Statements  contained in this Item 2,  "Management's  Discussion and Analysis of
Financial Condition and Results of Operations," and elsewhere in this Form 10-Q,
which  are  not  historical  facts,  may  be  forward-looking  statements.  Such
statements  are  subject  to risks and  uncertainties  that could  cause  actual
results to differ  materially from those projected.  Investors are cautioned not
to attribute undue certainty to these  forward-looking  statements,  which speak
only as of the date of this Form 10-Q.  We undertake no  obligation  to publicly
release any revisions to these  forward-looking  statements to reflect events or
circumstances  after the date of this Form 10-Q or to reflect the  occurrence of
unanticipated events, other than as required by law.


Capital Resources and Liquidity

During the first nine months of 2003 and 2002, our primary activity was engaging
in equipment leasing activities.

Our liquidity will vary in the future,  increasing to the extent cash flows from
leases  exceed  expenses,  and  decreasing  as lease  assets  are  acquired,  as
distributions  are made to the  members and to the extent  expenses  exceed cash
flows from leases.

As  another  source  of  liquidity,  we  have  contractual  obligations  with  a
diversified  group of lessees for fixed lease terms at fixed rental amounts.  As
the initial lease terms  expire,  we will  re-lease or sell the  equipment.  Our
future  liquidity  beyond the  contractual  minimum  rentals  will depend on our
success in re-leasing or selling the equipment as it comes off lease.

The Company  participates with the Managing Member and certain of its affiliates
in a $56,282,201  revolving line of credit (comprised of an acquisition facility
and a warehouse  facility) with a financial  institution  that includes  certain
financial  covenants.  The  line of  credit  expires  on June  28,  2004.  As of
September 30, 2003, borrowings under the facility were as follows:

Amount  borrowed by the Company under the acquisition facility   $ 11,300,000
Amounts borrowed by affiliated partnerships and limited
   liability companies under the acquisition facility              13,000,000
                                                               ---------------
Total borrowings under the acquisition facility                    24,300,000
Amounts borrowed by the Managing Member and its sister
   corporation under the warehouse facility                                 -
                                                               ---------------
Total outstanding balance                                        $ 24,300,000
                                                               ===============

Total available under the line of credit                         $ 57,282,201
Total outstanding balance                                         (24,300,000)
                                                               ---------------
Remaining availability                                           $ 32,982,201
                                                               ===============

Draws on the acquisition facility by any individual borrower are secured only by
that borrower's assets,  including  equipment and related leases.  Borrowings on
the  warehouse  facility  are  recourse  jointly to  certain  of the  affiliated
partnerships  and limited  liability  companies,  the  Company and the  Managing
Member.

We anticipate  reinvesting a portion of lease  payments from assets owned in new
leasing   transactions.   We  will  reinvest  only  after  the  payment  of  all
obligations,  including debt service (both principal and interest),  the payment
of management and acquisition fees to the Managing Member and providing for cash
distributions to the Other Members.

We currently have available adequate reserves to meet contingencies,  but in the
event  those  reserves  were  found to be  inadequate,  we would  likely be in a
position to borrow against our current portfolio to meet such  requirements.  We
envision no such requirements for operating purposes.

We have  not made any  commitments  of  capital,  nor do we  expect  to make any
commitments,  except for the acquisition of additional equipment. We had made no
such commitments as of September 30, 2003.

If inflation in the general  economy  becomes  significant,  it may affect us in
that the residual  (resale)  values and rates on re-leases of our leased  assets
may increase as the costs of similar assets increase. However, our revenues from
existing  leases would not increase,  as such rates are generally  fixed for the
terms of the leases without adjustment for inflation.

If interest rates increase significantly,  the lease rates that we can obtain on
future  leases  will  be  expected  to  increase  as the  cost of  capital  is a
significant  factor in the  pricing of lease  financing.  Our leases  already in
place, for the most part, would not be affected by changes in interest rates.



                                       15
<PAGE>

Cash Flows

During the first nine months of 2003 and 2002,  our primary  source of liquidity
was operating lease rents.

Our primary source of cash flows from operating  activities was operating  lease
revenues in both 2003 and on 2002.

In 2003,  our most  significant  source of cash from  investing  activities  was
proceeds from the sales of lease assets.

Direct  financing lease assets have decreased from  $14,181,674 at the beginning
of 2002 to  $11,233,604  at December 31, 2002 and  $12,235,379  at September 30,
2003. Our cash flows from direct  finance  leases  decreased in 2003 compared to
2002 as a result of this decrease in direct  financing  lease  assets.  In 2002,
rents from direct financing leases were the most significant source of cash from
investing activities.

In 2003,  our only sources of cash from  financing  activities  were proceeds of
non-recourse  debt and  borrowings  on the  line of  credit.  In 2002,  our only
financing  sources of cash were borrowings under the line of credit and proceeds
of  long-term  debt.  Our  repayments  of debt have  decreased  due to scheduled
reductions in the amounts of such debt that was due in 2003 compared to 2002.

Results of operations

In 2002,  our  operations  resulted in a net loss of $968,744 for the nine month
period and $523,737 for the three month period. In 2003, our operations resulted
in a net loss of  $6,406,609  for the nine month period and  $3,372,590  for the
three month period.  Our primary source of revenues is from operating leases. In
future  periods,  we  also  expect  that  operating  leases  will  be  our  most
significant  source of  revenues.  Depreciation  is related to  operating  lease
assets and thus, to operating lease revenues. We expect it to decrease in future
periods as leases  mature and as we sell the  related  lease  assets.  Our lease
rents and depreciation have decreased compared to 2002 as a result of sales over
the last year.

Asset  management  fees are based on our gross lease rents plus the  proceeds we
receive from the sales of lease assets.  They are limited to certain percentages
of lease rents,  distributions to members and certain other items. As assets are
sold, lease rents are collected and  distributions  are made to the members,  we
expect these fees to decrease.  These  factors gave rise to the decrease in fees
compared to 2002.

At  September  30,  2002,  we had total  outstanding  interest  bearing  debt of
$81,923,716.  As a result of  scheduled  debt  payments,  we have  reduced  that
balance to $62,494,149 at September 30, 2003.  This reduction in debt has caused
our interest expense to decrease compared to 2002.

During the first quarter of 2003, the Company entered into negotiations relating
to the early  termination  of an aircraft lease and the sale of the asset to the
lessee.  The  negotiations  were concluded in early April 2003 and the asset was
sold. As a result,  an  impairment  loss related to the aircraft was recorded in
the first quarter of 2003 in the amount of $1,890,861.

Due to continued declines in the markets for certain types of assets, during the
third quarter of 2003, we determined that the value of an aircraft  currently on
lease was  impaired  and a provision  was made  against  income in the amount of
$1,980,000.  In addition,  for the same reasons, we also determined that various
locomotives,  auto racks and aircraft that were off lease, were also impaired as
of September  30, 2003.  We recorded an  additional  provision  for  impairments
relating  to  those  assets  in the  third  quarter  of  2003 in the  amount  of
$1,178,909.

In the nine months ended  September 30, 2003, the Company  incurred  $954,559 of
maintenance  costs  relating  to  railcars.  In the third  quarter of 2003,  the
Company incurred  $148,379 of such costs.  These costs were incurred in order to
be able to place the  railcars on a new lease.  The costs did not  increase  the
useful life of the assets or increase their value in the marketplace. No similar
costs were incurred during the comparable periods ended September 30, 2002.


Item 3.  Quantitative and Qualitative Disclosures of Market Risk.

The Company,  like most other  companies,  is exposed to certain  market  risks,
including primarily changes in interest rates. The Company believes its exposure
to other market risks,  including foreign currency exchange rate risk, commodity
risk and equity price risk, are insignificant to both its financial position and
results of operations.

In general,  the Company manages its exposure to interest rate risk by obtaining
fixed rate debt. The fixed rate debt is structured so as to match the cash flows
required  to service  the debt to the  payment  streams  under  fixed rate lease
receivables.  The  payments  under the leases  are  assigned  to the  lenders in
satisfaction of the debt. Furthermore, the Company has historically been able to
maintain  a stable  spread  between  its cost of funds and lease  yields in both
periods  of  rising  and  falling  interest  rates.  Nevertheless,  the  Company
frequently funds leases with its floating rate line of credit and is, therefore,
exposed to interest  rate risk until fixed rate  financing is  arranged,  or the
floating  rate line of credit is repaid.  As of September  30,  2003,  there was
$11,300,000 outstanding on the floating rate line of credit.



                                       16
<PAGE>

The Company entered into a receivables  funding facility in 1999. Since interest
on the outstanding balances under the facility varies, the Company is exposed to
market risks associated with changing interest rates. To hedge its interest rate
risk, the Company enters into interest rate swaps that  effectively  convert the
underlying interest characteristic on the facility from floating to fixed. Under
the swap agreements, the Company makes or receives variable interest payments to
or  from  the  counterparty  based  on a  notional  principal  amount.  The  net
differential  paid or received by the Company is  recognized as an adjustment to
interest expense related to the facility  balances.  The amount paid or received
represents  the  difference  between the  payments  required  under the variable
interest  rate  facility  and the  amounts  due under the  facility at the fixed
(hedged) interest rate.

As of September 30, 2003,  borrowings on the facility were  $44,531,000  and the
associated  variable interest rate was 1.1071%.  The average fixed interest rate
achieved  with the swap  agreements  was 6.976% at  September  30,  2003.  As of
September 30, 2003,  the  estimated  fair value of the interest rate swaps was a
$3,389,226 liability.


Item 4.  Controls and procedures.

Internal Controls

As of September 30, 2003, an evaluation was performed  under the supervision and
with the participation of the Company's management, including the CEO and CFO of
the Managing  Member,  of the  effectiveness  of the design and operation of the
Company's  disclosure  controls and procedures.  Based on that  evaluation,  the
Company's  management,  including  the  CEO  and  CFO  of the  Managing  Member,
concluded that the Company's  disclosure  controls and procedures were effective
as of  September  30,  2003.  There  have  been no  significant  changes  in the
Company's internal controls or in other factors that could significantly  affect
internal controls subsequent to September 30, 2003.

Changes in internal controls

There have been no  significant  changes in our  internal  controls  or in other
factors that could  significantly  affect our disclosure controls and procedures
subsequent to the evaluation  date, nor were there any significant  deficiencies
or material weaknesses in our internal controls.

Evaluation of disclosure controls and procedures

Under the supervision and with the  participation  of our management,  including
the CEO and CFO, an evaluation of the  effectiveness of the design and operation
of the  Company's  disclosure  controls  and  procedures,  as  defined  in Rules
240.13a-14(c)  and  15d-14(c)  under  the  Securities  Exchange  Act of 1934 was
performed  as of a date  within  ninety  days  before  the  filing  date of this
quarterly  report.  Based upon this evaluation,  the CEO and CFO of the Managing
Member  concluded that, as of the evaluation  date, our disclosure  controls and
procedures were effective for the purposes of recording, processing, summarizing
and timely reporting  information  required to be disclosed by us in the reports
that we file under the Securities Exchange Act of 1934 and that such information
is  accumulated  and  communicated  to our  management  in order to allow timely
decisions regarding required disclosure.



                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings.

No material  legal  proceedings  are  currently  pending  against the Company or
against  any of its assets.  The  following  is a  discussion  of legal  matters
involving the Company but which do not represent  claims  against the Company or
its assets.

Emery Worldwide Airways, Inc.:

On January 25, 2002,  the Company  filed a complaint  against its lessee,  Emery
Worldwide  Airways,  Inc.,  for failure by the lessee to properly  maintain  the
condition  and  airworthiness  of the  aircraft on lease to the lessee,  and for
certain other  breaches and defaults by the lessee as alleged in the  complaint.
The  Company  has  claimed  stipulated  loss  value  damages  in the  amount  of
$5,648,173  as a result  of the  breaches  and  defaults  under the lease by the
lessee.  A motion for  summary  judgment on the  Company's  claims was filed the
summer of 2002, and an  unfavorable  ruling on the motion was handed down in the
fourth  quarter of 2002.  In March 2003,  ATEL  settled with Emery for an amount
equal to $1,300,000,  plus the value of the aircraft.  ATEL is currently  taking
steps to remarket the aircraft.



                                       17
<PAGE>

American Aircraft Consulting:

This is a suit  filed by ATEL  Equipment  Corporation  ("AEC")  on behalf of the
Company for breach of contract,  negligence,  rescission  and  restitution  as a
result  of a lien and claim by an  aircraft  inspection  firm for  approximately
$160,000. The claim was for fees filed against an aircraft owned by the Company,
and against the Company itself,  for services allegedly provided by the aircraft
inspection  company.  AEC successfully had the lien removed from the aircraft by
the FAA, and pursued its claims against the inspection  company for a release of
all current and future claims. AEC remained confident of its ultimate success in
this matter,  and in fact, settled the matter with a mutual dismissal of claims,
with prejudice.


Solectron:

This is a matter where the Company has declared  Solectron (a lessee) in default
for failure to pay rent in a timely manner,  and for other various  defaults.  A
claim was filed on August 29,  2002,  by the Managing  Member,  on behalf of the
Company, in the amount of $13,332,328.  The lessee filed a counter-claim against
the Company asserting unfair business practices. An additional demand letter was
issued by the Company on March 27,  2003,  alleging the failure of the lessee to
properly  maintain the  equipment it leased from the Company.  As a result of an
adverse  decision on a separate  matter with a similar legal principle at issue,
the  Compay   elected  to  dismiss  its  suit,  and   subsequently   obtained  a
corresponding  dismissal of Solectron's  counter-claim  The Company continues to
seek  resolution of its claims with the lessee as a negotiated  settlement.  The
Company  believes  that it has a  reasonable  basis for  success  of some of its
claims in this matter.


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)     Documents filed as a part of this report

   1.      Financial Statements
           Included in Part I of this report:

               Balance sheets, September 30, 2003 and December 31, 2002.

               Statements  of  operations  for the nine and three month  periods
               ended September 30, 2003 and 2002.

               Statements  of changes  in  members'  capital  for the year ended
               December 31, 2002 and for the nine month  period ended  September
               30, 2003.

               Statements  of cash  flows for the nine and three  month  periods
               ended September 30, 2003 and 2002.

               Notes to the financial statements

   2.      Financial Statement Schedules

               All other schedules for which provision is made in the applicable
               accounting  regulations of the Securities and Exchange Commission
               are  not  required   under  the  related   instructions   or  are
               inapplicable, and therefore have been omitted.

   3.      Other Exhibits

               99.1 Certification of Paritosh K. Choksi

               99.2 Certification of Dean L. Cash

               99.3 Certification  Pursuant to 18 U.S.C. section 1350 of Dean L.
               Cash

               99.4 Certification Pursuant to 18 U.S.C. section 1350 of Paritosh
               K. Choksi

   (b)     Report on Form 8-K

               None



                                       18
<PAGE>

                                   SIGNATURES


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

Date:
November 12, 2003

                      ATEL CAPITAL EQUIPMENT FUND VIII, LLC
                                  (Registrant)



          By: ATEL Financial Services LLC
              Managing Member of Registrant




                            By:    /s/ DEAN L. CASH
                                 -------------------------------------
                                 Dean Cash
                                 President and Chief Executive Officer
                                 of Managing Member




                            By:    /s/ PARITOSH K. CHOKSI
                                 -------------------------------------
                                 Paritosh K. Choksi
                                 Executive Vice President of
                                 Managing Member and Principal
                                 financial officer of registrant





          By:   /s/ DONALD E. CARPENTER
              --------------------------------------
              Donald E. Carpenter
              Principal accounting
              officer of registrant



                                       19
<PAGE>

Exhibit 99.1
                                 CERTIFICATIONS


I, Paritosh K. Choksi, certify that:

1. I have reviewed this quarterly report on Form 10-Q of ATEL Capital  Equipment
Fund VIII, LLC;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a) designed such disclosure controls and procedures to ensure that material
     information   relating  to  the  registrant,   including  its  consolidated
     subsidiaries,  is  made  known  to  us by  others  within  those  entities,
     particularly  during  the period in which  this  quarterly  report is being
     prepared;

     b) evaluated the effectiveness of the registrant's  disclosure controls and
     procedures  as of a date  within 90 days prior to the  filing  date of this
     quarterly report (the "Evaluation Date"); and

     c)  presented  in  this  quarterly   report  our   conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's   board  of  directors  (or  persons   performing   the  equivalent
functions):

     a) all  significant  deficiencies  in the design or  operation  of internal
     controls which could adversely affect the  registrant's  ability to record,
     process,  summarize and report  financial data and have  identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud,  whether or not material,  that involves  management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly report whether there were significant  changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.


Date:      November 12, 2003


  /s/ PARITOSH K. CHOKSI
-----------------------------
Paritosh K. Choksi
Principal financial officer of registrant, Executive Vice President of
Managing Member


                                       20
<PAGE>

Exhibit 99.2
                                 CERTIFICATIONS


I, Dean L. Cash, certify that:

1. I have reviewed this quarterly report on Form 10-Q of ATEL Capital  Equipment
Fund VIII, LLC;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a) designed such disclosure controls and procedures to ensure that material
     information   relating  to  the  registrant,   including  its  consolidated
     subsidiaries,  is  made  known  to  us by  others  within  those  entities,
     particularly  during  the period in which  this  quarterly  report is being
     prepared;

     b) evaluated the effectiveness of the registrant's  disclosure controls and
     procedures  as of a date  within 90 days prior to the  filing  date of this
     quarterly report (the "Evaluation Date"); and

     c)  presented  in  this  quarterly   report  our   conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's   board  of  directors  (or  persons   performing   the  equivalent
functions):

     a) all  significant  deficiencies  in the design or  operation  of internal
     controls which could adversely affect the  registrant's  ability to record,
     process,  summarize and report  financial data and have  identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud,  whether or not material,  that involves  management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly report whether there were significant  changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.


Date:      November 12, 2003


  /s/ DEAN L. CASH
-----------------------------
Dean L. Cash
President and Chief Executive Officer of
Managing Member


                                       21
<PAGE>

Exhibit 99.3
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection  with the Quarterly  report on Form 10Q of ATEL Capital  Equipment
Fund VIII, LLC, (the "Company") for the period ended September 30, 2003 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
and  pursuant  to 18  U.S.C.  ss.1350,  as  adopted  pursuant  to  ss.906 of the
Sarbanes-Oxley  Act of 2002, I, Dean L. Cash,  Chief  Executive  Officer of ATEL
Financial Services, LLC, managing member of the Company, hereby certify that:

1. The Report fully complies with the  requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

2. The  information  contained in the Report  fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.

Date:      November 12, 2003



  /s/ DEAN L. CASH
-----------------------------
Dean L. Cash
President and Chief Executive
Officer of Managing Member



                                       22
<PAGE>

Exhibit 99.4
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection  with the Quarterly  report on Form 10Q of ATEL Capital  Equipment
Fund VIII, LLC, (the "Company") for the period ended September 30, 2003 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
and  pursuant  to 18  U.S.C.  ss.1350,  as  adopted  pursuant  to  ss.906 of the
Sarbanes-Oxley  Act of 2002, I, Paritosh K. Choksi,  Chief Financial  Officer of
ATEL Financial  Services,  LLC,  managing member of the Company,  hereby certify
that:

1. The Report fully complies with the  requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

2. The  information  contained in the Report  fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.

Date:      November 12, 2003



  /s/ PARITOSH K. CHOKSI
-----------------------------
Paritosh K. Choksi
Executive Vice President of Managing
Member, Principal financial officer of registrant

                                       23
<PAGE>