<PAGE>

================================================================================

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549-1004

                               -----------------

                                   FORM 10-Q

                               -----------------

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

    For the period ended June 30, 2002

                                      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 0-12537

              First Capital Income Properties, Ltd.--Series VIII
            (Exact name of registrant as specified in its charter)

                      Florida                  59-2192277
                  (State or other           (I.R.S. Employer
                  jurisdiction of          Identification No.)
                 incorporation or
                   organization)

             Two North Riverside Plaza,        60606-2607
                    Suite 700,                 (Zip Code)
                 Chicago, Illinois
               (Address of principal
                executive offices)

                                (312) 207-0020
             (Registrant's telephone number, including area code)

                                Not applicable
  (Former name, former address and former fiscal year, if changed since last
                                    report)

Indicate by 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 [_]

Documents incorporated by reference:

The First Amended and Restated Certificate and Agreement of Limited Partnership
filed as Exhibit A to the Partnership's Prospectus dated July 28, 1982,
included in the Partnership's Registration Statement on Form S-11, is
incorporated herein by reference in Part I of this report.

================================================================================

<PAGE>

BALANCE SHEETS
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>
                                          June 30,
                                            2002     December 31,
                                         (Unaudited)     2001
             <S>                         <C>         <C>
             -----------------------------------------------------

             ASSETS
             Investment in commercial
               rental property:
              Land                       $            $ 1,784,700
              Buildings and improvements                5,875,800
             -----------------------------------------------------
                                                 --     7,660,500
              Accumulated depreciation
                and amortization                       (3,008,900)
             -----------------------------------------------------
              Total investment property,
                net of accumulated
                depreciation and
                amortization                     --     4,651,600
             Cash and cash equivalents    5,878,600     6,199,700
             Rents receivable                    --         4,200
             Other assets                    35,400        49,500
             -----------------------------------------------------
                                         $5,914,000   $10,905,000
             -----------------------------------------------------

             LIABILITIES AND PARTNERS' CAPITAL
             Liabilities:
              Accounts payable and
                accrued expenses         $  261,800   $   247,000
              Due to Affiliates               5,300        40,900
              Distributions payable          15,600       171,100
              Security deposits                  --        30,500
              Other liabilities              11,100            --
             -----------------------------------------------------
                                            293,800       489,500
             -----------------------------------------------------
             Partners' capital
              General Partners               61,300        50,100
              Limited Partners (70,000
                Units issued and
                outstanding)              5,558,900    10,365,400
             -----------------------------------------------------
                                          5,620,200    10,415,500
             -----------------------------------------------------
                                         $5,914,000   $10,905,000
             -----------------------------------------------------
</TABLE>

STATEMENTS OF PARTNERS' CAPITAL
For the six months ended June 30, 2002 (Unaudited) and the year ended December
31, 2001
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>
                                 General     Limited
                                 Partners    Partners      Total
           <S>                   <C>       <C>          <C>
           ---------------------------------------------------------
           Partners' capital,
             January 1, 2001     $ 50,100  $10,626,500  $10,676,600
           Net income for the
             year ended
             December 31,
             2001                  62,200      298,900      361,100
           Distributions for the
             year ended
             December 31,
             2001                 (62,200)    (560,000)    (622,200)
           ---------------------------------------------------------
           Partners' capital,
             December 31,
             2001                  50,100   10,365,400   10,415,500
           Net income for the
             six months ended
             June 30, 2002         26,800    1,204,400    1,231,200
           Distributions for the
             six months ended
             June 30, 2002        (15,600)  (6,010,900)  (6,026,500)
           ---------------------------------------------------------
           Partners' capital,
             June 30, 2002       $ 61,300  $ 5,558,900  $ 5,620,200
           ---------------------------------------------------------
</TABLE>


                                                                             3
   The accompanying notes are an integral part of the financial statements.

<PAGE>

STATEMENTS OF INCOME AND EXPENSES--
DISCONTINUED OPERATIONS
For the quarters ended June 30, 2002 and 2001
(Unaudited)
(All dollars rounded to nearest 00s except per Unit amounts)

<TABLE>
<CAPTION>
                                                     2002      2001
           <S>                                     <C>       <C>
           ---------------------------------------------------------
           Income:
             Rental                                $     --  $203,800
             Interest                                44,600    72,000
           ---------------------------------------------------------
                                                     44,600   275,800
           ---------------------------------------------------------
           Expenses:
             Depreciation and amortization               --    43,800
             Property operating:
               Affiliates                             2,500     1,300
               Nonaffiliates                          5,700    24,900
             Real estate taxes                           --    41,000
             Insurance--Affiliate                        --     9,200
             Repairs and maintenance                  1,900     5,900
             General and administrative:
               Affiliates                             3,500     2,300
               Nonaffiliates                         30,300    27,900
             Expenses related to sale of property    15,400
           ---------------------------------------------------------
                                                     59,300   156,300
           ---------------------------------------------------------
           Net (loss) income                       $(14,700) $119,500
           ---------------------------------------------------------
           Net (loss) income allocated to General
            Partners                               $   (100) $ 15,500
           ---------------------------------------------------------
           Net (loss) income allocated to Limited
            Partners                               $(14,600) $104,000
           ---------------------------------------------------------
           Net (loss) income allocated to Limited
            Partners per Unit (70,000 Units
            outstanding)                           $  (0.21) $   1.49
           ---------------------------------------------------------
</TABLE>

STATEMENTS OF INCOME AND EXPENSES--
 DISCONTINUED OPERATIONS
For the six months ended June 30, 2002 and 2001 (Unaudited)
(All dollars rounded to nearest 00s except per Unit amounts)

<TABLE>
<CAPTION>
                                                      2002      2001
          <S>                                      <C>        <C>
          ------------------------------------------------------------
          Income:
            Rental                                 $  174,100 $368,600
            Interest                                   75,800  160,600
            Other                                      37,700
            Gain on sale of property                1,118,500
          ------------------------------------------------------------
                                                    1,406,100  529,200
          ------------------------------------------------------------
          Expenses:
          Depreciation and amortization                31,000   85,800
            Property operating:
              Affiliates                                4,800    3,400
              Nonaffiliates                            30,800   62,100
            Real estate taxes                          23,600   72,200
            Insurance--Affiliate                        3,800   12,800
            Repairs and maintenance                     7,000   13,000
            General and administrative:
              Affiliates                                5,800    3,800
              Nonaffiliates                            68,100   54,200
          ------------------------------------------------------------
                                                      174,900  307,300
          ------------------------------------------------------------
          Net income                               $1,231,200 $221,900
          ------------------------------------------------------------
          Net income allocated to General Partners $   26,800 $ 31,100
          ------------------------------------------------------------
          Net income allocated to Limited Partners $1,204,400 $190,800
          ------------------------------------------------------------
          Net income allocated to Limited Partners
           per Unit (70,000 Units outstanding)     $    17.21 $   2.73
          ------------------------------------------------------------
</TABLE>

STATEMENTS OF CASH FLOWS
For the six months ended June 30, 2002 and 2001
(Unaudited)
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>
                                                     2002        2001
      <S>                                        <C>          <C>
      ----------------------------------------------------------------
      Cash flows from operating activities:
        Net income                               $ 1,231,200  $  221,900
        Adjustments to reconcile net income
         to net cash provided by operating
         activities:
          Gain on sale of property                (1,118,500)
          Depreciation and amortization               31,000      85,800
          Changes in assets and liabilities:
           Decrease in rents receivable                4,200      56,100
           Decrease in other assets                   14,100       4,500
           Increase in accounts payable
            and accrued expenses                      14,800      93,000
           (Decrease) increase in due to
            Affiliates                               (35,600)      2,000
           Increase in other liabilities              11,100         200
      ----------------------------------------------------------------
             Net cash provided by
              operating activities                   152,300     463,500
      ----------------------------------------------------------------
      Cash flows from investing activities:
        Proceeds from sale of property             5,855,800          --
        Payments for capital and tenant
         improvements                               (116,700)   (122,200)
      ----------------------------------------------------------------
             Net cash provided by (used
              for) investing activities            5,739,100    (122,200)
      ----------------------------------------------------------------
      Cash flows from financing activities:
        Distributions paid to Partners            (6,182,000)   (311,100)
        (Decrease) in security deposits              (30,500)         --
      ----------------------------------------------------------------
             Net cash (used for) financing
              activities                          (6,212,500)   (311,100)
      ----------------------------------------------------------------
      Net (decrease) increase in cash and
       cash equivalents                             (321,100)     30,200
      Cash and cash equivalents at the
       beginning of the period                     6,199,700   6,471,400
      ----------------------------------------------------------------
      Cash and cash equivalents at the end of
       the period                                $ 5,878,600  $6,501,600
      ----------------------------------------------------------------
</TABLE>


4
   The accompanying notes are an integral part of the financial statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS
(Unaudited)
June 30, 2002


1. Summary of significant accounting policies:

Definition of special terms:
Capitalized terms used in this report have the same meaning as those terms have
in the Partnership's Registration Statement filed with the Securities and
Exchange Commission on Form S-11. Definitions of these terms are contained in
Article III of the First Amended and Restated Certificate and Agreement of
Limited Partnership, which is included in the Registration Statement and
incorporated herein by reference.

Accounting policies:
The financial statements have been prepared in accordance with accounting
principles generally accepted in the United States ("GAAP"). The Partnership
utilizes the accrual method of accounting. Under this method, revenues are
recorded when earned and expenses are recorded when incurred. The Partnership
recognizes rental income that is contingent upon tenants' achieving specified
targets, only to the extent that such targets are attained.

Preparation of the Partnership's financial statements in conformity with GAAP
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.

The financial information included in these financial statements is unaudited;
however, in management's opinion, all adjustments (consisting of only normal,
recurring accruals) necessary for a fair presentation of the results of
operations for the periods included have been made. Results of operations for
the quarter and six months ended June 30, 2002 are not necessarily indicative
of the operating results for the year ending December 31, 2002.

The Partnership has one reportable segment as the Partnership is in the
disposition phase of its life cycle, wherein it is seeking to resolve
post-closing matters related to the properties sold by the Partnership.

Commercial rental property held for investment is recorded at cost, net of any
provisions for value impairment, and depreciated (exclusive of amounts
allocated to land) on the straight-line method over its estimated useful life.
Upon classifying a commercial rental property as held for disposition, no
depreciation or amortization of such property is provided for in the financial
statements. Lease acquisition fees are recorded at cost and amortized over the
life of the lease. Repair and maintenance costs are expensed as incurred;
expenditures for improvements are capitalized and depreciated over the
estimated life of such improvements.

The Partnership evaluates its rental property for impairment when conditions
exist which may indicate that it is probable that the sum of expected cash
flows (undiscounted) from a property is less than its estimated carrying basis.
Upon determination that an impairment has occurred, the carrying basis in the
rental property is reduced to its estimated fair market value. Management was
not aware of any indicator that would result in a significant impairment loss
during the periods reported.

Cash equivalents are considered all highly liquid investments with a maturity
of three months or less when purchased.

Reference is made to the Partnership's Annual Report for the year ended
December 31, 2001 for a description of other accounting policies and additional
details of the Partnership's financial condition, results of operations,
changes in Partners' capital and changes in cash balances for the year then
ended. The details provided in the notes thereto have not changed except as a
result of normal transactions in the interim or as otherwise disclosed herein.

2. Related party transactions:

In accordance with the Partnership Agreement, subsequent to December 23, 1982,
the Termination of the Offering, the General Partners are entitled to 10% of
Cash Flow (as defined in the Partnership Agreement), as a Partnership
Management Fee. In addition, Net Profits (exclusive of Net Profits from the
sale or disposition of Partnership properties) are allocated: first, to the
General Partners, in an amount equal to the greater of the General Partners'
Partnership Management Fee for such fiscal year, or 1% of such Net Profits; and
second, the balance, if any, to the Limited Partners. Net Profits from the sale
or disposition of a Partnership property are allocated: first, to the General
Partners and the Limited Partners with negative balances in their capital
accounts, pro rata in proportion to such respective negative balances, to the
extent of the total of such negative balances; second, to the General Partners,
in an amount necessary to make the aggregate amount of their capital accounts
equal to the greater of the Sale or Refinancing Proceeds to be distributed to
the General Partners with respect to the sale or disposition of such property
or 1% of such Net Profits; and third, the balance, if any, to the Limited
Partners. Net Losses (exclusive of Net Losses from the sale, disposition or
provision for value impairment of Partnership properties) are allocated 1% to
the General Partners and 99% to the Limited Partners. Net Losses from the sale,
disposition or provision for value impairment of Partnership properties are
allocated: first, to the extent that the balance in the General Partners'
capital accounts exceeds their Capital Investment or the balance in the capital
accounts of the Limited Partners exceeds the amount of their Capital Investment
(the "Excess Balances"), to the General Partners and the Limited Partners pro
rata in proportion to such Excess Balances until such Excess Balances are
reduced to zero; second, to the General Partners and the Limited Partners pro
rata in proportion to the balances in their respective capital accounts until
the balances in their capital accounts shall be reduced to zero; and third, the
balance, if any, 99% to the Limited Partners and 1% to the General Partners. In
all events there shall be allocated to the General Partners not less than 1% of
Net Profits and Net Losses from the sale, disposition or provision for value
impairment of a Partnership property. For the quarter and six months ended June
30, 2002, the General Partners were paid a Partnership Management Fee $0 and
$15,600, respectively. For the quarter and six months ended June 30, 2002 the
General Partners were allocated Net (Losses) Profits of $(100) and $26,800. For
the quarter and six months ended June 30, 2001, the General Partners were paid
a Partnership Management Fee and allocated Net Profits of $15,500 and $31,100,
respectively.

                                                                             5

<PAGE>

Fees and reimbursements paid and payable by the Partnership to Affiliates
during the quarter and six months ended June 30, 2002 were as follows:

<TABLE>
<CAPTION>
                                               Paid
                                          ---------------
                                                   Six
                                          Quarter Months  Payable
               <S>                        <C>     <C>     <C>
               --------------------------------------------------
               Asset management fees      $2,500  $ 4,800   None
               Reimbursement of property
                 insurance premiums           --    3,800   None
               Reimbursement of expenses,
                 at cost:
                --Accounting                  --    2,500  1,500
                --Investor communications     --    1,200  3,800
               --------------------------------------------------
                                          $2,500  $12,300 $5,300
               --------------------------------------------------
</TABLE>

3. Property Sale:

On March 15, 2002, the Partnership completed the sale of Walker Springs Plaza
Shopping Center for a sale price of $6,210,000. Net proceeds from this
transaction amounted to $5,855,800, was net of actual and estimated closing
expenses. The Partnership reported a gain for financial reporting purposes of
$1,118,500 for the six-months ended June 30, 2002 and distributed $5,870,900 or
$83.87 per Unit on May 31, 2002 to Limited Partners of record as of March 15,
2002. In accordance with FAS 144, the Partnership's Statements of Income and
Expenses are presented as discontinued Operations.




TRANSFER AGENT AND REGISTRAR
The Bank of New York
P.O. Box 7090
Troy, Michigan 48007-7090
(800) 447-7364


                [LOGO] FIRST CAPITAL
INCOME PROPERTIES, Ltd.
Series VII

                                              [GRAPHIC]

sponsored by FIRST CAPITAL
FINANCIAL LLC
             Two North Riverside
Plaza
             Chicago, Illinois
60606

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Reference is made to the Partnership's Annual Report for the year ended
December 31, 2001 for a discussion of the Partnership's business.

Statements contained in this Management's Discussion and Analysis of Financial
Condition and Results of Operations, which are not historical facts, may be
forward-looking statements. Such statements are subject to certain risks and
uncertainties, which could cause actual results to differ materially from those
projected. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as to the date hereof.

The Partnership is in the disposition of properties phase of its life cycle.
During the disposition phase of the Partnership's life cycle, comparisons of
operating results are complicated due to the timing and effect of property
sales. Partnership operating results are generally expected to decline as real
property interests are sold since the Partnership no longer receives the net
income generated from such properties.

Operations
Net income increased by $1,009,300 for the six months ended June 30, 2002 when
compared to the six months ended June 30, 2001. The increase was primarily due
to the sale of Walker Springs Plaza Shopping Center ("Walker Springs").
Exclusive of the gain on sale, net income decreased by $109,200 which was
primarily due to a decrease in interest earned on the Partnership's short-term
investments, which was due to a decrease in the rates earned on those
investments.

Net income (loss) changed from $119,500 for the quarter ended June 30, 2001 to
$(14,700) for the quarter ended June 30, 2002. The change was primarily due to
a decrease in interest earned on the Partnership's short-term investments and
the absence of results from Walker Springs due to its March 15, 2002 sale.

Operations at Walker Springs were reduced for the quarter and six-month periods
under comparison by its sale on March 15, 2002.

Liquidity and Capital Resources
One of the Partnership's objectives is to dispose of its properties when market
conditions allow for the achievement of the maximum possible sales price.
Notwithstanding the Partnership's intention relative to property sales, another
primary objective of the Partnership is to provide cash distributions to
Partners from Partnership operations. To the extent cash distributions exceed
net income, such excess distributions will be treated as a return of capital.
Cash Flow (as defined in the Partnership Agreement) is generally not equal to
net income or cash flows as determined by accounting principles generally
accepted in the United States ("GAAP"), since certain items are treated
differently under the Partnership Agreement than under GAAP. Management
believes that to facilitate a clear understanding of the Partnership's
operations, an analysis of Cash Flow (as defined in the Partnership Agreement)
should be examined in conjunction with an analysis of net income or cash flows
as determined by GAAP. The following table includes a reconciliation of Cash
Flow (as defined in the Partnership Agreement) to cash flow provided by
operating activities as determined by GAAP and are not indicative of actual
distributions to Partners and should not necessarily be considered as an
alternative to the results disclosed in the Statements of Income and Expenses
and Statements of Cash Flow.



<TABLE>
<CAPTION>
                                           Comparative Cash Flow Results
                                           For the Six Months Ended
                                            6/30/2002      6/30/2001
             <S>                           <C>             <C>
             -----------------------------------------------------------
             Cash Flow (as defined in the
               Partnership Agreement)      $   143,700     $ 307,700
             Items of reconciliation:
              Decrease in current assets        18,300        60,600
              (Decrease) increase in
                current liabilities             (9,700)       95,200
             -----------------------------------------------------------
             Net cash provided by
               operating activities        $   152,300     $ 463,500
             -----------------------------------------------------------
             Net cash provided by (used
               for) investing activities   $ 5,739,100     $(122,200)
             -----------------------------------------------------------
             Net cash (used for) financing
               activities                  $(6,212,500)    $(311,100)
             -----------------------------------------------------------
</TABLE>

The decrease in Cash Flow (as defined in the Partnership Agreement) of $164,000
for the six months ended June 30, 2002 when compared to six months ended June
30, 2001 was primarily due to the decrease in interest earned on the
Partnership's short-term investments, as previously discussed.

The decrease in the Partnership's cash position of $321,100 for the six months
ended June 30, 2002 was primarily the result of cash used for distributions to
Partners and capital and tenant improvements exceeding cash proceeds from the
sale of Walker Springs and net cash provided by operating activities. Liquid
assets, including cash and cash equivalents, of the Partnership as of June 30,
2002 are comprised of amounts held to resolve post-closing sale matters.

Net cash provided by operating activities decreased by $311,200 for the six
months ended June 30, 2002 when compared to the six months ended June 30, 2001.
The decrease was primarily due to decline in operating results, as previously
discussed. In addition, the decrease was due to the timing of the payment of
certain expenses.

Net cash (used for) provided by investing activities changed from $(122,200)
for the six months ended June 30, 2001 to $5,739,100 for the six months ended
June 30, 2002. The change was primarily due to the receipt of proceeds from the
sale of Walker Springs.

The Partnership has no financial instruments for which there are significant
market risks.

The increase in net cash used for financing activities of $5,901,400 for the
six months ended June 30, 2002 as compared to the six months ended June 30,
2001 was primarily due to the special distribution of Walker Springs sale
proceeds on May 31, 2002.

In connection with the sale of Walker Springs, the Partnership distributed
$5,870,900 or $83.87 per Unit on May 31, 2002 to Limited Partners of record as
of March 15, 2002. The Partnership does not anticipate making another
distribution until all post closing sale matters are resolved and the
Partnership liquidates.

2

<PAGE>

PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K:

(a) Exhibits: 99.1: Certification Of Periodic Financial Report Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002,
18 U.S.C. Section 1350.

(b) Reports on Form 8-K:

There were no reports filed on Form 8-K during the quarter ended June 30, 2002.

                                                                             7

<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.

                                          FIRST CAPITAL INCOME PROPERTIES,
                                            LTD.--SERIES VIII

                                          By: FIRST CAPITAL FINANCIAL LLC
                                             MANAGING GENERAL PARTNER

                                                /s/  DOUGLAS CROCKER II
Date: August 12, 2002
                                          By:  ______________________________
                                                     DOUGLAS CROCKER II
                                               President and Chief Executive
                                                          Officer

                                                 /s/  PHILIP G. TINKLER
Date: August 12, 2002
                                          By: _________________________________
                                                     PHILIP G. TINKLER
                                                Vice President--Finance and
                                                         Treasurer

8