<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
EXCHANGEACT OF 1934

    For the period ended September 30, 2001

                                      OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGEACT 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 jurisdiction of  (I.R.S. Employer
              incorporation or organization)  Identification No.)

                     Two North Riverside Plaza,        60606-2607
                             Suite 600,                (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>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS--continued


<TABLE>
<CAPTION>
                                 Comparative Cash Flow Results
                                   For the Nine Months Ended
                                  9/30/2001       9/30/2000
<S>                              <C>            <C>
--------------------------------------------------------------
Cash Flow (as defined in the
  Partnership Agreement)         $ 426,100      $    897,000
Items of reconciliation:
 Decrease in current assets         56,300            43,100
 Increase in current liabilities    67,700           153,700
--------------------------------------------------------------
Net cash provided by
  operating activities           $ 550,100      $  1,093,800
--------------------------------------------------------------
Net cash (used for) provided
  by investing activities        $(139,600)     $ 14,603,700
--------------------------------------------------------------
Net cash (used for) financing
  activities                     $(451,100)     $(13,883,700)
--------------------------------------------------------------
</TABLE>

The increase in Cash Flow (as defined in the Partnership Agreement) of $470,900
for the nine months ended September 30, 2001 when compared to nine months ended
September 30, 2000 was primarily due to the decrease in interest earned on the
Partnership's short-term investments, as previously discussed. In addition the
decrease was due to the income tax charged by the State of Tennessee, as
previously discussed.

The decrease in the Partnership's cash position of $40,600 for the nine months
ended September 30, 2001 was primarily the result of the distributions paid to
Partners and capital and tenant improvements exceeding net cash provided by
operating activities. Liquid assets, including cash, cash equivalents and
investments in debt securities, of the Partnership as of September 30, 2001 are
comprised of amounts held for working capital purposes.

Net cash provided by operating activities decreased by $543,700 for the nine
months ended September 30, 2001 when compared to the nine months ended
September 30, 2000. The decrease was primarily due to the decline in operating
results, as previously discussed. The decrease was also due to the timing of
the payment of certain expenses.

Net cash provided by (used for) investing activities changed from $14,603,700
for the nine months ended September 30, 2000 to $(139,600) for the nine months
ended September 30, 2001. The change was primarily due to the 2000 maturity of
the Partnership's investments in debt securities. The change was also due to an
increase in payments for capital and tenant improvements.

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

As of December 31, 2000, Walker Springs had approximately 65,100 square feet of
vacant space or 40% of its net leasable square footage ("NLS"). During 2001,
the Partnership entered into a lease agreement with a new tenant to occupy
approximately 24% of the NLS. This tenant's lease, which runs for ten years,
with tenant options for three additional five year periods, commences during
2001 with the Partnership to begin receiving monthly base rent of $19,500 in
early 2002. In accordance with the terms of this lease the Partnership will
incur approximately $180,000 of capital and tenant improvements.

The decrease in net cash used for financing activities of $13,432,600 for the
nine months ended September 30, 2001 as compared to the nine months ended
September 30, 2000 was primarily due to the special distribution of Brookwood
sale proceeds on May 31, 2000.

The Managing General Partner continues to review and evaluate projections of
future rental income in its determination of adequate levels of cash reserves
due to the anticipated capital and tenant improvements and leasing costs
necessary to be made at Walker Springs during the next several years. In
addition to Cash Flow (as defined in the Partnership Agreement) for the nine
months ended September 30, 2001, the Partnership utilized $40,600 of previously
retained Cash Flow (as defined in the Partnership Agreement).

Distributions of Cash Flow (as defined in the Partnership Agreement) to Limited
Partners for the quarter ended September 30, 2001 were declared in the amount
of $140,000, or $2.00 per Unit. Cash distributions are made 60 days after the
last day of each fiscal quarter. The amount of future distributions to Partners
will ultimately be dependent upon the performance of Walker Springs as well as
the Managing General Partner's determination of the amount of cash necessary to
supplement working capital reserves to meet future liquidity requirements of
the Partnership, including the costs associated with the re-tenanting of Walker
Springs. Accordingly, there can be no assurance as to the amounts of cash for
future distributions to Partners.


                                                                             3

<PAGE>

BALANCE SHEETS
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>
                                          September 30,
                                              2001      December 31,
                                           (Unaudited)      2000
            <S>                           <C>           <C>
            --------------------------------------------------------

            ASSETS
            Investment in commercial
              rental property:
             Land                          $ 1,784,700  $ 1,784,700
             Buildings and
               improvements                  5,827,100    5,687,500
            --------------------------------------------------------
                                             7,611,800    7,472,200
             Accumulated depreciation
               and amortization             (2,968,600)  (2,834,000)
            --------------------------------------------------------
             Total investment property,
               net of accumulated
              depreciation and
               amortization                  4,643,200    4,638,200
            Cash and cash equivalents        6,430,800    6,471,400
            Rents receivable                     4,300       56,100
            Other assets                         1,400        5,900
            --------------------------------------------------------
                                           $11,079,700  $11,171,600
            --------------------------------------------------------

            LIABILITIES AND PARTNERS' CAPITAL
            Liabilities:
             Accounts payable and accrued
               expenses                    $   335,000  $   270,100
             Due to Affiliates, net             41,400       38,800
             Distributions payable             171,100      155,600
             Security deposits                  30,500       30,500
             Other liabilities                     200           --
            --------------------------------------------------------
                                               578,200      495,000
            --------------------------------------------------------
            Partners' capital:
             General Partners                   50,100       50,100
             Limited Partners (70,000
               Units issued and
               outstanding)                 10,451,400   10,626,500
            --------------------------------------------------------
                                            10,501,500   10,676,600
            --------------------------------------------------------
                                           $11,079,700  $11,171,600
            --------------------------------------------------------
</TABLE>
STATEMENTS OF PARTNERS' CAPITAL
For the nine months ended September 30, 2001 (Unaudited)
and the year ended December 31, 2000
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>

                                General    Limited
                                Partners   Partners       Total
             <S>                <C>       <C>          <C>
             ------------------------------------------------------
             Partners' capital,
               January 1, 2000  $ 50,100  $10,282,000  $10,332,100
             Net income for
               the year ended
              December 31,
               2000               62,200      904,500      966,700
             Distributions for
               the year ended
              December 31,
               2000              (62,200)    (560,000)    (622,200)
             ------------------------------------------------------
             Partners' capital,
               December 31,
               2000               50,100   10,626,500   10,676,600
             Net income for
               the nine months
               ended
               September 30,
               2001               46,700      244,900      291,600
             Distributions for
               the nine months
               ended
               September 30,
               2001              (46,700)    (420,000)    (466,700)
             ------------------------------------------------------
             Partners' capital,
               September 30,
               2001             $ 50,100  $10,451,400  $10,501,500
             ------------------------------------------------------
</TABLE>

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

<PAGE>

STATEMENTS OF INCOME AND EXPENSES
For the quarters ended September 30, 2001 and 2000
(Unaudited)
(All dollars rounded to nearest 00s except per Unit amounts)

<TABLE>
<CAPTION>
                                                        2001     2000
         <S>                                          <C>      <C>
         --------------------------------------------------------------
         Income:
           Rental                                     $202,200 $154,700
           Interest                                     58,500  102,700
         --------------------------------------------------------------
                                                       260,700  257,400
         --------------------------------------------------------------
         Expenses:
           Depreciation and amortization                48,700   48,700
           Property operating:
             Affiliates                                     --      900
             Nonaffiliates                               6,300   26,000
           Real estate taxes                            41,100   32,500
           Insurance--Affiliate                          1,100    1,300
           Repairs and maintenance                       9,400    6,600
           General and administrative:
             Affiliates                                  5,900    1,600
             Nonaffiliates                              78,500   27,200
         --------------------------------------------------------------
                                                       191,000  144,800
         --------------------------------------------------------------
         Net income                                   $ 69,700 $112,600
         --------------------------------------------------------------
         Net income allocated to General Partners     $ 15,600 $ 15,600
         --------------------------------------------------------------
         Net income allocated to Limited Partners     $ 54,100 $ 97,000
         --------------------------------------------------------------
         Net income allocated to Limited Partners per
          Unit (70,000 Units outstanding)             $   0.77 $   1.39
         --------------------------------------------------------------
</TABLE>

STATEMENTS OF INCOME AND EXPENSES
For the nine months ended September 30, 2001 and 2000
(Unaudited)
(All dollars rounded to nearest 00s
except per Unit amounts)

<TABLE>
<CAPTION>
                                           2001      2000
<S>                                      <C>      <C>
------------------------------------------------------------
Income:
  Rental                                 $570,800 $  575,700
  Interest                                219,100    647,300
------------------------------------------------------------
                                          789,900  1,223,000
------------------------------------------------------------
Expenses:
  Depreciation and amortization           134,500    146,000
  Property operating:
    Affiliates                              3,400      8,100
    Nonaffiliates                          68,400     80,200
  Real estate taxes                       113,300    106,800
  Insurance--Affiliate                     13,900     13,900
  Repairs and maintenance                  22,400     18,600
  General and administrative:
    Affiliates                              9,700      6,900
    Nonaffiliates                         132,700     91,500
------------------------------------------------------------
                                          498,300    472,000
------------------------------------------------------------
Net income                               $291,600 $  751,000
------------------------------------------------------------
Net income allocated to General Partners $ 46,700 $   46,700
------------------------------------------------------------
Net income allocated to Limited Partners $244,900 $  704,300
------------------------------------------------------------
Net income allocated to Limited Partners
 per Unit (70,000 Units outstanding)     $   3.50 $    10.06
------------------------------------------------------------
</TABLE>
STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 2001 and 2000
(Unaudited)
(All dollars rounded to nearest 00s)

<TABLE>
<CAPTION>
                                             2001          2000
<S>                                       <C>          <C>
-----------------------------------------------------------------
Cash flows from operating activities:
  Net income                              $   291,600  $    751,000
  Adjustments to reconcile net
   income to net cash provided by
   operating activities:
    Depreciation and amortization             134,500       146,000
    Changes in assets and liabilities:
     Decrease in rents receivable              51,800        43,100
     Decrease in other assets                   4,500
     Increase in accounts payable
      and accrued expenses                     64,900       123,800
     Increase in due to Affiliates              2,600        30,100
     Increase (decrease) in other
      liabilities                                 200          (200)
-----------------------------------------------------------------
    Net cash provided by operating
     activities                               550,100     1,093,800
-----------------------------------------------------------------
Cash flows from investing activities:
  Decrease in investments in debt
   securities, net                                       14,610,800
  Payments for capital and tenant
   improvements                              (139,600)       (7,100)
-----------------------------------------------------------------
    Net cash (used for) provided by
     investing activities                    (139,600)   14,603,700
-----------------------------------------------------------------
Cash flows from financing activities:
  Distributions paid to Partners             (451,100)  (13,898,900)
  Increase in security deposits                    --        15,200
-----------------------------------------------------------------
    Net cash (used for) financing
     activities                              (451,100)  (13,883,700)
-----------------------------------------------------------------
Net (decrease) increase in cash and
 cash equivalents                             (40,600)    1,813,800
Cash and cash equivalents at the
 beginning of the period                    6,471,400       455,800
-----------------------------------------------------------------
Cash and cash equivalents at the end
 of the period                            $6,430,800   $  2,269,600
-----------------------------------------------------------------
</TABLE>

                                                                             5
   The accompanying notes are an integral part of the financial statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS
(Unaudited)
September 30, 2001

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 nine months ended September 30, 2001 are not necessarily
indicative of the operating results for the year ending December 31, 2001.

The Partnership has one reportable segment as the Partnership is in the
disposition phase of its life cycle, wherein it is seeking to liquidate its
remaining operating asset. Management's focus, therefore, is to prepare its
asset for sale and find a purchaser for its remaining asset when market
conditions warrant such an action.

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, 2000 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 nine months ended
September 30, 2001 and 2000, the General Partners were paid a Partnership
Management Fee and allocated Net Profits of $15,600 and $46,700, respectively.

6

<PAGE>

Fees and reimbursements paid and payable by the Partnership to Affiliates
during the quarter and nine months ended September 30, 2001 were as follows:

<TABLE>
<CAPTION>
                                               Paid
                                          ---------------
                                                   Nine
                                          Quarter Months  Payable
               <S>                        <C>     <C>     <C>
               --------------------------------------------------
               Asset management fees      $   --  $ 3,400    None
               Reimbursement of property
                 insurance premiums        1,200   13,900    None
               Real estate commission (a)   None     None  37,700
               Reimbursement of expenses,
                 at cost:
                --Accounting                  --       --   2,000
                --Investor communications  5,300    7,100   1,700
               --------------------------------------------------
                                          $6,500  $24,400 $41,400
               --------------------------------------------------
</TABLE>
(a)As of September 30, 2001, the Partnership owed $37,700 to the Managing
   General Partner for real estate commissions earned in connection with the
   sale of five of the warehouses comprising a portion of the Atlanta Gateway
   Park Industrial Center. These commissions have been accrued but not paid. In
   accordance with the Partnership Agreement, the Partnership will not pay the
   General Partners or any Affiliates a real estate commission from the sale of
   a Partnership property until Limited Partners have received cumulative
   distributions of Sale or Refinancing Proceeds equal to 100% of their
   Original Capital Contribution, plus a cumulative return (including all Cash
   Flow (as defined in the Partnership Agreement) which has been distributed to
   the Limited Partners from the initial date of investment) of 6% simple
   interest per annum on their Capital Investment.


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, 2000 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.

One of the Partnership's objectives is to dispose of its properties when market
conditions allow for the achievement of the maximum possible sale price. The
Partnership, in addition to being in the operation of properties phase, 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
The table below is a recap of certain operating results of Walker Springs Plaza
Shopping Center ("Walker Springs") for the quarters and nine months ended
September 30, 2001 and 2000. The discussion following the table should be read
in conjunction with the financial statements and notes thereto appearing in
this report.

<TABLE>
<CAPTION>
                       Comparative Operating Results (a)
                     For the Quarters   For the Nine Months
                           Ended               Ended
                    9/30/2001 9/30/2000 9/30/2001 9/30/2000
<S>                 <C>       <C>       <C>       <C>
-----------------------------------------------------------
Walker Springs Plaza Shopping Center
Rental revenues     $202,200  $154,700  $570,800  $574,600
-----------------------------------------------------------
Property net income $ 95,600  $ 39,500  $215,000  $204,400
-----------------------------------------------------------
Average occupancy        60%       52%       60%       60%
-----------------------------------------------------------
</TABLE>
(a)Excludes certain income and expense items which are either not directly
   related to individual property operating results such as interest income and
   general and administrative expenses or are related to properties disposed of
   by the Partnership prior to the periods under comparison.

Net income decreased by $42,900 and $459,400 for the quarter and nine months
ended September 30, 2001 when compared to the quartet and nine months ended
September 30, 2000, respectively. The decreases were primarily due to a
decrease in interest earned on the Partnership's short-term investments. The
decrease in interest income for the nine-month periods under comparison was
primarily due to a decrease in the average cash invested and to a lesser extent
a decrease in the rates earned on those investments. The decrease in interest
income for the quarterly periods under comparison was primarily due to the
decrease in rates earned on those investments. The decrease in net income was
also due to income taxes charged by the State of Tennessee related to the value
of the Partnership's investment in that state. The decrease in net income for
the quarterly periods under comparison was partially offset by improved
operating results at Walker Springs.

The following comparative discussion includes only the operating results of
Walker Springs.

Rental revenues increased by $47,500 or 30.7% for the quarter ended September
30, 2001 when compared to the quarter ended September 30, 2000, respectively.
The increases was primarily due to an increase in average occupancy. Rental
revenues remained relatively unchanged for the nine-month periods under
comparison.

Real estate tax expense increased by $8,600 and $6,500 for the quarter and nine
months ended September 30, 2001 when compared to the quarter and nine months
ended September 30, 2000, respectively. The increases were primarily the result
of refunds received in May and July 2000 for 1999 taxes.

Property operating expenses decreased by $23,200 and $13,100 for the quarter
and nine months ended September 30, 2001 when compared to the quarter and nine
months ended September 30, 2000, respectively. The decreases were primarily due
to a reduction in utilities and legal expenses.

All other expenses remained relatively unchanged for the periods under
comparison.

To increase and/or maintain occupancy levels at the Partnership's remaining
property, the Managing General Partner, through its asset and property
management groups, continues to take the following actions: 1) implementation
of marketing programs, including hiring of third-party leasing agents or
providing on-site leasing personnel, advertising, direct mail campaigns and
development of building brochures; 2) early renewal of existing tenants' leases
and addressing any expansion needs these tenants may have; 3) promotion of
local broker events and networking with local brokers; 4) networking with
national level retailers; 5) cold-calling other businesses and tenants in the
market area and 6) providing rental concessions or competitively pricing rental
rates depending on market conditions.

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. In
the interim, the Partnership continues to manage and maintain its remaining
property. 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.


2

<PAGE>

PART II. OTHER INFORMATION

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

(a) Exhibits: None

(b) Reports on Form 8-K:

There were no reports filed on Form 8-K during the quarter ended September 30,
2001.

8

<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: November 13, 2001
                                          By: _________________________________
                                                     DOUGLAS CROCKER II
                                             President and Chief Executive
                                                          Officer

                                                   /s/ PHILIP G. TINKLER
Date: November 13, 2001
                                          By: _________________________________
                                                     PHILIP G. TINKLER
                                             Vice President--Finance and
                                                         Treasurer

                                                                             9