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

                                    FORM 10-Q


     [x]  Quarterly  Report  Pursuant  to Section 13 or 15(d) of the  Securities
Exchange Act of 1934 for the

quarterly period ended                   June 30, 2005
                       ---------------------------------------------------------

     [ ]  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                               333-37504
                       ---------------------------------------------------------

                          ICON Income Fund Eight B L.P.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Delaware                                            13-4101114
--------------------------------------------------------------------------------
(State or other jurisdiction of            (IRS Employer Identification Number)
incorporation or organization)


 100 Fifth Avenue, New York, New York                        10011-1505
--------------------------------------------------------------------------------
 (Address of principal executive offices)                    (Zip code)


                                 (212) 418-4700
               Registrant's telephone number, including area code


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. [ x] Yes [ ] No

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Exchange Act Rule 12b-2). [ ] Yes [x] No

<PAGE>

                          ICON Income Fund Eight B L.P.
                                      Index

<TABLE>
<CAPTION>


PART I - FINANCIAL INFORMATION

<S>                                                                                      <C>
     Item 1.  Condensed Consolidated Financial Statements

         Condensed Consolidated Balance Sheets at June 30, 2005 (Unaudited) and
           December 31, 2004                                                               3-4

         Condensed Consolidated Statements of Operations for the three and six
           months ended June 30, 2005 and 2004 (Unaudited)                                   5

         Condensed Consolidated Statement of Changes in Partners' Equity for the
           six months ended June 30, 2005 (Unaudited)                                        6

         Condensed Consolidated Statements of Cash Flows for the six months
           ended June 30, 2005 and 2004 (Unaudited)                                       7-8

         Notes to Condensed Consolidated Financial Statements (Unaudited)                 9-12

     Item 2.  General Partner's Discussion and Analysis of Financial Condition and
       Results of Operations                                                             13-22

     Item 3.  Quantitative and Qualitative Disclosures About Market Risk                    22

     Item 4.  Controls and Procedures                                                       23

PART II - OTHER INFORMATION

     Item 1.  Legal Proceedings                                                             24

     Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                   24

     Item 3.  Defaults Upon Senior Securities                                               24

     Item 4.  Submission of Matters To A Vote of Security Holders                           24

     Item 5.  Other Information                                                             24

     Item 6.  Exhibits                                                                      24

         Signatures                                                                         25

         Certifications                                                                  26-29

</TABLE>

                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.  Condensed Consolidated Financial Statements


                         ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
                      Condensed Consolidated Balance Sheets

                                     ASSETS

                                              (Unaudited)
                                                June 30          December 31
                                                 2005               2004
                                                 ----              ----


Cash and cash equivalents                     $    836,058     $    1,249,480
                                              ------------     --------------

 Investments in finance leases:
    Minimum rents receivable                     4,618,983         10,440,930
    Estimated unguaranteed residual values         906,347          1,227,902
    Initial direct costs, net                       23,132             74,841
    Unearned income                               (320,402)          (840,885)
    Allowance for doubtful accounts                     -            (411,742)
                                              ------------    ---------------

      Net investments in finance leases          5,228,060         10,491,046
                                              ------------    ---------------

 Investments in operating leases:
    Equipment, at cost                         136,828,055        138,085,569
    Accumulated depreciation                   (45,529,559)       (39,597,336)
                                              ------------    ---------------

      Net investments in operating leases       91,298,496         98,488,233
                                              ------------    ---------------

 Investments in joint ventures                   6,245,927          5,308,848
 Due from General Partner and affiliates             1,089             14,071
 Investment in option, at cost                   2,100,000          2,100,000
 Other assets, net                               1,733,971          1,495,344
                                              ------------    ---------------

      Total assets                            $107,443,601    $   119,147,022
                                              ============    ===============

See accompanying notes to condensed consolidated financial statements.


                                       3
<PAGE>


                         ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
                      Condensed Consolidated Balance Sheets

                        LIABILITIES AND PARTNERS' EQUITY

<TABLE>
<CAPTION>

                                                             (Unaudited)
                                                                June 30        December 31
                                                                  2005             2004
                                                                  ----             ----




<S>                                                        <C>               <C>
Notes payable - non-recourse                               $   70,479,260    $   83,080,022
 Notes payable - recourse                                       5,835,000         3,225,000
 Due to General Partner and affiliates                             92,648           169,543
 Deferred rental income                                         2,087,886         1,036,168
 Equipment sales advances                                         475,446            72,600
 Security deposits and other liabilities                          730,971         1,145,673
 Minority interest                                                692,479           820,725
                                                          ---------------    --------------

    Total liabilities                                          80,393,690        89,549,731
                                                          ---------------    --------------

 Commitments and contingencies

 Partners' equity:
    General Partner                                              (379,591)         (354,117)
    Limited Partners: 743,279.34 units outstanding,
$100 per unit original issue price                             27,429,502        29,951,408
                                                          ---------------    --------------

    Total partners' equity                                     27,049,911        29,597,291
                                                          ---------------    ---------------

    Total liabilities and partners' equity                $   107,443,601    $  119,147,022
                                                          ===============    ==============
</TABLE>
See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>


                         ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                      Three Months Ended June 30,     Six Months Ended June 30,
                                                            2005         2004               2005        2004
                                                            ----         ----               ----        ----

Revenue:
<S>                                                <C>              <C>              <C>             <C>
    Rental income                                  $    4,973,605   $    4,923,369   $   10,112,212  $ 9,973,836
    Finance income                                        172,320          302,567          370,848      636,758
    Net gain (loss) on sales of equipment                  40,676         (189,898)        (137,053)    (673,228)
    Income from investments in joint ventures             124,691          167,396          264,087      267,618
    Gain from sale of investment in
      unguaranteed residual values                          4,671           98,232          320,097       98,232
    Interest and other income                             218,655              596          218,655       17,585
                                                   --------------   --------------   --------------  -----------

      Total revenue                                     5,534,618        5,302,262       11,148,846   10,320,801
                                                   --------------   --------------   --------------  -----------

 Expenses:
    Depreciation                                        3,322,670        3,939,169        6,730,058    7,944,609
    Interest                                            1,114,409        1,561,703        2,265,131    3,222,241
    Management fees - General Partner                     213,409          264,030          725,104      823,764
    Administrative expense reimbursements -
      General Partner                                      95,708          197,111          317,181      441,422
    Aircraft maintenance                                       -            61,920               -       171,180
    General and administrative                             58,176          253,309          560,449      609,034
    Amortization of initial direct costs                   15,451           37,471           33,237       77,794
    Bad debt expense                                           -                -                -       411,742
    Impairment loss                                            -           601,788               -       601,788
    Minority interest                                      28,668          (63,674)          61,912     (134,306)
                                                   --------------   --------------   --------------  ----------

      Total expenses                                    4,848,491        6,852,827       10,693,072   14,169,268
                                                   --------------   --------------   --------------  -----------

 Net income (loss)                                 $      686,127   $   (1,550,565)  $      455,774  $(3,848,467)
                                                   ==============   ==============   ==============  ===========

 Net income (loss) allocable to:
    Limited Partners                               $      679,266   $   (1,535,059)  $      451,216  $(3,809,982)
    General Partners                                        6,861          (15,506)           4,558      (38,485)
                                                   --------------  ---------------   --------------  -----------

                                                   $      686,127   $   (1,550,565)  $      455,774  $(3,848,467)
                                                   ==============   ==============   ==============  ===========

 Weighted average number of limited
    partnership units outstanding                         743,279          744,738          743,279      744,870
                                                   ==============   ==============   ==============  ===========

 Net income (loss) per weighted average
    limited partnership unit                       $         0.91   $        (2.06)  $         0.61  $     (5.12)
                                                   ==============   ==============   ==============  ===========

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

                                       5
<PAGE>
                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
         Condensed Consolidated Statement of Changes in Partners' Equity
                         Six Months Ended June 30, 2005
                                   (Unaudited)



<TABLE>
<CAPTION>
                                   Limited Partner Distributions
                                     (Per weighted average unit)                                               Total
                                        Return of    Investment            Limited           General          Partners'
                                         Capital      Income              Partners           Partner           Equity
                                         -------      ------              --------           -------           ------
<S>                                      <C>         <C>                  <C>                  <C>            <C>
Balance, January 1, 2005                                                  29,951,408          (354,117)       29,597,291

 Cash distributions to partners          $  3.39     $  0.61              (2,973,122)          (30,032)       (3,003,154)
 Net income                                                                  451,216             4,558           455,774
                                                                       -------------      ------------    --------------

Balance, June 30, 2005                                                 $  27,429,502      $   (379,591)   $   27,049,911
                                                                       =============      ============    ==============

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

                                       6
<PAGE>
                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Cash Flows
                            Six Months Ended June 30,
                                   (Unaudited)

<TABLE>
<CAPTION>

         Increase (decrease) in cash and cash equivalents
                                                                               2005                 2004
                                                                               ----                 ----

 Cash flows from operating activities
<S>                                                                    <C>                    <C>
    Net income (loss)                                                  $         455,774      $       (3,848,467)
    Adjustments to reconcile net income (loss)
      to net cash used in operating activities:
      Rental income paid directly to lenders by lessees                       (8,925,817)             (9,329,281)
      Interest expense on non-recourse financing
        paid directly to lenders by lessees                                    2,044,023               2,623,892
      Depreciation                                                             6,730,058               7,944,609
      Finance income paid directly to lenders by lessees                        (283,881)               (437,367)
      Net loss on sales of equipment                                             137,053                 673,228
      Income from investments in joint ventures                                 (264,087)               (267,618)
      Amortization of initial direct costs                                        33,237                  77,794
      Gain from sale of investment in unguaranteed residual values              (320,097)                (98,232)
      Bad debt expense                                                                -                  411,742
      Impairment loss                                                                 -                  601,788
      Minority interest                                                           61,912                (134,306)
    Changes in operating assets and liabilities:
      Collection of principal - non-financed receivables                         315,743                 767,355
      Due to/from General Partner and affiliates                                 (63,913)               (174,236)
      Other assets                                                              (149,435)                (88,866)
      Deferred rental income                                                      89,589                (111,048)
      Security deposits and other liabilities                                    (12,379)                506,707
                                                                       -----------------      ------------------

 Net cash used in operating activities                                          (152,220)               (882,306)
                                                                       -----------------      ------------------

 Cash flows from investing activities:
    Proceeds from sales of equipment                                             199,560               3,168,221
    Equipment sales advances                                                     475,446                 296,350
    Loans and advances to affiliates                                            (672,992)                     -
    Distributions to minority interest in joint venture                         (190,159)               (526,253)
    Proceeds from sale of investment in unguaranteed residual values             320,097                 507,818
    Distributions received from joint ventures                                       -                  437,548
                                                                       -----------------      ------------------

 Net cash provided by investing activities                                       131,952               3,883,684
                                                                       -----------------      ------------------

 Cash flows from financing activities:
    Cash distributions to partners                                            (3,003,154)             (3,010,089)
    Proceeds from recourse borrowings                                          2,610,000                      -
    Payment of non-recourse borrowings                                                -                  (73,046)
    Minority interest contribution                                                    -                   11,458
    Redemption of limited partnership units                                           -                  (50,355)
                                                                       -----------------      ------------------

 Net cash used in financing activities                                          (393,154)             (3,122,032)
                                                                       -----------------      ------------------

Net decrease in cash and cash equivalents                                       (413,422)               (120,654)
 Cash and cash equivalents, beginning of the period                            1,249,480               1,760,803
                                                                       -----------------      ------------------

 Cash and cash equivalents, end of the period                          $        836,058       $        1,640,149
                                                                       =================      ==================

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


                                       7
<PAGE>

                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
                 Condensed Consolidated Statements of Cash Flows
                            Six Months Ended June 30,
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                               2005            2004
                                                                               ----            ----

Supplemental disclosure of cash flow information:
<S>                                                                     <C>                   <C>
    Cash paid during the period for interest                            $        221,108      $    598,349
                                                                        ================      ============

 Supplemental disclosure of non-cash investing and financing activities:
    Principal and interest paid directly to lenders by lessees          $     11,246,379      $ 11,737,599
                                                                        ================      ============
    Transfer of investment in operating leases, net of accumulated
      depreciation , to equipment held for sale or lease                $           -         $ 35,761,800
                                                                        ================      ============
    Notes payable non-recourse relinquished
      with repossession of equipment                                    $      3,398,406      $       -
                                                                        ================      ============
    Joint venture interests acquired from affiliate in exchange
      for amounts owed, at fair value                                   $        672,992      $       -
                                                                        ================      ============

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

                                       8
<PAGE>


                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(1)    Basis of Presentation

     The accompanying condensed consolidated financial statements of ICON Income
Fund Eight B L.P (the  "Partnership")  have been  prepared  in  accordance  with
accounting  principles  generally  accepted in the United  States of America for
interim  financial  information and pursuant to the rules and regulations of the
Securities  and  Exchange  Commission  for Form 10-Q.  Accordingly,  they do not
include all of the information and footnotes  required by accounting  principles
generally  accepted  in the United  States of  America  for  complete  financial
statements.  In the opinion of management,  all adjustments  (consisting only of
normal recurring  accruals)  considered  necessary for a fair  presentation have
been included.  These condensed consolidated financial statements should be read
in conjunction with the consolidated  financial statements and notes included in
the  Partnership's  2004 Annual Report on Form 10-K. The results for the interim
period are not necessarily indicative of the results for the full year.

     The condensed consolidated financial statements include the accounts of the
Partnership and its majority owned subsidiaries.  All intercompany  accounts and
transactions have been eliminated in consolidation. The Partnership accounts for
its  interests  in minority  owned  joint  ventures  under the equity  method of
accounting.  In such cases, the Partnership's  original investments are recorded
at cost and  adjusted for its share of earnings,  losses and  distributions.  In
joint ventures where the  Partnership's  ownership  interest is majority  owned,
minority  interest  represents the minority  venturer's  proportionate  share of
their equity in the joint  venture.  The  minority  interest is adjusted for the
minority venturer's share of the earnings or loss of the joint venture.

(2)    Organization

     The  Partnership  was  formed on  February  7, 2000 as a  Delaware  limited
partnership. The Partnership is engaged in one business segment, the business of
acquiring  equipment  subject to lease.  The  Partnership  will  continue  until
December 31, 2017, unless terminated sooner.

     The  Partnership  is currently  in its  "reinvestment"  phase,  wherein the
Partnership  seeks  to  purchase  leased  equipment  from  time to time and will
continue in this phase into the fall of 2006. After the  "reinvestment  period,"
the  Partnership  will then begin to sell its assets in the  ordinary  course of
business during a time frame called the "disposition period." If the Partnership
believes it would be  beneficial  to reinvest the cash flow in equipment  during
the disposition  period, the Partnership may do so, but the General Partner will
not receive any additional fees in connection with such reinvestments.

     The General  Partner of the Partnership is ICON Capital Corp. (the "General
Partner"), a Connecticut  corporation.  The General Partner manages and controls
the  business  affairs  of the  Partnership's  equipment  leases  and  financing
transactions  under the terms of a management  agreement  with the  Partnership.
Additionally,   the  General  Partner  has  a  1%  ownership   interest  in  the
Partnership.

                                       9
<PAGE>
                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(2)    Organization - continued

     Profits,  losses, cash distributions and disposition proceeds are allocated
99% to the limited  partners  and 1% to the General  Partner  until each limited
partner has received cash distributions and disposition  proceeds  sufficient to
reduce  its  adjusted  capital  contribution  account to zero and  received,  in
addition, other distributions and allocations which would provide a 8% per annum
cumulative return on their outstanding  adjusted capital  contribution  account.
After such time, the distributions will be allocated 90% to the limited partners
and 10% to the General Partner.

     Certain  reclassifications  have  been made to the  accompanying  condensed
consolidated  financial  statements  for the three and six months ended June 30,
2004 to conform to the current period presentation.

(3)    Transactions with Related Parties

     In accordance with the terms of the Management  Agreement,  the Partnership
pays the General  Partner (i)  management  fees ranging from 1% to 7% based on a
percentage of the rentals received either directly by the Partnership or through
joint  ventures and (ii)  acquisition  fees of 3% calculated  based on the gross
value of the  transactions.  In addition,  the General Partner is reimbursed for
administrative   expenses   incurred  in  connection   with  the   Partnership's
operations.

     The  Partnership  has a net  payable in the  amount of  $91,559  due to the
General  Partner and  affiliates  at June 30, 2005.  The  Partnership  owed ICON
Income Fund Nine LLC ("Fund Nine")  $92,648 for advances made during prior years
to a joint venture,  ICON SPK 2023-A,  LLC formerly  consolidated with Fund Nine
and now consolidated with the Partnership.

     Fees and expenses paid or accrued by the Partnership to the General Partner
or its  affiliates  directly  or on  behalf  of  joint  ventures  in  which  the
Partnership  has an  interest  for the  period  ended  June 30,  2005 and  2004,
respectively, were as follows:


<TABLE>
<CAPTION>

                                   Three Months Ended               Six Months Ended
                                       June 30,                       June 30,
                                 2005             2004           2005         2004
                                 ----             ----           ----         ----

<S>                          <C>            <C>             <C>            <C>
 Management fees             $    213,409   $    264,030    $   725,104    $    823,764
 Administrative expense
    reimbursements                 95,708        197,111        317,181         441,422
                             ------------   ------------    -----------    ------------

                             $    309,117   $    461,141    $ 1,042,285    $  1,265,186
                             ============   ============    ==========     ============
</TABLE>

                                       10
<PAGE>
                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(4)    Line of Credit Agreement

     On May 30, 2002,  the  Partnership,  along with certain of its  affiliates;
ICON Cash Flow Partners L.P. Seven ("L.P. Seven"), ICON Income Fund Eight A L.P.
("Fund Eight A") and Fund Nine (collectively,  the "Initial Funds") entered into
a $17,500,000  line of credit  agreement with Comerica Bank.  Under the terms of
the line of credit  agreement,  the Initial Funds may borrow money from Comerica
Bank with all borrowings to be jointly and severally collateralized by (i) cash,
and (ii) the present values of certain rents  receivable and equipment  owned by
the Initial Funds.  Interest accrues on all outstanding balances, at an interest
rate equal to the Comerica  Bank base  interest rate plus 1% (which was 7.00% at
June 30,  2005).  Effective  August 5, 2004,  the line of credit  agreement  was
amended to add ICON Income Fund Ten LLC ("Fund Ten") as a borrower.  The Initial
Funds and Fund Ten are  collectively  referred to as the Borrowers.  The line of
credit agreement expires on December 30, 2005.

     The Initial Funds also entered into a Contribution Agreement, dated May 30,
2002,  as  subsequently  amended  to  include  Fund Ten,  pursuant  to which the
Borrowers have agreed to certain  restrictions on the amounts and terms of their
respective  borrowings  under the line of credit  agreement in order to minimize
the risk that a Borrower  would be unable to repay its allocable  portion of its
outstanding line of credit obligations at any time. These  restrictions  include
borrowing  in  excess  of the  lesser  of  (a) an  amount  each  Borrower  could
reasonably  expect to repay in one year from its projected cash flow, or (b) the
greater of (i) the borrowing  base, as defined in the line of credit  agreement,
as  applied  to such  and  (ii)  50% of the net  worth  of  such  Borrower.  The
Contribution  Agreement  provides  that,  in the event a Borrower pays an amount
under this agreement in excess of its allocable  share of the total  obligations
under the line of credit agreement,  whether by reason of an event or default or
otherwise,  the other Borrowers will immediately make a contribution  payment to
such Borrower and in such amount that the aggregate amount paid by each Borrower
reflects its  allocable  share of the  aggregate  obligations  under the line of
credit   agreement.   The  Borrowers'   obligations  to  each  other  under  the
Contribution Agreement are collateralized by a subordinate lien on the assets of
each participating Borrower.

     Effective March 8, 2005, the Borrowers  entered into a seventh amendment to
the line of credit  agreement with Comerica Bank.  This agreement  releases L.P.
Seven from all of its rights and obligations  under the line of credit agreement
dated  May 20,  2002.  As a  result,  L.P.  Seven  is no  longer  a party to the
$17,500,000 line of credit.

     Aggregate  borrowings by the Borrowers under the Loan Agreement amounted to
$8,805,000  at June  30,  2005.  The  Partnership  has  advances  of  $5,835,000
outstanding under this line of credit.

(5)    Recent Accounting Pronouncements

     Management does not believe that any recently issued, but not yet effective
accounting pronouncements, if currently adopted, would have a material effect on
the accompanying condensed consolidated financial statements.

                                       11
<PAGE>
                          ICON Income Fund Eight B L.P.
                        (A Delaware Limited Partnership)
              Notes To Condensed Consolidated Financial Statements
                                  June 30, 2005
                                   (Unaudited)

(6)    K-Mart Litigation

     On January  22,  2002,  K-Mart  Corporation  ("K-Mart")  and its  affiliate
debtors filed a voluntary petition in the United States Bankruptcy Court for the
Eastern  District of Illinois  (the  "Bankruptcy  Court")  seeking  relief under
Chapter 11 of the United States  Bankruptcy Code. The Partnership was the lessor
of  five  lease  schedules   representing  179  Noritsu   Optical/Digital  photo
processing  mini-labs located at K-Mart retail locations throughout the country.
Although  K-Mart emerged from Chapter 11 during 2004,  the Bankruptcy  Court has
retained jurisdiction over this matter.

     On June 21,  2005,  the  Bankruptcy  Court  officially  rejected one of the
Partnership's  five equipment  leases with K-Mart and the equipment was returned
to the Partnership.  Additionally,  the Bankruptcy Court awarded the Partnership
approximately  $220,000 for overdue property tax payments previously paid by the
Partnership.  This amount was received on July 5, 2005. At June 30, 2005, K-Mart
was current on their rental  payments for the  remaining  four  equipment  lease
schedules  which  consist  of  50  Noritsu   Optical/Digital   photo  processing
mini-labs.  K-Mart  refused to make the required lease payments to the lender on
the one  rejected  lease.  This  action put this one lease in  default  with the
lender and the lender  subsequentially  repossessed  the equipment.  On June 30,
2005, the Partnership,  in response to the equipment repossession by the lender,
removed the rejected equipment and related  non-recourse debt from its books and
recorded a net gain on sales of equipment of approximately $44,000.

                                       12
<PAGE>

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

     The  following is a  discussion  of our results of  operations  and current
financial  position.  This  discussion  should be read in  conjunction  with our
unaudited condensed consolidated financial statements and related notes included
elsewhere in this report and the audited  consolidated  financial statements and
related  notes  included  in our  Annual  Report on Form 10-K for the year ended
December 31, 2004.

     As used in this  quarterly  report on Form 10-Q,  references to "we," "us,"
"our"  or  similar  terms  include  ICON  Income  Fund  Eight  B  L.P.  and  its
consolidated subsidiaries.

     Forward-Looking  Information - The following discussion and analysis should
be read in conjunction with the audited  consolidated  financial  statements and
notes  included  in our annual  report on Form 10-K  dated  December  31,  2004.
Certain   statements   within  this  document  may  constitute   forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements are identified by words such as "anticipate,"  "believe,"
"estimate," "expects," "intend," "predict" or "project" and similar expressions.
We believe that the expectations  reflected in such  forward-looking  statements
are based on reasonable  assumptions.  Any such  forward-looking  statements are
subject to risks and  uncertainties  and our future results of operations  could
differ materially from historical results or current expectations. Some of these
risks  are  discussed  in  this  report,   and  include,   without   limitation,
fluctuations  in  petroleum  and  fuel  prices;  level  of  fleet  additions  by
competitors and industry overcapacity;  changes in capital spending by customers
in the cargo delivery industry;  changing customer demands for aircraft; acts of
terrorism;  unsettled political  conditions,  war, civil unrest and governmental
actions;  disease;  foreign currency  fluctuations;  and environmental and labor
laws. Our actual results could differ  materially from those anticipated by such
forward-looking  statements  due to a number  of  factors,  some of which may be
beyond our control, including, without limitation:

o    changes in our industry, interest rates or the general economy;

o    the degree and nature of our competition;

o    cash flows from operating  activities may be less than our current level of
     expenses and debt obligations;

o    the financial condition of lessees; and

o    lessee defaults.

     Business Overview

     We are an equipment  leasing  business formed on February 7, 2000. We began
active  operations on June 14, 2000. We are primarily engaged in the business of
acquiring  equipment  subject  to  lease  and,  to a  lesser  degree,  acquiring
ownership rights to items of leased equipment at lease  expiration.  Some of our
equipment  leases are acquired for cash and are expected to provide current cash
flow, which we refer to as "income"  leases.  The majority of the purchase price
of our other  equipment  leases will be financed,  so these leases will generate
little or no current cash flow because  substantially all of the rental payments
received from a lessee will be paid to a lender.  For these "growth" leases,  we
anticipate  that the future value of the leased  equipment  will exceed the cash
portion of the purchase  price paid for the  equipment.  We are currently in our
"reinvestment"  phase,  wherein we seek to purchase  equipment from time to time
through October 2006.

                                       13
<PAGE>

     We initially  invested  most of the net proceeds from our offering in items
of equipment subject to a lease.  Additional investments have been made with the
cash generated from our initial investments to the extent that such cash has not
been  needed  for  expenses,   reserves  and  distributions  to  investors.  The
investment in additional  equipment in this manner is called  "reinvestment." We
anticipate purchasing equipment from time to time until five years from the date
we completed  the offering of limited  partnership  interests,  which is October
2006. That time frame is called the  "reinvestment  period," which we may extend
for an  additional  three  years,  at our  discretion.  After the  "reinvestment
period," we will then sell our assets in the ordinary  course of business during
a time frame called the "disposition period."

     If we believe  it would  benefit  investors  to  reinvest  our cash flow in
equipment during the disposition  period,  we may do so, but the General Partner
will not receive any additional fees in connection with such reinvestments.  Our
goal is to complete the  disposition  period in three years after the end of the
reinvestment  period, but it may take longer to do so. Accordingly,  an investor
should expect to hold his units for at least 10 years from the time they invest.

     Substantially all of our recurring  operating cash flows are generated from
the income leases in our portfolio.  On a monthly basis,  we deduct the expenses
related to the  recurring  operations  of the  portfolio  from such revenues and
assess the amount of the  remaining  cash  flows that will be  required  to fund
known re-leasing costs and equipment  management  costs. Any residual  operating
cash flows are considered  available for  distribution  to the investors and are
paid monthly (up until the distribution period). We anticipate increases in cash
available for operating  distributions  to investors due to the  acquisition  of
more income leases.

     Our  current  portfolio,  which we hold either  directly  or through  joint
venture  investments  with  affiliates  and others,  consists  primarily  of the
following equipment subject to lease:

     Air Transportation Industry:

     We have a 90% interest in a McDonnell Douglas  DC-10-30F  aircraft on lease
with FedEx with an expiration  date of March 31, 2007. This lease may be renewed
for up to  five  years  thereafter.  Our  portion  of  the  purchase  price  was
approximately  $24,405,000,  comprised of  approximately  $2,615,000 in cash and
approximately $21,790,000 of non-recourse debt.

     We have a 100% interest in one Airbus A340-313X aircraft and a 50% interest
in a second Airbus A340-313X  aircraft,  both on lease to Cathay Pacific Airways
Limited ("Cathay") with expiration dates of March 31, 2006. We have entered into
preliminary  negotiations with Cathay regarding  possible lease extensions.  The
purchase price of the first aircraft was approximately $76,467,000, comprised of
approximately  $4,250,000 in cash and approximately  $72,217,000 of non-recourse
debt. Our portion of the purchase price of the second aircraft was approximately
$38,125,000,  comprised of  approximately  $2,125,000 in cash and  approximately
$36,000,000 of non-recourse debt.

     We have a 100%  interest in five  aircraft  engines on lease to TWA, LLC, a
subsidiary  of American  Airlines.  The lease is  scheduled to expire on May 28,
2008. The aggregate purchase price was $5,950,000 in cash.

     We have a 100%  interest  in one  flight  simulator  on  lease  to  British
Aerospace,  Inc. ("BAE"). The lease will expire on March 27, 2006, at which time
BAE may renew the lease for two additional  terms of one year each. The purchase
price was approximately  $12,892,000,  comprised of approximately  $2,062,000 in
cash and $10,830,000 of non-recourse debt.

                                       14
<PAGE>
     Information Technology Industry

     We  have a  100%  interest  in  four  schedules  consisting  of 50  Noritsu
Optical/Digital  photo processing  mini-labs  subject to lease with K-Mart.  The
lease  expiration  dates range between April 30, 2006 and January 31, 2007.  The
aggregate  purchase  price  for the  equipment  was  approximately  $18,234,000,
comprised of  approximately  $682,000 in cash and  approximately  $17,552,000 of
non-recourse debt.

     On January 22, 2002,  K-Mart and its  affiliate  debtors  filed a voluntary
petition in the  Bankruptcy  Court seeking relief under Chapter 11 of the United
States  Bankruptcy Code.  Although K-Mart emerged from bankruptcy last year, the
Bankruptcy Court has retained  jurisdiction  over this matter.

     On June 21, 2005, the Bankruptcy Court officially  rejected one of our five
equipment leases with K-Mart and the equipment was returned to us. Additionally,
the Bankruptcy Court awarded us approximately  $220,000 for overdue property tax
payments  previously  paid by us. This amount was  received on July 5, 2005.  At
June 30,  2005,  K-Mart was current on their rental  payments for the  remaining
four equipment lease schedules which consist of 50 Noritsu Optical/Digital photo
processing mini-labs.  K-Mart refused to make the required lease payments to the
lender on the one rejected lease. This action put this one lease in default with
the lender and the lender subsequentially repossessed the equipment. On June 30,
2005, in response to the equipment  repossession  by the lender,  we removed the
rejected  equipment and related  non-recourse debt from our books and recorded a
net gain on sales of equipment of approximately $44,000.

     Other Equipment

     We have a 96.73%  interest in ICON  Cheyenne  LLC.  ICON  Cheyenne LLC is a
joint venture which holds an equipment portfolio consisting of various equipment
leases,  including  over the road rolling  stock,  manufacturing  equipment  and
materials handling equipment.  The original  transaction involved acquiring from
Cheyenne  Leasing Company a portfolio of 119 leases,  of which 25 remain active,
with  expiration  dates ranging between July 2005 and March 2007. Our portion of
the purchase  price was  approximately  $29,706,000  comprised of  approximately
$11,401,000 in cash and approximately $18,305,000 of non-recourse debt.

     2005 Portfolio Activity:

     K-Mart Bankruptcy

     On June 21, 2005, the Bankruptcy Court officially  rejected one of our five
equipment leases with K-Mart and the equipment was returned to us. Additionally,
the Bankruptcy Court awarded us approximately  $220,000 for overdue property tax
payments  previously  paid by us. This amount was  received on July 5, 2005.  At
June 30,  2005,  K-Mart was current on their rental  payments for the  remaining
four equipment lease schedules which consist of 50 Noritsu Optical/Digital photo
processing mini-labs.  K-Mart refused to make the required lease payments to the
lender on the one rejected lease. This action put this one lease in default with
the lender and the lender subsequentially repossessed the equipment. On June 30,
2005, in response to the equipment  repossession  by the lender,  we removed the
rejected  equipment and related  non-recourse debt from our books and recorded a
net gain on sales of equipment of approximately $44,000.

     Economic and Industry Factors

     Our results continue to be impacted by a number of factors  influencing the
United States of America's  economy as well as the equipment  leasing  industry,
some of which are discussed below.

     United States Economy and the Leasing Industry

     The economy of the United States of America has been experiencing continued
growth  during  2005,  although  not at the pace  experienced  during  2004.  We
anticipate that capital  spending by  corporations  will continue to increase as
well, which should increase  available leases, and to that end, we believe there
will be more  opportunities  in this market.  We believe the leasing  industry's
outlook for the foreseeable  future is encouraging.  However, a key obstacle for
the equipment  leasing and finance  industry has been the continued low interest
rate  environment,  which reduces  leasing volume inasmuch as customers are more
prone to  purchase  than lease.  We are  optimistic  that the recent  pattern of
federal funds rate  increases  will continue over time,  causing more lessees to
return to the marketplace.  In June 2005, the Securities and Exchange Commission
(the "SEC")  issued a study  entitled  "Report and  Recommendations  Pursuant to
Section  401(c)  of  the   Sarbanes-Oxley  Act  of  2002  On  Arrangements  with
Off-Balance Sheet  Implications,  Special Purpose Entities,  and Transparency of
Filings by Issuers" (the "Study").  In the Study,  the SEC recommends that lease
accounting  procedures be re-evaluated.  Suggested  changes under the Study, and
the  continued  misperception,  stemming from Enron,  WorldCom and others,  that
leasing should not play a central role as a financing alternative,  may serve to
adversely affect our industry by deterring  potential  lessees from entering the
marketplace.

                                       15
<PAGE>

     Air Transportation Industry

     The global air  transportation  industry  has seen an increase in passenger
travel,  most  notably in the foreign  markets.  However,  profitability  varies
widely  among  different  carriers  in the  aviation  industry.  As a result  of
domestic  carriers  filing  for  bankruptcy  protection,  low-cost  and  foreign
carriers  are  increasing  their  market  share and  profits.  Yet,  even as the
industry  adapts to meet new standards in  cost-efficiency,  factors  beyond our
control may adversely affect the financial situation of third parties to whom we
lease  aircraft.  Crude  oil is a major  component  of jet fuel and a  sustained
period of crude oil prices at current  high levels or a  subsequent  increase in
crude oil prices represents a risk, both due to the potential negative impact on
worldwide economic growth as well as airline profitability as a result of higher
jet fuel prices.

     The domestic air cargo industry has experienced  growth due to the increase
in demand for air cargo  delivery  services.  Even though the air cargo industry
experienced  growth,  factors  beyond our control may  adversely  affect the air
cargo  industry and the  financial  situation of air cargo  providers to whom we
lease aircraft.  The air cargo industry is subject to economic conditions in the
domestic and international markets in which it operates.  Some of these economic
conditions  include  new  domestic  or  international   government   regulation,
including regulatory actions affecting aviation rights,  international conflicts
or  terrorist  activities  and  related  domestic  and  international   security
measures.  The air cargo  industry  is subject to  additional  economic  factors
including price competition from other providers,  customer demand,  rising fuel
prices, adverse weather conditions and natural disasters.

     Information Technology Industry

     The market for information  technology equipment is characterized by highly
competitive  and aggressive  pricing  practices,  frequent  introduction  of new
products,  short product life cycles,  evolving  industry  standards,  and rapid
adoption of technological and product advancements by competitors.  Thus, due to
the risk of technological  obsolescence over a short period of time, there is no
assurance  that we will be able to  locate a  willing  buyer or  lessee  for our
assets, or if one is located,  that the buyer or lessee will pay a price for the
asset at least equal to the appraised value.

     Critical Accounting Policies

     An  appreciation  of our  critical  accounting  policies  is  necessary  to
understand our financial results. These policies may require the General Partner
to make difficult and subjective  judgments  regarding  uncertainties,  and as a
result,  such  estimates may  significantly  impact our financial  results.  The
precision of these  estimates and the  likelihood of future  changes depend on a
number of underlying variables and a range of possible outcomes.  We applied our
critical accounting policies and estimation methods  consistently in all periods
presented.  We consider the following  accounting policies to be critical to our
business:

o        Lease classification and revenue recognition
o        Asset impairments
o        Depreciation

     Lease Classification and Revenue Recognition

     The equipment we lease to third  parties is classified  either as a finance
lease, a leveraged lease, or an operating lease,  which is determined based upon
the terms of each lease. Initial direct costs are capitalized and amortized over
the term of the related  lease for both a finance  lease and a leveraged  lease.
For an operating  lease, the initial direct costs are included as a component of
the cost of the equipment and depreciated.

     For finance leases, we record, at lease inception,  the total minimum lease
payments receivable from the lessee, the estimated  unguaranteed  residual value
of the equipment at lease  termination,  the initial direct costs related to the
lease and the related unearned income. Unearned income represents the difference
between the sum of the minimum  lease  payments  receivable  plus the  estimated
unguaranteed residual minus the cost of the leased equipment. Unearned income is
recognized as finance income ratably over the term of the lease.

     For leveraged leases, we record, at lease inception,  our net investment in
the equipment  which  consists of the minimum  lease  payments  receivable,  the
estimated  unguaranteed residual value of the equipment at lease termination and
the initial  direct costs related to the lease,  net of the unearned  income and
principal  and interest on the related  non-recourse  debt.  Unearned  income is
recognized  as income over the life of the lease at a constant rate of return on
the positive net investment.

                                       16
<PAGE>

     For operating leases, income is recorded as rental income and is recognized
on the straight line method over the lease term.

     Our General  Partner has an  investment  committee  that  approves each new
equipment  acquisition  and lease  transaction.  As part of their  process  they
determine the residual value to be used once the  acquisition has been approved.
The factors  considered in determining  the residual value include,  but are not
limited to, the  creditworthiness of the potential lessee, the type of equipment
being  considered,  how the equipment is integrated  into the potential  lessees
business,  the length of the lease and  industry in which the  potential  lessee
operates.  Residual  values are reviewed in accordance with our policy to review
all significant assets in our portfolio.

     Asset Impairments

     The significant assets in our asset portfolio are periodically reviewed, at
least  annually,  by  management,  to  determine  whether  events or  changes in
circumstances  indicate  that  the  carrying  value  of  an  asset  may  not  be
recoverable.  Management uses qualified third party  appraisers to assist in the
review process.  An impairment loss will be recognized if the carrying amount of
a  long-lived  asset is not  recoverable  and exceeds  its fair  value.  In such
circumstances,  we will estimate the future cash flows (undiscounted and without
interest  charges) expected to result from the use of the asset and its eventual
disposition.  Future cash flows are the cash inflows expected to be generated by
an asset  less the cash  outflows  expected  to be  necessary  to  obtain  those
inflows. An impairment loss will be measured as the amount by which the carrying
amount of a long-lived asset exceeds its fair value.

     The events or changes in  circumstances  which  generally  indicate that an
asset  may be  impaired  are (i) the  estimated  fair  value  of the  underlying
equipment  is less than our  carrying  value or (ii) the lessee is  experiencing
financial difficulties and it does not appear likely that the estimated proceeds
from the  disposition  of the asset will be  sufficient to satisfy the remaining
obligation  to the lender and our residual  position in the asset.  Generally in
the latter  situation,  the residual  position  relates to equipment  subject to
third party notes payable where the lessee remits their rental payments directly
to the lender and we do not recover our residual position until the note payable
is repaid in full.

     Depreciation

     We record  depreciation  expense on  equipment  classified  as an operating
lease.  In order to calculate  depreciation,  we first determine the depreciable
equipment cost,  which is the cost less estimated  residual value. The estimated
residual  value  is  our  estimate  of  the  value  of the  equipment  at  lease
termination.  The estimated residual value is reviewed annually,  by management,
to  determine  whether an  impairment  charge may be required.  Management  uses
qualified third party  appraisers to assist in the review process.  Depreciation
expense is recorded ratably over the term of the related lease.

     New Accounting Pronouncements

     Management does not believe that any recently issued, but not yet effective
accounting pronouncements, if currently adopted, would have a material effect on
the accompanying condensed consolidated financial statements.

     Results of  Operations  for the Three Months Ended June 30, 2005 (the "2005
Quarter") and 2004 (the "2004 Quarter")

                                       17
<PAGE>

     We are currently in our  reinvestment  period and  anticipate  entering our
disposition period during October 2006, unless we extend the reinvestment period
up to an additional three years.  While in the reinvestment  period, we continue
to look for equipment leases to purchase, either with cash or with a combination
of cash and financing.  As such, we expect our revenue will fluctuate due to our
selling some equipment leases while purchasing other equipment  leases.  We also
expect to have gains and losses  from the sales of  equipment  during  this time
period.  As for  expenses,  we  anticipate  interest  expense to decrease as our
outstanding debt decreases. If we enter into an equipment lease where we finance
a portion of the purchase price then interest expense will increase.

     Revenues for the 2005 Quarter and 2004 Quarter are summarized as follows:


<TABLE>
<CAPTION>
                                                 Three Months Ended June 30,
                                                   2005             2004         Change
                                                   ----             ----         ------

<S>                                           <C>             <C>             <C>
Total revenue                                 $   5,534,618   $  5,302,262    $   232,356
                                              =============   ============    ===========

Rental income                                 $   4,973,605   $  4,923,369    $    50,236
Finance income                                $     172,320   $    302,567    $  (130,247)
Net gain (loss) on sale of equipment          $      40,676   $   (189,898)   $   230,574
Income from investments in joint ventures     $     124,691   $    167,396    $   (42,705)
Gain from sale of investment
in unguaranteed residual values               $       4,671   $     98,232    $   (93,561)
Interest and other income                     $     218,655   $        596    $   218,059

</TABLE>

     Revenue for the 2005 Quarter increased  $232,356,  or 0.44%, as compared to
the 2004 Quarter.  During our reinvestment period, we anticipate fluctuations in
our rental  income and  finance  income  depending  on the type of leases in our
portfolio.  Our overall  revenue is consistent for both the 2005 Quarter and the
2004 Quarter. During the 2004 Quarter,  several of our finance leases terminated
and therefore our revenue will decrease in subsequent  periods.  During the 2004
Quarter,  ICON  Cheyenne,  sold a larger number of leased  equipment than in the
2005 Quarter.

     Expenses  for the 2005  Quarter  and the 2004  Quarter  are  summarized  as
follows:

<TABLE>
<CAPTION>

                                              Three Months Ended June 30,
                                                   2005         2004          Change
                                                   ----         ----          ------

<S>                                         <C>             <C>           <C>
    Total expenses                          $   4,848,491   $ 6,852,827   $   (2,004,336)
                                            =============   ===========   ===============

Depreciation                                $   3,322,670   $ 3,939,169   $     (616,499)
Interest                                    $   1,114,409   $ 1,561,703   $     (447,294)
Management fees - General Partner           $     213,409   $   264,030   $      (50,621)
Administrative expense
 reimbursements - General Partner           $      95,708   $   197,111   $     (101,403)
Aircraft maintenance                        $          -    $    61,920   $      (61,920)
General and administrative                  $      58,176   $   253,309   $     (195,133)
Amortization of initial direct costs        $      15,451   $    37,471   $      (22,020)
Impairment loss                             $          -    $   601,788   $     (601,788)
Minority interest                           $      28,668   $   (63,674)  $       92,342

</TABLE>

     Expenses for the 2005 Quarter decreased $2,004,336, or 29.2%, from the 2004
Quarter.  The  decreases in  depreciation,  interest  and  aircraft  maintenance
expense are all related to the sale of equipment in several joint ventures, ICON
Cheyenne  and ICON  Aircraft  24846,  during  2004.  During the 2004  Quarter we
recorded an impairment loss related to ICON Aircraft 24846 based on an appraisal
received for the aircraft in 2004 which was less than originally anticipated.

     Net Loss

     As a result of the factors  discussed  above, the net income (loss) for the
2005 Quarter and the 2004 Quarter was $686,127 and  $(1,550,565),  respectively.
The net income (loss) per weighted average limited  partnership unit outstanding
was $.91 and $(2.06) for the 2005 Quarter and the 2004 Quarter, respectively.

                                       18
<PAGE>

     Results of  Operations  for the Six Months  Ended June 30,  2005 (the "2005
Period") and 2004 (the "2004 Period")

         Revenues for the 2005 Period and 2004 Period are summarized as follows:


<TABLE>
<CAPTION>
                                              Six Months Ended June 30,
                                               2005                 2004             Change
                                               ----                 ----             -----

<S>                                     <C>                  <C>                 <C>
Total revenue                           $     11,148,846     $    10,320,801     $      828,045
                                        ================     ===============     ==============

Rental income                           $     10,112,212     $     9,973,836     $      138,376
Finance income                          $        370,848     $       636,758     $     (265,910)
Net loss on sale of equipment           $       (137,053)    $      (673,228)    $      536,175
Income from investments
   in joint ventures                    $        264,087     $       267,618     $       (3,531)
Gain from investments in
   unguaranteed residual values         $        320,097     $        98,232     $      221,865
Interest and other income               $        218,655     $        17,585     $      201,070

</TABLE>

     Revenue for the 2005 Period  increased  $828,045,  or 0.80%, as compared to
the 2004 Period.  During our reinvestment  period we anticipate  fluctuations in
our rental  income and  finance  income  depending  on the type of leases in our
portfolio.  During the 2004 Period, several of our finance leases terminated and
therefore  our revenue  will  decrease in  subsequent  periods.  During the 2005
Period and the 2004 Period one of our wholly owned subsidiaries,  ICON Cheyenne,
sold a portion  of its lease  portfolio  and  incurred  losses.  During the 2004
Period ICON Cheyenne sold a larger number of leased  equipment  than in the 2005
Period.  During  the  2005  Period  we  recognized  a gain  from the sale of our
investments in unguaranteed  residual values from the sale of equipment on lease
to W.H. Smith. We had fewer related sales during the 2004 Period.

         Expenses for the 2005 Period and the 2004 Period are summarized as
follows:

<TABLE>
<CAPTION>
                                               Six Months Ended June 30,
                                               2005                2004          Change
                                               ----                ----          ------

<S>                                          <C>           <C>                <C>
 Total expenses                              $10,693,072   $    14,169,268    $ (3,476,196)
                                             ===========   ===============    =============

 Depreciation                                $ 6,730,058   $     7,944,609    $ (1,214,551)
 Interest                                    $ 2,265,131   $     3,222,241    $   (957,110)
 Management fees - General Partner           $   725,104   $       823,764    $    (98,660)
 Administrative expense
  reimbursement - General Partner            $   317,181   $       441,422    $   (124,241)
 Aircraft maintenance                        $        -    $       171,180    $   (171,180)
 General and administrative                  $   560,449   $       609,034    $    (48,585)
 Amortization of initial direct costs        $    33,237   $        77,794    $    (44,557)
 Bad debt expense                            $        -    $       411,742    $   (411,742)
 Impairment loss                             $        -    $       601,788    $   (601,788)
 Minority interest                           $    61,912   $      (134,306)   $    196,218

</TABLE>

     Expenses for the 2005 Period decreased $3,476,196,  or 24.5%, from the 2004
Period. The decreases in depreciation, interest and aircraft maintenance expense
are all  related  to the  sale of  equipment  in  several  of our  wholly  owned
subsidiaries,  ICON  Cheyenne and ICON Aircraft  24846,  during the 2004 Period.
During  the 2004  Period we  recorded  bad debt  expense  related  to one K-Mart
equipment  lease  schedule that K-Mart had been  attempting to reject as part of
its bankruptcy proceeding. During the 2004 Period we recorded an impairment loss
related to ICON Aircraft  24846 based on an appraisal  received for the aircraft
in 2004 which was less than originally anticipated.

                                       19
<PAGE>

     Net Loss

     As a result of the factors  discussed  above, the net income (loss) for the
2005 Period and the 2004 Period was $455,774 and $(3,848,467), respectively. The
net income (loss) per weighted average limited  partnership unit outstanding was
$0.61 and $(5.12) for the 2005 Period and the 2004 Period, respectively.

     Liquidity and Capital Resources

     Sources of Cash

     We  believe  that with the cash we have  currently  available,  cash  being
generated from our leases, and proceeds from equipment sales and equipment sales
advances,   we  have  sufficient  cash  to  continue  our  operations  into  the
foreseeable future.

     During  the six months  ended  June 30,  2005,  we  received  approximately
$1,310,000 from our non-financed  equipment leases,  approximately $675,000 from
the proceeds from equipment sales and equipment sales advances and approximately
$2,600,000  from our line of  credit.  Our  primary  use of cash  during the six
months ended June 30, 2005 was cash  distributions  to partners of approximately
$3,003,000 and advances to affiliates of approximately $673,000.

     Financings and Borrowings

     We have both  non-recourse  debt and recourse  debt at June 30,  2005.  Our
non-recourse debt consists of notes payable in which the lenders have a security
interest in the equipment and an  assignment  of the rental  payments  under the
leases.  The lenders are being paid  directly by the lessees.  Our  non-recourse
debt accrues  interest at rates ranging from 4.035% per year to 10.05% per year.
The outstanding  balances of our non-recourse notes payable at June 30, 2005 was
$70,479,260.

     We and certain of our affiliates,  specifically  L.P. Seven,  Fund Eight A,
and Fund Nine  (collectively,  the "Initial Funds"),  entered into a $17,500,000
line of credit  agreement  with  Comerica  Bank as of May 30, 2002,  as amended.
Under the terms of the line of credit  agreement,  the Initial  Funds may borrow
money  from  Comerica  Bank with all  borrowings  to be  jointly  and  severally
collateralized  by (i) cash  and  (ii)  the  present  values  of  certain  rents
receivable  and equipment  owned by the Initial Funds.  Interest  accrues on all
outstanding  balances,  at an  interest  rate  equal to the  Comerica  Bank base
interest rate plus 1% (together is 7.00% at June 30, 2005).  Effective August 5,
2004,  the line of credit  agreement  was amended to add Fund Ten as a borrower.
The Initial Funds and Fund Ten are  collectively  referred to as the  Borrowers.
The line of credit agreement expires on December 30, 2005.

     The Initial  Funds  entered into a  Contribution  Agreement,  dated May 30,
2002,  as  subsequently  amended  to  include  Fund Ten,  pursuant  to which the
Borrowers have agreed to certain  restrictions on the amounts and terms of their
respective  borrowings  under the line of credit  agreement in order to minimize
the risk that a  Borrower  would be unable to repay  its  allocable  portion  of
outstanding line of credit obligations at any time. These  restrictions  include
borrowing  in  excess  of the  lesser  of  (a) an  amount  each  Borrower  could
reasonably  expect to repay in one year from its projected cash flow, or (b) the
greater of (i) the borrowing  base, as defined in the line of credit  agreement,
as  applied  to such  and  (ii)  50% of the net  worth  of  such  Borrower.  The
Contribution  Agreement  provides  that,  in the event a Borrower pays an amount
under this agreement in excess of its allocable  share of the total  obligations
under the line of credit agreement,  whether by reason of an event or default or
otherwise,  the other Borrowers will immediately make a contribution  payment to
such Borrower and in such amount that the aggregate amount paid by each Borrower
reflects its  allocable  share of the  aggregate  obligations  under the line of
credit   agreement.   The  Borrowers'   obligations  to  each  other  under  the
Contribution Agreement are collateralized by a subordinate lien on the assets of
each participating Borrower.

     Effective March 8, 2005, the Borrowers  entered into a seventh amendment to
the line of credit  agreement with Comerica Bank.  This Agreement  releases L.P.
Seven from all of its obligations under the line of credit agreement dated as of
May 30, 2002. As a result,  L.P.  Seven is no longer a party to the  $17,500,000
line of credit.

                                       20
<PAGE>

     Aggregate  borrowings  by all  Funds  under  the line of  credit  agreement
amounted to  $8,805,000  at June 30,  2005.  We  currently  have  $5,835,000  of
borrowings under this line of credit.

     Distributions

     We pay monthly  distributions  to our limited  partners  beginning with the
first month after the limited partners' admission through the termination of the
operating  period,  which  we  anticipate  will be  October  16,  2006.  We paid
distributions  to limited  partners  for the six months  ended June 30,  2005 of
$2,973,122.  We paid  distributions  to General Partner for the six months ended
June 30, 2005 $30,032.

     Commitments

     At June 30, 2005,  we are parties to both recourse and  non-recourse  debt.
The lenders have security  interests in equipment  relating to the  non-recourse
debt and an assignment of the rental  payments  under the leases.  If the lessee
were to default on the non-recourse debt, the equipment would be returned to the
lender in  satisfaction of the  non-recourse  debt. The recourse debt relates to
the Comerica Bank line of credit which is more fully discussed in the financings
and borrowings section above.

     Risks and Uncertainties

     At June 30, 2005,  except as noted above in the Business  Overview  section
and listed below, there were no known trends or demands, commitments,  events or
uncertainties which are likely to have a material effect on our liquidity.

     Set forth below and elsewhere in this report and in other documents we file
with the Securities and Exchange  Commission  are risks and  uncertainties  that
could  cause  our  actual  results  to  differ   materially   from  the  results
contemplated  by the  forward-looking  statements  contained  in this report and
other periodic statements we make, including but not limited to, the following:

o    The Partnership's operations are subject to the jurisdiction of a number of
     federal  agencies,  including  the  Federal  Aviation  Administration.  New
     regulatory  rulings  may  negatively  impact  the  Partnership's  financial
     results and economic value of its assets.

o    As a result of the cyclical behavior in the information technology industry
     and its focus on the consumer,  all  manufacturers are vulnerable to market
     down  turns.  Regardless  of  the  product  being  offered,  the  intrinsic
     boom-bust  nature  of  the  technology  sector   challenges   companies  to
     constantly  try to  improve  and/or  create  innovative  changes  in  their
     products,  aggressively  pushing the current  equipment into  obsolescence.
     There is no  assurance  that we will be able to locate a  willing  buyer or
     lessee for our assets, or if one is located,  that the buyer or lessee will
     pay a price for the asset at least equal to the appraised value.

o    We and our affiliates  are engaged  directly and indirectly in the business
     of acquiring equipment subject to lease. Our affiliates may have investment
     objectives  similar  to ours and may be in a position  to acquire  the same
     equipment  at the same  time as us. As a result,  we may  compete  with our
     affiliates  for leases and such leases may be allocated  to our  affiliates
     instead of us. Any decisions regarding conflicts in allocating leases among
     us and our affiliates will be made by an investment  committee  taking into
     consideration such things as whether:

     o    the required cash  investment  is greater than the cash  available for
          investment  and the  length of time  each  business  has been  seeking
          investments;

     o    the  amount of debt to be  incurred  or assumed  from the  prospective
          transaction   would  result  in  total   indebtedness  that  is  above
          acceptable levels for the business;

     o    the type or  geographic  location of the  equipment  would result in a
          concentration in the business that is above acceptable levels;

     o    the lease expiration date is beyond the date by which the existence of
          the businesses will end;

     o    the lessee's credit quality  satisfies the objectives of the business,
          including  whether the  addition of such lessee would result in credit
          concentration that is above acceptable levels for the business; and

                                       21
<PAGE>

     o    the amount and timing of any scheduled  rental income  facilitates the
          cash distribution objectives of the business.

o    The equipment leasing industry is highly competitive.  When seeking leasing
     transactions  for  acquisition or sale, we compete with leasing  companies,
     manufacturers  that lease their products  directly,  equipment  brokers and
     dealers  and  financial   institutions,   including  commercial  banks  and
     insurance  companies.  Many competitors are larger than us and have greater
     financial resources than we do.

     Inflation and Interest Rates

     The potential  effects of inflation on us are difficult to predict.  If the
general economy experiences  significant rates of inflation,  it could affect us
in a number of ways. We do not currently have or expect to have rent  escalation
clauses tied to inflation in our leases.  The anticipated  residual values to be
realized  upon the sale or re-lease of equipment  upon lease  terminations  (and
thus the overall  cash flow from our  leases)  may be expected to increase  with
inflation as the cost of similar new and used equipment increases.

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

Item 3. Qualitative and Quantitative Disclosures About Market Risk

     We, like most other companies,  are exposed to certain market risks,  which
includes changes in interest rates and the demand for equipment (and the related
residuals)  owned by us. We believe  that our  exposure to other  market  risks,
including foreign currency  exchange rate risk,  commodity risk and equity price
risk, are  insignificant,  at this time, to both our financial  position and our
results of operations.

     In general, we manage our 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. We may finance  leases with a floating  interest rate
and we are therefore exposed to interest rate risk until fixed rate financing is
arranged.

     We borrow  funds  under a floating  rate line of credit  and are  therefore
exposed to interest  rate risk until the floating rate line of credit is repaid.
We had $5,835,000 outstanding under the floating rate line of credit at June 30,
2005.

                                       22
<PAGE>

Item 4.  Controls and Procedures

     Evaluation of disclosure controls and procedures

     We  carried  out  an  evaluation,   under  the  supervision  and  with  the
participation  of  management  of  ICON  Capital  Corp.,  our  General  Partner,
including the Chief Executive Officer and the Principal Financial and Accounting
Officer,  of the  effectiveness  of the design and  operation of our  disclosure
controls  and  procedures  as of the end of the period  covered  by this  report
pursuant to the  Securities  Exchange  Act of 1934.  Based upon the  evaluation,
except as noted below, the Chief Executive  Officer and the Principal  Financial
and Accounting  Officer  concluded  that our disclosure  controls and procedures
were effective.

     While evaluating our disclosure  controls and procedures we recognized that
greater internal  controls were needed to aid in a more efficient closing of our
financial  statements,  thereby requiring  additional  skilled accounting staff.
Towards the end of the third  quarter of 2004,  the General  Partner hired a new
senior vice president of accounting and the General Partner is in the process of
seeking  additional  accounting staff in order to better effectuate our internal
controls. We will continue to evaluate our disclosure controls and procedures to
determine their effectiveness and adequacy and will take the steps necessary, in
our opinion, to ensure the adequacy of our disclosure controls and procedures.

     In designing and  evaluating  our disclosure  controls and  procedures,  we
recognized that disclosure controls and procedures, no matter how well conceived
and operated,  can provide only  reasonable,  not absolute,  assurance  that the
objectives of the  disclosure  controls and  procedures  are met. Our disclosure
controls  and  procedures  have  been  designed  to  meet  reasonable  assurance
standards. Disclosure controls and procedures cannot detect or prevent all error
and fraud.  Some  inherent  limitations  in disclosure  controls and  procedures
include  costs of  implementation,  faulty  decision-making,  simple  error  and
mistake.  Additionally,  controls can be  circumvented by the individual acts of
some persons,  by collusion of two or more people, or by management  override of
the  controls.  The design of any system of  controls  is based,  in part,  upon
certain  assumptions about the likelihood of future events,  and there can be no
assurance  that any design will succeed in achieving  its stated goals under all
anticipated and unanticipated future conditions.  Over time, controls may become
inadequate  because of changes in conditions,  or the degree of compliance  with
established policies or procedures.

     Our General Partner's Chief Executive  Officer and Principal  Financial and
Accounting  Officer have determined that no weakness in disclosure  controls and
procedures  had any  material  effect on the accuracy  and  completeness  of the
Company's financial reporting and disclosure included in this report.

                                       23
<PAGE>
                           PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

     In the ordinary  course of conducting  our  business,  there may be certain
claims, suits and complaints filed against us. In the opinion of management, the
outcome  of such  matters,  if any,  will  not  have a  material  impact  on our
consolidated  financial  position or results of  operations.  No material  legal
proceedings are currently pending or threatened, to our knowledge, against us or
against any of our assets, except as stated below.

     On January 22, 2002,  K-Mart and its  affiliate  debtors  filed a voluntary
petition in the  Bankruptcy  Court seeking relief under Chapter 11 of the United
States   Bankruptcy   Code.  The  Partnership  is  the  lessor  of  179  Noritsu
Optical/Digital  photo  processing  mini-labs  located at Kmart retail locations
throughout the country.

     On June 21, 2005, the Bankruptcy Court officially  rejected one of our five
equipment leases with K-Mart and the equipment was returned to us. Additionally,
the Bankruptcy Court awarded us approximately  $220,000 for overdue property tax
payments  previously  paid by us. This amount was  received on July 5, 2005.  At
June 30,  2005,  K-Mart was current on their rental  payments for the  remaining
four equipment lease schedules which consist of 50 Noritsu Optical/Digital photo
processing mini-labs.  K-Mart refused to make the required lease payments to the
lender on the one rejected lease. This action put this one lease in default with
the lender and the lender subsequentially repossessed the equipment. On June 30,
2005, in response to the equipment  repossession  by the lender,  we removed the
rejected  equipment and related  non-recourse debt from our books and recorded a
net gain on sales of equipment of approximately $44,000.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

         Not applicable.

Item 3.  Defaults Upon Senior Securities

         Not applicable.

Item 4.  Submission of Matters To A Vote Of Security Holders

         No matters were submitted to a vote of security holders during the
first quarter 2005.

Item 5.  Other Information

         Not applicable.

Item 6.  Exhibits

31.1 Certification of Chairman and Chief Executive Officer.

31.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer.

32.1 Certification of Chairman and Chief Executive Officer pursuant to 18 U.S.C.
     (Section)1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
     of 2002.

32.2 Certification  of Executive  Vice  President  and  Principal  Financial and
     Accounting Officer pursuant to 18 U.S.C. (Section)1350, as adopted pursuant
     to Section 906 of the Sarbanes-Oxley Act of 2002.

                                       24
<PAGE>

                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Partnership  has duly  caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

ICON Income Fund Eight B L.P.  (Registrant) By its General Partner, ICON Capital
Corp.

Date: August 12, 2005            /s/ Beaufort J.B. Clarke
                                 Beaufort J.B. Clarke
                                 Chairman, Chief Executive Officer and Director

Date: August 12, 2005            /s/ Thomas W. Martin
                                 Thomas W. Martin
                                 Executive Vice President and Director
                                (Principal Financial and Accounting Officer)


                                       25
<PAGE>


Exhibit 31.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  302  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B. Clarke, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON  Income Fund
     Eight B L.P.;

2.   Based on my knowledge,  this report does not contain any untrue  statements
     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
     report;

3.   Based  on my  knowledge,  the  financial  statements  and  other  financial
     information  included  in  this  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 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-15(e) and  15d-15(e))  for the registrant and we
     have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant, including its condensed 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 and presented in this report our conclusions  about the
          effectiveness of the disclosure  controls and procedures as of the end
          of the period covered by this report based on such evaluation; and

     c)   presented in this 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 of internal control over financial reporting, to
     the registrant's auditors and the board of directors of the General Partner
     (or persons performing the equivalent function):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of  internal   control  which  are  reasonably   likely  to
          materially  affect  the  registrant's  ability  to  record,   process,
          summarize and report financial information; 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 over financial reporting.

Dated:  August 12, 2005

/s/ Beaufort J.B. Clarke
Chairman and Chief Executive Officer and Director
ICON Capital Corp.
General Partner of ICON Income Fund Eight B L.P.

                                       26
<PAGE>

Exhibit 31.2

Principal Financial and Accounting Officer Certification Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Thomas W. Martin, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of ICON  Income Fund
     Eight B L.P.;

2.   Based on my knowledge,  this report does not contain any untrue  statements
     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
     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
     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-15(e) and  15d-15(e))  for the registrant and we
     have:

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

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure  controls and procedures as of the end
          of the period covered by this report based on such evaluation; and

     c)   presented in this 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 of internal control over financial reporting, to
     the registrant's auditors and the board of directors of the General Partner
     (or persons performing the equivalent function):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of  internal   control  which  are  reasonably   likely  to
          materially  affect  the  registrant's  ability  to  record,   process,
          summarize and report financial information; 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 over financial reporting.

Dated: August 12, 2005

/s/ Thomas W. Martin
Executive Vice President and Director
(Principal Financial and Accounting Officer)
ICON Capital Corp.
General Partner of ICON Income Fund Eight B L.P.

                                       27
<PAGE>

Exhibit 32.1

Principal  Executive  Officer  Certification  Pursuant  to  Section  906  of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I, Beaufort J.B.  Clarke,  Chairman and Chief Executive  Officer of ICON Capital
Corp., the General Partner of ICON Income Fund Eight B L.P.,  certify,  pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, (18 U.S.C. ss.1350),  that, to
the best of my knowledge:

     (1)  the  Quarterly  Report on Form 10-Q for the period ended June 30, 2005
          (the  "Periodic  Report")  which  this  statement   accompanies  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 Periodic Report fairly presents,  in
          all  material  respects,   the  financial  condition  and  results  of
          operations of ICON Income Fund Eight B L.P.

Date: August 12, 2005

/s/ Beaufort J.B. Clarke
Chairman, Chief Executive Officer and Director
ICON Capital Corp.
General Partner of ICON Income Fund Eight B L.P.

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.

The information  contained in this Exhibit 32.1 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.1 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.1 in such filing.

                                       28
<PAGE>

Exhibit 32.2

Principal Financial and Accounting Officer Certification Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss.1350)

I,  Thomas  W.  Martin,   Executive  Vice  President  (Principal  Financial  and
Accounting  Officer) of ICON Capital Corp.,  the General  Partner of ICON Income
Fund Eight B L.P., certify, pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, (18 U.S.C. ss.1350), that, to the best of my knowledge:

     (1)  the  Quarterly  Report on Form 10-Q for the period ended June 30, 2005
          (the  "Periodic  Report")  which  this  statement   accompanies  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 Periodic Report fairly presents,  in
          all  material  respects,   the  financial  condition  and  results  of
          operations of ICON Income Fund Eight B L.P.

Date: August 12, 2005

/s/ Thomas W. Martin
Executive Vice President and Director
(Principal Financial and Accounting Officer)
ICON Capital Corp.
General Partner of ICON Income Fund Eight B L.P.

A signed  original of this  written  statement  required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.

The information  contained in this Exhibit 32.2 is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities  Exchange Act
of 1934, as amended,  or otherwise  subject to the  liabilities of that section.
The  information  contained in this Exhibit  32.2 shall not be  incorporated  by
reference  into any  registration  statement or other  document  pursuant to the
Securities  Exchange Act of 1934, as amended,  or the Securities Act of 1933, as
amended,  except as shall be expressly  set forth by specific  reference to this
Exhibit 32.2 in such filing.

                                       29