<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-Q

(Mark One)

[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934

For the quarterly period ended               June 30, 1999                  or
                              ---------------------------------------------

[  ] Transition report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

For the transition period from__________________to__________________

Commission file number                  0-27888
                       --------------------------------------------------------

                       Wells Real Estate Fund VIII, L.P.
-------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

           Georgia                                        58-2126618
-------------------------------------------------------------------------------
(State of other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                        Identification no.)

3885 Holcomb Bridge Road, Norcross, Georgia                  30092
------------------------------------------------------------------------------
(Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code (770) 449-7800
                                                   --------------

------------------------------------------------------------------------------
   (Former name, former address and former fiscal year,
   if changed since last report)

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes    X      No
    ------       ------
<PAGE>

                                   Form 10-Q
                                   ---------

                       Wells Real Estate Fund VIII, L.P.
                       ---------------------------------

                                     INDEX
                                     -----


                                                                       Page No.

PART I.   FINANCIAL INFORMATION

          Item 1. Financial Statements

                  Balance Sheets - June 30, 1999
                  and December 31, 1998..............................     3

                  Statements of Income for the Three and Six
                  Months Ended June 30, 1999
                  and 1998...........................................     4

                  Statement of Partners' Capital
                  for the Year Ended December 31, 1998,
                  and the Six Months Ended June 30, 1999.............     5

                  Statements of Cash Flows for the Six Months
                  Ended June 30, 1999 and 1998.......................     6

                  Condensed Notes to Financial Statements............     7

          Item 2. Management's Discussion and Analysis of
                  Financial Condition and Results of
                  Operations.........................................     8

PART II.  OTHER INFORMATION..........................................    19


                                       2
<PAGE>

                       WELLS REAL ESTATE FUND VIII, L.P.
                     (a Georgia Public Limited Partnership)

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                       Assets                     June 30, 1999    December 31, 1998
                       ------                     -------------    -----------------
<S>                                               <C>              <C>

Investment in joint ventures (Note 2)               $24,904,985        $25,451,768
Cash and cash equivalents                                83,288              8,792
Due from affiliates                                     591,231            605,655
Organization costs, less accumulated
  amortization of $25,000 in December 1998 and
  $28,125 in June 1999                                    3,125              6,250

Prepaid expenses and other assets                         4,140                  0
                                                     ----------         ----------

          Total assets                              $25,586,769        $26,072,465
                                                    ===========        ===========

          Liabilities and Partners' Capital
          ---------------------------------

Liabilities:
  Partnership distribution payable                  $   598,159        $   591,948
                                                    -----------        -----------

Partners' capital:
  Limited partners:
    Class A - 2,717,160 units outstanding            23,399,669         23,113,046
    Class B - 486,109 units outstanding               1,588,941          2,367,471
                                                    -----------        -----------

          Total partners' capital                    24,988,610         25,480,517
                                                    -----------        -----------

          Total liabilities and partners'
            capital                                 $25,586,769        $26,072,465
                                                    ===========        ===========
</TABLE>



           See accompanying condensed notes to financial statements.

                                       3
<PAGE>

                        WELLS REAL ESTATE FUND VIII, L.P.
                     (a Georgia Public Limited Partnership)

                              STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                               Three Months Ended                  Six Months Ended
                                       ----------------------------------  -------------------------------
                                        June 30, 1999    June 30, 1998       June 30, 1999    June 30, 1998
                                        -------------    -------------      --------------  ---------------
<S>                                     <C>              <C>                <C>             <C>
Revenues:
  Equity in earnings of joint
    ventures (Note 2)                    $ 414,856           $ 333,523         $  745,943        $  661,293
  Interest income                                2                 103                  2            16,109
                                         ---------           ---------         ----------        ----------
                                           414,858             333,626            745,945           677,402
                                         ---------           ---------         ----------        ----------

Expenses:
  Legal and accounting                       8,720               9,739             18,252            14,510
  Computer costs                             2,246               1,837              4,681             3,854
  Partnership administration                13,804              16,472             33,122            24,205
  Amortization of
    organization costs                       1,563               1,563              3,125             3,125
                                         ---------           ---------         ----------        ----------
                                            26,333              29,611             59,180            45,694
                                         ---------           ---------         ----------        ----------
  Net income                             $ 388,525           $ 304,015         $  686,765        $  631,708
                                         =========           =========         ==========        ==========


Net income allocated to Class
  A Limited Partners                     $ 688,038           $ 610,559         $1,285,718        $1,202,496

Net loss allocated to Class B
  Limited Partners                       $(299,513)          $(306,544)        $ (598,953)       $ (570,788)

Net income per Class A Limited
  Partner Unit                           $    0.25           $    0.23         $     0.47        $     0.45

Net loss per Class B
  Limited Partner Unit                   $   (0.62)          $   (0.55)        $    (1.22)       $    (1.02)

Cash distribution per Class A
  Limited Partner Unit                   $    0.22           $    0.21         $     0.43        $     0.42

</TABLE>

           See accompanying condensed notes to financial statements.

                                       4
<PAGE>

                       WELLS REAL ESTATE FUND VIII, L.P.
                     (a Georgia Public Limited Partnership)

                        STATEMENTS OF PARTNERS' CAPITAL
           FOR THE YEAR ENDED DECEMBER 31, 1998 AND  SIX MONTHS ENDED
                                 JUNE 30, 1999



<TABLE>
<CAPTION>
                                                               Limited Partners
                                               ------------------------------------------------
                                                       Class A                  Class B                        Total
                                               ------------------------  ----------------------   General     Partners'
                                                 Units       Amounts      Units      Amounts     Partners     Capital
                                               ---------  -------------  --------  ------------  --------  -------------
<S>                                          <C>        <C>            <C>       <C>           <C>       <C>
BALANCE,
  December 31, 1997                            2,643,680   $22,828,363   559,589   $ 3,662,617         $0   $26,490,980

  Net income (loss)                                    0     2,431,246         0    (1,162,075)         0     1,269,171
  Partnership distributions                            0    (2,279,634)        0             0          0    (2,279,634)
  Class B conversion elections                    30,904       133,071   (30,904)     (133,071)         0             0
                                               ---------   -----------   -------   -----------         --   -----------

BALANCE,
  December 31, 1998                            2,674,584    23,113,046   528,685     2,367,471          0    25,480,517

  Net income (loss)                                    0     1,285,718         0      (598,953)         0       686,765
  Partnership distributions                            0    (1,178,672)        0             0          0    (1,178,672)
  Class B conversion elections                    42,576       179,577   (42,576)     (179,577)         0             0
                                               ---------   -----------   -------   -----------         --   -----------
BALANCE,
  June 30, 1999                                2,717,160   $23,399,669   486,109   $ 1,588,941         $0   $24,988,610
                                               =========   ===========   =======   ===========         ==   ===========
</TABLE>


           See accompanying condensed notes to financial statements.



                                       5
<PAGE>

                       WELLS REAL ESTATE FUND VIII, L.P.
                     (a Georgia Public Limited Partnership)

                            STATEMENTS OF CASH FLOWS

                            For the Six Months Ended
<TABLE>
<CAPTION>
                                                                            June 30, 1999       June  30, 1998
                                                                         -------------------  ------------------
<S>                                                                      <C>                  <C>
Cash flow from operating activities:
Net income                                                                   $   686,765         $   631,708
  Adjustments to reconcile net income to net
    cash used in operating activities:
      Equity in income of joint ventures                                        (745,943)           (661,293)
      Amortization of organization costs                                           3,125               3,125
  Changes in assets and liabilities:
    Prepaid expenses and other assets                                             (4,140)              3,514
                                                                             -----------         -----------

      Net cash used in investing activities                                      (60,193)            (22,946)
                                                                             -----------         -----------
Cash flows from investing activities:
  Distributions received from joint ventures                                   1,307,150           1,099,073
  Investment in joint ventures                                                         0          (1,810,476)
                                                                             -----------         -----------
      Net cash provided by (used in) investing activities:                     1,307,150            (711,403)
                                                                             -----------         -----------

 Cash flows from financing activities:
   Distributions to partners from accumulated earnings                        (1,172,461)         (1,081,496)
                                                                             -----------         -----------

 Net increase (decrease) cash and cash equivalents                                74,496          (1,815,845)

 Cash and cash equivalents, beginning of year                                      8,792           1,848,493
                                                                             -----------         -----------

 Cash and cash equivalents, end of period                                    $    83,288         $    32,648
                                                                             ===========         ===========
 Supplemental disclosure of noncash investing activities:
   Deferred project costs applied to joint venture property                  $         0         $   100,567
                                                                             ===========         ===========
</TABLE>

                                       6
<PAGE>

                       WELLS REAL ESTATE FUND VIII, L.P.
                     (A Georgia Public Limited Partnership)

                     Condensed Notes to Financial Statement

                                 June 30, 1999

(1)  Summary of Significant Accounting Policies
     ------------------------------------------

(a) General
-----------

Wells Real Estate Fund VIII, L.P. (the "Partnership") is a Georgia public
limited partnership having Leo F. Wells, III and Wells Partners, L.P., as
General Partners.  The Partnership was formed on August 15, 1994, for the
purpose of acquiring, developing, owning, operating, improving, leasing, and
otherwise managing for investment purposes income producing commercial
properties.

On January 6, 1995, the Partnership commenced a public offering of up to
$35,000,000 of limited partnership units ($10.00 per unit) pursuant to a
Registration Statement on Form S-11 filed under the Securities Act of 1933.  The
Partnership commenced active operations on February 24, 1997, when it received
and accepted subscriptions for 125,000 units. The offering was terminated on
January 4, 1997, at which time the Partnership had sold 2,613,534 Class A Status
Units, and 590,735 Class B Status Units, held by a total of 1,939 and 302
Limited Partners, respectively, for total Limited Partner capital contributions
of $32,042,689.

The Partnership owns interests in the following properties through its equity
ownership in the following joint ventures:  (i) Fund VII and Fund VIII
Associates, a joint venture between the Partnership and Wells Real Estate Fund
VII, L.P. (the "Fund VII-Fund VIII Joint Venture"); (ii) Fund VI, Fund VII and
Fund VIII Associates, a joint venture among the Partnership and Wells Real
Estate Fund VI, L.P., and Wells Real Estate Fund VII, L.P. (the "Fund VI-VII-
VIII Joint Venture"); and (iii) Fund VIII and Fund IX Associates, a joint
venture between the Partnership and Wells Real Estate Fund IX, L.P. (the "Fund
VIII-Fund IX Joint Venture").

As of June 30, 1999, the Partnership owned interests in the following properties
through its ownership in the foregoing joint ventures: (i) a single-story
retail/office building located in Clayton County, Georgia (the "Hannover
Center") and (ii) a two-story office building located in Gainesville, Florida
(the "CH2M Hill") which are owned by the Fund VII-Fund VIII Joint Venture; (iii)
a four-story office building located in Jacksonville, Florida (the "BellSouth
Building") and (iv) a retail shopping center located in Clemmons, North Carolina
(the "Tanglewood Commons") which are owned by the Fund VI-VII-VIII Joint
Venture; and (v) a four-story office building located in Madison, Wisconsin (the
"US Cellular Building"), (vi) a one-story office building located in Farmers
Branch, Texas (the "TCI Building"), (vii) a two-story office building located in
Orange County, California (the "Matsushita Building"), and (viii) a two-story
office building located in Boulder County, Colorado (the "Cirrus Logic
Building") which are owned by the Fund VIII-Fund IX Joint Venture.

                                       7
<PAGE>

All of the foregoing properties were acquired on an all cash basis.  For further
information regarding these joint ventures and properties, refer to the
Partnership's Form 10-K for the year ended December 31, 1998.

(b) Basis of Presentation
-------------------------

The financial statements of Wells Real Estate Fund VIII, L.P. (the
"Partnership") have been prepared in accordance with instructions to Form 10-Q
and do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.  These
quarterly statements have not been examined by independent accountants, but in
the opinion of the General Partners, the statements for the unaudited interim
periods presented include all adjustments, which are of a normal and recurring
nature, necessary to present a fair presentation of the results for such
periods.  For further information, refer to the financial statements and
footnotes included in the Partnership's Form 10-K for the year ended December
31, 1998.

2)  Investment in Joint Ventures
    ----------------------------

The Partnership owns interests in six office buildings and two retail centers
through its ownership in joint ventures.  The Partnership does not have control
over the operations of the joint ventures; however, it does exercise significant
influence.  Accordingly, investment in joint ventures is recorded on the equity
method.  For further information, refer to the financial statements and
footnotes included in the Partnership's Form 10-K for the year ended December
31, 1998.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
-------------------------------------------------------------------------
RESULTS OF OPERATION.
---------------------

The following discussion and analysis should be read in conjunction with the
accompanying financial statements of the Partnership and notes thereto.  This
Report contains forward-looking statements, within the meaning of Section 27A of
the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934,
including discussion and analysis of the financial condition of the Partnership,
anticipated capital expenditures required to complete certain projects, amounts
of cash distributions anticipated to be distributed to Limited Partners in the
future and certain other matters.  Readers of this Report should be aware that
there are various factors that could cause actual results to differ materially
from any forward-looking statement made in this Report, which include
construction costs which may exceed estimates, construction delays, lease-up
risks, inability to obtain new tenants upon expiration of existing leases, and
the potential need to fund tenant improvements or other capital expenditures out
of operating cash flow.

                                       8
<PAGE>

Results of Operations and Changes in Financial Conditions
---------------------------------------------------------

(a) General
-----------

As of June 30, 1999, the properties owned by the Partnership were 99% occupied
as compared to 97% as of June 30, 1998.  Gross revenues of the Partnership were
$745,945 for the six months ended June 30, 1999, as compared to $677,402 for the
six months ended June 30, 1998.   The increase was attributable primarily to
increased income from joint ventures offset partially by decreased interest
income earned on funds held by the Partnership prior to the investment in joint
venture.  Expenses of the Partnership increased to $59,180 for the six months
ended June 30, 1999, compared to $45,694 for the same period in 1998, as the
result of increased expenses primarily in accounting and partnership
administration.  Net income of the Partnership was $686,765 for the six months
ended June 30, 1999, as compared to $631,708 for the six months ended June 30,
1998.

The Partnership's net cash used in operating activities increased to $60,193 for
1999 as compared to $22,946 for 1998.  The increase is due primarily to an
increase in expenses and by decreased interest earned on funds held by the
Partnership prior to investment in properties.  Net cash provided by investing
activities increased to $1,307,150 for 1999 from $(711,403) in 1998, due
primarily to decreased investments in joint ventures, and increased
distributions from joint ventures.  Net cash used in financing activities
increased from 1998 due to increased distributions to partners.  Cash and cash
equivalents increased from $32,648 at June 30, 1998 to $83,288 for the same
period in 1999.

The Partnership's distributions from Investment Income accrued to Class A Unit
holders for the second quarter of 1999 was $0.22 per Class A Unit as compared to
distributions of $.21 per Class A Unit for the second quarter of 1998.  No
distributions were made to Limited Partners holding Class B Units or to the
General Partners.

The Partnership expects to continue to meet its short-term liquidity
requirements and budget demands generally through net cash provided by
operations which the Partnership believes will continue to be adequate to meet
both operating requirements and distributions to Limited Partners.  At this
time, given the nature of the joint ventures in which the Partnership has
invested, there are no known improvements and renovations to the properties
expected to be funded from cash flow operations.

Year 2000
---------

The Partnership is presently reviewing the potential impact of Year 2000
compliance issues on its information systems and business operations.  A full
assessment of Year 2000 compliance issues was begun in late 1997 and was
completed by March 31, 1999.  Renovations and replacements of equipment have
been and are being made as warranted as the assessment progresses.  The costs
incurred by the Partnership and its affiliates thus far for renovations and
replacements have been immaterial.  As of June 30, 1999 testing of systems has
been completed.

As to the status of the Partnership's information technology systems, it is
presently believed that all major systems and software packages are Year 2000
compliant.  At the present time, it is believed that all major non-

                                       9
<PAGE>

information technology systems are Year 2000 compliant. The cost to upgrade any
non-compliant systems is believed to be immaterial.

The Partnership has confirmined with the Partnership's vendors, including third-
party service providers such as banks, that their systems are Year 2000
compliant.

The Partnership relies on computers and operating systems provided by equipment
manufacturers, and also on application software designed for use with its
accounting, property management and investment portfolio tracking.  The
Partnership has preliminarily determined that any costs, problems or
uncertainties associated with the potential consequences of Year 2000 issues are
not expected to have a material impact on the future operations or financial
condition of the Partnership.  The Partnership will perform due diligence as to
the Year 2000 readiness of each property owned by the Partnership and each
property contemplated for purchase by the Partnership.

The Partnership's reliance on embedded computer systems (i.e., microcontrollers)
is limited to facilities related matters, such as office security systems and
environmental control systems.

The Partnership is currently formulating contingency plans to cover any areas of
concern.  Alternate means of operating the business are being developed in the
unlikely circumstance that the computer and phone systems are rendered
inoperable.  An off-site facility from which the Partnership could operate is
being sought as well as alternate means of communication with key third-party
vendors.  A written plan is being developed for testing and dispensation to each
staff member of the General Partner of the Partnership.

Management believes that the Partnership's risk of Year 2000 problems is
minimal.  In the unlikely event there is a problem, the worst case scenarios
would include the risks that the elevator or security systems within the
Partnership's properties would fail or the key third-party vendors upon which
the Partnership relies would be unable to provide accurate investor information.
In the event that the elevator shuts down, the Partnership has devised a plan
for each building whereby the tenants will use the stairs until the elevators
are fixed.  In the event that the security system shuts down, the Partnership
has devised a plan for each building to hire temporary on-site security guards.
In the event that a third-party vendor has Year 2000 problems relating to
investor information, the Partnership intends to perform a full system back-up
of all investor information as of December 31, 1999 so that the Partnership will
have accurate hard-copy investor information.

                                       10
<PAGE>

Property Operations
-------------------

As of June 30, 1999, the Partnership owned interests in the following
operational properties:

CH2M Hill/Fund VII - Fund VIII Joint Venture
--------------------------------------------
<TABLE>
<CAPTION>

                                           Three Months Ended                   Six Months Ended
                                     -----------------------------        ----------------------------
                                     June 30, 1999   June 30, 1998        June 30, 1999  June 30, 1998
                                     -------------   -------------        -------------  -------------
<S>                                 <C>              <C>                  <C>            <C>
Revenues:
 Rental income                         $143,856           $144,440           $287,712        $277,018
                                       --------           --------           --------        --------

Expenses:
 Depreciation                            67,879             59,346            136,824         113,891
 Management & leasing expenses           21,115             22,568             47,995          50,689
 Other operating expenses               (27,771)            13,584            (10,417)         29,065
                                       --------           --------           --------        --------
                                         61,223             95,498            174,402         193,645
                                       --------           --------           --------        --------

Net income                             $ 82,633           $ 48,942           $113,310        $ 83,373
                                       ========           ========           ========        ========

Occupied %                                  100%               100%               100%            100%

Partnership's Ownership % in the
 Fund VII-VIII Joint Venture               63.4%              63.4%              63.4%           63.4%

Cash distribution to Partnership       $ 96,718           $ 79,949           $158,230        $123,496

Net income allocated to the
 Partnership                           $ 52,348           $ 30,881           $ 71,781        $ 52,305
</TABLE>

Expenses of the property decreased for the six month ended June 30, 1999 as
compared to the same period for 1998, due primarily to common area maintenance
billings to tenants that were overestimated in 1998. Tenants are billed an
estimated amount for the current year common area maintenance which is then
reconciled the second quarter of the following year and the difference billed to
the tenant.

                                       11
<PAGE>

 BellSouth Building/Fund VI - Fund VII - Fund VIII Joint Venture
 ---------------------------------------------------------------

<TABLE>
<CAPTION>
                                                Three Months Ended                   Six Months Ended
                                         -------------------------------      ------------------------------
                                         June 30, 1999    June 30, 1998       June 30, 1999    June 30, 1998
                                         -------------    -------------       -------------    -------------
<S>                                      <C>              <C>                 <C>              <C>
Revenues:
  Rental income                            $380,277           $380,277          $760,554          $760,554
  Interest income                             1,160              2,098             2,302             4,172
                                           --------           --------          --------          --------
                                            381,437            382,375           762,856           764,726
                                           --------           --------          --------          --------

Expenses:
  Depreciation                              111,606            110,953           223,212           221,842
  Management & leasing expenses              49,041             47,381            96,933            95,196
  Other operating expenses                  106,051            102,655           209,835           190,065
                                           --------           --------          --------          --------
                                            266,698            260,989           529,980           507,103
                                           --------           --------          --------          --------

Net income                                 $114,739           $121,386          $232,876          $257,623
                                           ========           ========          ========          ========

Occupied %                                      100%               100%              100%              100%

Partnership's Ownership % in the
  Fund VI-VII-VIII Joint Venture               32.3%              32.3%             32.3%             32.3%

Cash distribution to Partnership           $ 75,932           $ 77,871          $152,964          $160,527

Net income allocated to the Partnership    $ 37,123           $ 39,275          $ 75,346          $ 83,353

</TABLE>

Net income has decreased slightly due primarily to increased expenditures in
electricity, HVAC repairs, lightning replacement and various other operating
expenses.

                                       12
<PAGE>

The Hannover Center/Fund VII - Fund VIII Joint Venture
------------------------------------------------------

<TABLE>
<CAPTION>
                                                Three Months Ended                  Six Months Ended
                                        ----------------------------------  ---------------------------------
                                         June 30, 1999   June 30,1998        June 30, 1999     June 30, 1998
                                        ---------------  -------------      ----------------  ---------------
<S>                                     <C>               <C>                <C>              <C>
Revenues:
 Rental income                               $56,346        $26,061            $112,493            $52,122
                                             -------        -------            --------            -------

Expenses:
 Depreciation                                 10,982         10,982              21,963             21,963
 Management & leasing expenses                 5,583          2,661              13,042              5,322
 Other operating expenses                       (499)         6,173               2,918             14,289
                                             -------        -------            --------            -------
                                              16,066         19,816              37,923             41,574
                                             -------        -------            --------            -------

Net income                                   $40,280        $ 6,245            $ 74,570            $10,548
                                             =======        =======            ========            =======

Occupied %                                       100%            50%                100%                50%

Partnership's Ownership % in the
 Fund VII - VIII Joint Venture                  63.4%          63.4%               63.4%              63.4%

Cash distribution to Partnership             $28,981        $ 9,809            $ 54,695            $18,280

Net income allocated to the
 Partnership                                 $25,518        $ 3,944            $ 47,240            $ 6,630
</TABLE>

On April 1, 1996, Fund VII-Fund VIII Joint Venture acquired a 1.01 acre tract of
land and a 12,000 square foot combination retail/office building known as the
Hannover Retail Center (the "Hannover Center").

Moovies, Inc., a video sales and rental store, signed a nine year, eleven month
lease for 6,020 square feet and occupied the space and opened for business on
June 22, 1996.  Prudential and Norwest Financial occupied the remaining space in
November 1998 and signed a five year lease.

Rental income, net income and cash distributions increased for the six months
ended June 30, 1999, compared to the same period of 1998, due to increased
occupancy at the property.  Operating expenses decreased due primarily to
differences in the annual adjustments for prior year common area maintenance.
Tenants are billed an estimated amount for the current year common area
maintenance which is then reconciled the second quarter of the following year
and the difference billed to the tenant.

                                       13
<PAGE>

Tanglewood Commons/Fund VI-VII-VIII Joint Venture
-------------------------------------------------

<TABLE>
<CAPTION>
                                                 Three Months Ended                   Six Months Ended
                                          -------------------------------       ------------------------------
                                          June 30, 1999     June 30, 1998       June 30, 1999    June 30, 1998
                                          -------------     -------------       -------------    -------------
<S>                                       <C>                 <C>                  <C>              <C>
Revenues:
  Rental income                              $193,288          $182,139            $386,319        $364,752
  Interest income                               2,353             4,587               5,289           9,725
                                             --------          --------            --------        --------
                                              195,641           186,726             391,608         374,477
                                             --------          --------            --------        --------

Expenses:
  Depreciation                                 64,677            61,059             126,102         121,486
  Management & leasing expenses                17,537            15,032              32,642          29,851
  Other operating expenses                     10,367           (19,872)             29,448           5,230
                                             --------          --------            --------        --------
                                               92,581            56,219             188,192         156,567
                                             --------          --------            --------        --------

Net income                                   $103,060          $130,507            $203,416        $217,910
                                             ========          ========            ========        ========

Occupied %                                         91%               87%                 91%             87%

Partnership's Ownership % in the
  Fund VI - VII - Fund VIII Joint
  Venture                                        32.3%             32.3%               32.3%           32.3%


Cash distribution to Partnership             $ 54,660          $ 61,934            $107,291        $109,292

Net income allocated to the
  Partnership                                $ 33,344          $ 42,225            $ 65,814        $ 70,504
</TABLE>

Rental income, depreciation expense and management and leasing expenses have
increased in 1999 as compared to 1998 due to the increased occupancy at the
center.  Other operating expenses increased in 1999 over 1998 due primarily to a
timing difference in billing tenants for CAM expenses.  Tenants are billed an
estimated amount for the current year common area maintenance which is then
reconciled the second quarter of the following year and the difference billed to
the tenant.

                                       14
<PAGE>

The TCI Building/Fund VIII-Fund IX  Joint Venture
-------------------------------------------------

<TABLE>
<CAPTION>
                                           Three Months Ended                  Six Months Ended
                                     -------------------------------     -----------------------------
Revenues:                            June 30, 1999     June 30, 1998     June 30, 1999   June 30, 1998
                                     -------------     -------------     -------------   -------------
<S>                                  <C>               <C>               <C>             <C>
 Rental income                          $113,795          $113,795         $227,589        $227,589
 Interest income                           4,738             7,700           13,659          15,150
                                        --------          --------         --------        --------
                                         118,533           121,495          241,248         242,739
                                        --------          --------         --------        --------

Expenses:
 Depreciation                             41,649            41,649           83,297          83,297
 Management & leasing expenses             4,335             4,300            8,635           8,600
 Other operating expenses                  3,033             1,815            7,165           4,973
                                        --------          --------         --------        --------
                                          49,017            47,764           99,097          96,870
                                        --------          --------         --------        --------

Net income                              $ 69,516          $ 73,731         $142,151        $145,869
                                        ========          ========         ========        ========

Occupied %                                   100%              100%             100%            100%

Partnership's Ownership % in the
 Fund VIII-Fund IX Joint Venture            54.8%             54.8%            54.8%           54.8%

Cash distribution to Partnership        $ 57,465          $ 59,546         $116,640        $114,947

Net income allocated to the
 Partnership                            $ 38,092          $ 40,247         $ 77,894        $ 77,435
</TABLE>

Net income has decreased in 1999, as compared to 1998, due primarily to
decreased interest income and an increase in landscape expenditure.

Cash distributions and net income allocated to the Partnership for the six month
period ended June 30,  increased in 1999, as compared to 1998, due to additional
funding by the Partnership in January through March of 1998 offset by the
decreased net income.

                                       15
<PAGE>

The Matsushita Building/Fund VIII-Fund IX Joint Venture
--------------------------------------------------------

<TABLE>
<CAPTION>
                                               Three Months Ended               Six Months Ended
                                        ------------------------------    -----------------------------
                                        June 30, 1999    June 30, 1998    June 30, 1999   June 30, 1998
                                        -------------    --------------   -------------   -------------
<S>                                     <C>              <C>              <C>             <C>
Revenues:
  Rental income                           $164,378         $167,698           $328,757        $335,396
                                          --------         --------           --------        --------

Expenses:
  Depreciation                              53,917           53,917            107,835         107,835
  Management & leasing expenses              6,197            6,512             12,510          13,025
  Other operating expenses                  (3,588)           4,661                455          10,243
                                          --------         --------           --------        --------
                                            56,526           65,090            120,800         131,103
                                          --------         --------           --------        --------

Net income                                $107,852         $102,608           $207,957        $204,293
                                          ========         ========           ========        ========

Occupied %                                     100%             100%               100%            100%

Partnership's Ownership % in the
  Fund VIII-Fund IX Joint Venture             54.8%            54.8%              54.8%           54.8%

Cash distribution to Partnership          $ 98,400         $ 90,468           $189,540        $175,399

Net income allocated to the
  Partnership                             $ 59,100         $ 56,022           $113,954        $108,448

</TABLE>


Rental income decreased as compared to 1998, due primarily to an adjustment to
straight line rent in 1998 correcting 1997.  Other operating expenses have
decreased in 1999 as compared to 1998 due primarily to a billing of 1998 common
area maintenance expenses to the tenant in 1999.  Cash distributions and net
income allocated to the Partnership have increased in 1999 due primarily to
additional funding by the Partnership in January through March of 1998.  Tenants
are billed an estimated amount for the current year common area maintenance
which is then reconciled the second quarter of the following year and the
difference billed to the tenant.

On March 15, 1999, Wells OP purchased an 8.8 acre tract of land located in Lake
Forest, Orange County, California for a puchase price of $4,450,230.  Wells OP
entered into a development agreement for the construction of a two story office
building containing approximately 150,000 rentable square feet to be erected on
the Matsushita Property.  Wells OP entered into an Office Lease with Matsushita
Avionics Systems Corporation (Matsushita Avionics), pursuant to which Matsushita
Avionics agreed to lease all of the Matsushita Project upon its completion.

Matsushita Avionics and the Fund VIII-IX Joint Venture have entered into a Lease
and Guaranty Termination Agreement dated February 18, 1999, pursuant to which
Matsushita Avionics will be vacating the existing building and relieved of any
of its obligations under the existing lease upon the Matsushita commencement
date of the new Matsushita lease.  In consideration for the Fund VIII-IX Joint
Venture

                                       16
<PAGE>

releasing Matsushita Avionics from its obligations under the existing lease and
thereby allowing Wells OP to enter into the Matsushita lease with Matsushita
Avionics, Wells OP entered into a Rental Income Guaranty Agreement dated as of
February 18, 1999, whereby Wells OP guaranteed the Fund VIII-IX Joint Venture
that it will receive rental income on the existing building at least equal to
the rent and building expenses that the Fund VIII-IX Joint Venture would have
received over the remaining term of the existing lease.

The Cirrus Logic Building/Fund VIII-Fund IX Joint Venture
---------------------------------------------------------
<TABLE>
<CAPTION>
                                            Three Months Ended                    Six Months Ended
                                      -------------------------------      ------------------------------
                                      June 30, 1999    June 30, 1998       June 30, 1999    June 30, 1998
                                      --------------  ---------------      -------------    -------------
<S>                                   <C>             <C>                   <C>               <C>
Revenues:
  Rental income                          $184,539         $184,539            $369,078        $369,078
                                         --------         --------            --------        --------

Expenses:
  Depreciation                             72,765           72,765             145,530         145,530
  Management & leasing expenses            11,501            9,056              20,340          18,406
  Other operating expenses                (87,942)          (9,950)            (82,332)         (8,049)
                                         --------         --------            --------        --------
                                           (3,676)          71,871              83,538         155,887
                                         --------         --------            --------        --------

Net income                               $188,215         $112,668            $285,540        $213,191
                                         ========         ========            ========        ========

Occupied %                                    100%             100%                100%            100%

Partnership's Ownership % in the
  Fund VIII-Fund IX Joint Venture            54.8%            54.8%               54.8%           54.8%

Cash distribution to Partnership         $134,449         $ 92,510            $219,092        $173,689

Net income allocated to the
  Partnership                            $103,135         $ 61,316            $156,466        $113,059
</TABLE>

Rental income, depreciation and management and leasing fees remain relatively
stable while other operating expenses decreased for the six months ended June
30, 1999, as compared to the same period in 1998, due primarily to differences
in the annual adjustments for common area maintenance billing to the tenant.
Tenants are billed an estimated amount for the current year common area
maintenance which is then reconciled the second quarter of the following year
and the difference billed to the tenant.  Property taxes increased substantially
in 1998, but the tenant was not billed until the annual adjustment was computed
in the second quarter of 1999.

The Partnership's ownership in the Fund VIII-Fund IX Joint Venture increased in
1999, as compared to 1998, due to additional fundings by the Partnership in
January through March in 1998, which increased the Partnership's ownership in
the Fund VIII-Fund IX Joint Venture.

                                       17
<PAGE>

The Cellular One Building/Fund VIII-Fund IX Joint Venture
---------------------------------------------------------

<TABLE>
<CAPTION>
                                           Three Months Ended              Six Months Ended
                                     -----------------------------    ----------------------------
                                     June 30, 1999   June 30, 1998    June 30, 1999  June 30, 1998
                                     -------------   -------------    -------------  -------------
<S>                                  <C>             <C>              <C>            <C>
Revenues:
  Rental income                         $320,519       $320,519         $641,038       $641,038
                                        --------       --------         --------       --------

Expenses:
  Depreciation                           150,446        179,152          300,824        307,201
  Management & leasing expense            30,548         34,153           65,735         68,551
  Other operating expenses                18,722         (2,005)          23,647        (18,548)
                                        --------       --------         --------       --------
                                         199,716        211,300          390,206        357,204
                                        --------       --------         --------       --------
  Net income                            $120,803       $109,219         $250,832       $283,834
                                        ========       ========         ========       ========

Occupied %                                   100%           100%             100%           100%

Partnership's Ownership % in the
  Fund VIII-Fund IX Joint Venture           54.8%          54.8%            54.8%          54.8%

Cash distribution to Partnership        $144,628       $152,679         $294,277       $290,704

Net income  allocated to Partnership    $ 66,196       $ 59,615         $137,448       $149,560
</TABLE>

Net income decreased for the six months ended June 30, 1999, as compared to 1998
due to a decrease in common area maintenance reimbursements billed to tenants in
1999, due to overbilling of property tax in 1998.   Cash distributions have
increased for the six months ended 1999, as compared to 1998, due primarily to
additional funding by the Partnership in January through March of 1998, which
increased in the Partnership's ownership interest in the Fund VIII-Fund IX Joint
Venture offset by the decreased in CAM billings.

                                       18
<PAGE>

                          PART II - OTHER INFORMATION
                          ---------------------------

ITEM 6 (b.)  No reports on Form 8-K were filed during the second quarter of
1999.



                                  SIGNATURES

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

                                       WELLS REAL ESTATE FUND VIII, L.P.
                                       (Registrant)
Dated: August 10, 1999                 By: /s/ Leo F. Wells, III
                                          ----------------------------------
                                       Leo F. Wells, III, as Individual
                                       General Partner and as President,
                                       Sole Director and Chief Financial
                                       Officer of Wells Capital, Inc., the
                                       General Partner of Wells Partners, L.P.




                                       19