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, 2001

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 0-17942

IEA INCOME FUND VIII,
A California Limited Partnership
(Exact name of registrant as specified in its charter)

California
(State or other jurisdiction of
incorporation or organization) 94-3046886
(I.R.S. Employer
Identification No.)

One Front Street, 15th Floor, San Francisco, California 94111
(Address of principal executive offices) (Zip Code)

(415) 677-8990
(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. Yes [X]. No [   ].

IEA INCOME FUND VIII,
A California Limited Partnership

Report on Form 10-Q for the Quarterly Period
Ended June 30, 2001

TABLE OF CONTENTS

		PAGE
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
	Balance Sheets — June 30, 2001 (unaudited) and December 31, 2000	4
	Statements of Operations for the three and six months ended June 30, 2001 and 2000 (unaudited)	5
	Statements of Cash Flows for the six months ended June 30, 2001 and 2000 (unaudited)	6
	Notes to Financial Statements (unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	13
PART II - OTHER INFORMATION
Item 6.	Exhibits and Reports on Form 8-K	14

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Presented herein are the Registrant’s balance sheets as of June 30, 2001 and December 31, 2000, statements of operations for the three and six months ended June 30, 2001 and 2000, and statements of cash flows for the six months ended June 30, 2001 and 2000.

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IEA INCOME FUND VIII,
A California Limited Partnership

Balance Sheets

					June 30,			December 31,
					2001			2000
					(Unaudited)
Assets
Current assets:
	Cash and cash equivalents, includes $833 at June 30, 2001 and $463,158 at December 31, 2000 in interest-bearing accounts				$	436,685		$	598,531
	Net lease receivables due from Leasing Company (notes 1 and 2)					47,370			83,433
			Total current assets			484,055			681,964
Container rental equipment, at cost						5,105,628			5,929,323
	Less accumulated depreciation					3,304,632			3,761,161
		Net container rental equipment				1,800,996			2,168,162
			Total assets		$	2,285,051		$	2,850,126
				Partners’ Capital
Partners’ capital (deficit):
	General partner				$	(137,843	)	$	(132,192	)
	Limited partners					2,422,894			2,982,318
			Total partners’ capital		$	2,285,051		$	2,850,126

The accompanying notes are an integral part of these financial statements.

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IEA INCOME FUND VIII,
A California Limited Partnership

Statements of Operations

(Unaudited)

			Three Months Ended					Six Months Ended
			June 30,			June 30,		June 30,			June 30,
			2001			2000		2001			2000
Net lease revenue (notes 1 and 3)			$	105,558		$	125,499	$	236,788		$	269,120
Other operating expenses:
	Depreciation			32,942			72,653		89,732			170,155
	Other general and administrative expenses			13,956			17,431		34,364			28,153
				46,898			90,084		124,096			198,308
		Income from operations		58,660			35,415		112,692			70,812
Other income:
	Interest income			4,140			5,287		9,946			10,124
	Net (loss) gain on disposal of equipment			(5,773	)		1,324		(15,211	)		46,005
				(1,633	)		6,611		(5,265	)		56,129
		Net income	$	55,027		$	42,026	$	107,427		$	126,941
Allocation of net income:
	General partner		$	28,839		$	30,763	$	69,072		$	102,587
	Limited partners			28,188			11,263		38,355			24,354
			$	57,027		$	42,026	$	107,427		$	126,941
Limited partners’ per unit share of net income			$	1.31		$	0.52	$	1.78		$	1.13

The accompanying notes are an integral part of these financial statements.

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IEA INCOME FUND VIII,
A California Limited Partnership

Statements of Cash Flows

(Unaudited)

		Six Months Ended
		June 30,			June 30,
		2001			2000
Net cash provided by operating activities		$	211,405		$	326,945
Cash provided by investing activities:
	Proceeds from sale of rental equipment		299,251			289,472
Cash flows used in financing activities:
	Distribution to partners		(672,502	)		(551,603	)
Net (decrease) increase in cash and cash equivalents			(161,846	)		64,814
Cash and cash equivalents at January 1			598,531			416,688
Cash and cash equivalents at June 30		$	436,685		$	481,502

The accompanying notes are an integral part of these financial statements.

6

IEA INCOME FUND VIII,
A California Limited Partnership

Notes to Unaudited Financial Statements

(1) Summary of Significant Accounting Policies

(a) Nature of Operations

IEA Income Fund VIII, A California Limited Partnership (the “Partnership”) was organized under the laws of the State of California on August 31,1987 for the purpose of owning and leasing marine cargo containers worldwide to ocean carriers. To this extent, the Partnership’s operations are subject to the fluctuations of world economic and political conditions. Such factors may affect the pattern and levels of world trade. The Partnership believes that the profitability of, and risks associated with, leases to foreign customers is generally the same as those of leases to domestic customers. The Partnership’s leases generally require all payments to be made in United States currency.

Cronos Capital Corp. (“CCC”) is the general partner and, with its affiliate Cronos Containers Limited (the “Leasing Company”), manages the business of the Partnership. CCC and the Leasing Company also manage the container leasing business for other partnerships affiliated with the general partner. The Partnership shall continue until December 31, 2008, unless sooner terminated upon the occurrence of certain events.

The Partnership commenced operations on January 6, 1988, when the minimum subscription proceeds of $1,000,000 were obtained. The Partnership offered 40,000 units of limited partnership interest at $500 per unit, or $20,000,000. The offering terminated on August 31, 1988, at which time 21,493 limited partnership units had been sold.

(b) Leasing Company and Leasing Agent Agreement

Pursuant to the Limited Partnership Agreement of the Partnership, all authority to administer the business of the Partnership is vested in CCC. CCC has entered into a Leasing Agent Agreement whereby the Leasing Company has the responsibility to manage the leasing operations of all equipment owned by the Partnership. Pursuant to the Agreement, the Leasing Company is responsible for leasing, managing and re-leasing the Partnership’s containers to ocean carriers, and has full discretion over which ocean carriers and suppliers of goods and services it may deal with. The Leasing Agent Agreement permits the Leasing Company to use the containers owned by the Partnership, together with other containers owned or managed by the Leasing Company and its affiliates, as part of a single fleet operated without regard to ownership. Since the Leasing Agent Agreement meets the definition of an operating lease in Statement of Financial Accounting Standards (SFAS) No. 13, it is accounted for as a lease under which the Partnership is lessor and the Leasing Company is lessee.

The Leasing Agent Agreement generally provides that the Leasing Company will make payments to the Partnership based upon rentals collected from ocean carriers after deducting direct operating expenses and management fees to CCC. The Leasing Company leases containers to ocean carriers, generally under operating leases which are either master leases or term leases (mostly one to five years). Master leases do not specify the exact number of containers to be leased or the term that each container will remain on hire but allow the ocean carrier to pick up and drop off containers at various locations, and rentals are based upon the number of containers used and the applicable per-diem rate. Accordingly, rentals under master leases are all variable and contingent upon the number of containers used. Most containers are leased to ocean carriers under master leases; leasing agreements with fixed payment terms are not material to the financial statements. Since there are no material minimum lease rentals, no disclosure of minimum lease rentals is provided in these financial statements.

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IEA INCOME FUND VIII,
A California Limited Partnership

Notes to Unaudited Financial Statements

(c) Basis of Accounting

The Partnership utilizes the accrual method of accounting. Net lease revenue is recorded by the Partnership in each period based upon its leasing agent agreement with the Leasing Company. Net lease revenue is generally dependent upon operating lease rentals from operating lease agreements between the Leasing Company and its various lessees, less direct operating expenses and management fees due in respect of the containers specified in each operating lease agreement.

(d) Depreciation of Rental Equipment

Effective June 1, 2001, the estimated depreciable life has been changed from a twelve-year life to a fifteen-year life and the estimated salvage value has been changed from 30% to 10% of the original equipment cost. The effect of these depreciation changes is a decrease to net income of approximately $28,200 from June 1 to June 30, 2001.

(e) Financial Statement Presentation

These financial statements have been prepared without audit. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting procedures have been omitted. It is suggested that these financial statements be read in conjunction with the financial statements and accompanying notes in the Partnership’s latest annual report on Form 10-K.

The financial statements are prepared in conformity with accounting principles generally accepted in the United States (GAAP), which requires the Partnership to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates.

The interim financial statements presented herewith reflect all adjustments of a normal recurring nature which are, in the opinion of management, necessary to a fair statement of the financial condition and results of operations for the interim periods presented. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year.

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IEA INCOME FUND VIII,
A California Limited Partnership

Notes to Unaudited Financial Statements

(2) Net Lease Receivables Due from Leasing Company

Net lease receivables due from the Leasing Company are determined by deducting direct operating payables and accrued expenses, base management fees earned, reimbursed administrative expenses, and incentive fees payable to CCC and its affiliates from the rental billings earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership. Net lease receivables at June 30, 2001 and December 31, 2000 were as follows:

	June 30,		December 31,
	2001		2000
Gross lease receivables	$	234,459	$	329,461
Less:
Direct operating payables and accrued expenses		73,278		60,107
Damage protection reserve		11,777		25,089
Base management fees payable		46,335		52,631
Reimbursed administrative expenses		3,777		11,647
Allowance for doubtful accounts		22,537		36,554
Incentive fees		29,385		60,000
Net lease receivables	$	47,370	$	83,433

(3) Net Lease Revenue

Net lease revenue is determined by deducting direct operating expenses, base management and incentive fees and reimbursed administrative expenses to CCC from the rental revenue earned by the Leasing Company under operating leases to ocean carriers for the containers owned by the Partnership. Net lease revenue for each of the three and six-month periods ended June 30, 2001 and 2000 was as follows:

	Three Months Ended				Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2001		2000		2001		2000
Rental revenue (note 4)	$	178,334	$	278,064	$	379,552	$	575,802
Less:
Rental equipment operating expenses		22,301		84,932		53,437		167,616
Base management fees		12,347		16,848		26,392		35,905
Reimbursed administrative expenses		8,743		18,041		18,828		38,513
Incentive fees		29,385		32,744		44,107		64,648
	$	105,558	$	125,499	$	236,788	$	269,120

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IEA INCOME FUND VIII,
A California Limited Partnership

Notes to Unaudited Financial Statements

(4) Operating Segment

The Financial Accounting Standards Board has issued SFAS No. 131, “Disclosures about Segments of an Enterprise and Related Information,” which changes the way public business enterprises report financial and descriptive information about reportable operating segments. An operating segment is a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and about which separate financial information is available. Management operates the Partnership’s container fleet as a homogenous unit and has determined, after considering the requirements of SFAS No. 131, that as such it has a single reportable operating segment.

The Partnership derives its revenues from leasing marine dry cargo containers. As of June 30, 2001, the Partnership operated 977 twenty-foot, 823 forty-foot and 52 forty-foot high-cube marine dry cargo containers.

Due to the Partnership’s lack of information regarding the physical location of its fleet of containers when on lease in the global shipping trade, it is impracticable to provide the geographic area information required by SFAS No. 131.

******

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

It is suggested that the following discussion be read in conjunction with the Registrant’s most recent annual report on Form 10-K.

General

Pursuant to the Limited Partnership Agreement of the Registrant, all authority to administer the business of the Registrant is vested in CCC. CCC has entered into a Leasing Agent Agreement whereby the Leasing Company has the responsibility to manage the leasing operations of all equipment owned by the Registrant. Pursuant to the Agreement, the Leasing Company is responsible for leasing, managing and re-leasing the Registrant’s containers to ocean carriers, and has full discretion over which ocean carriers and suppliers of goods and services it may deal with. The Leasing Agent Agreement permits the Leasing Company to use the containers owned by the Registrant, together with other containers owned or managed by the Leasing Company and its affiliates, as part of a single fleet operated without regard to ownership. The following chart summarizes the composition of the Registrant’s fleet (based on container type) at June 30, 2001. At June 30, 2001, 39% of the original equipment remained in the Registrant’s fleet, as compared to 45% at December 31, 2000.

							40-Foot
			20-Foot		40-Foot		High-Cube
Containers on lease:
	Term leases			133		201		14
	Master leases			641		447		26
		Subtotal		774		648		40
Containers off lease				203		175		12
	Total container fleet			977		823		52

												40-Foot
		20-Foot					40-Foot					High-Cube
		Units		%			Units		%			Units		%
Total purchases			2,244		100	%		2,396		100	%		150		100	%
	Less disposals		1,267		56	%		1,573		66	%		98		65	%
Remaining fleet at June 30, 2001			977		44	%		823		34	%		52		35	%

In line with the slowdown in worldwide economic growth, demand for dry cargo containers decreased in the first six months of 2001, resulting in a decline of the container leasing industry’s utilization rates to 1999 levels. Transpacific trade, of which a large proportion of the cargo consists of technology related goods, has been largely affected by the slowdown of the US economy. The strength of the US dollar continues to make US goods more expensive and uncompetitive within Asia. For the first time in many years, the aggregate GDP growth rates of the United States, Europe, and Japan have decelerated, contributing to lower utilization rates and higher container inventories throughout the world. Container imbalances for all trade routes involving Asia are expected to continue throughout the remainder of the year. As a result of these increasing world-wide container inventories, the production of new containers has slowed. Although a slowdown of new container production could have both positive short and long term effects for the container leasing industry, a reduction in new containers will not have a significant impact without an easing of current market constraints and a strengthening of the world’s economies. In response to the foregoing, the Leasing Company continues to implement a number of marketing initiatives which are designed to target identified leasing opportunities and enhance inventory management of the Registrant’s fleet.

11

The Registrant’s average fleet size and utilization rates for the three and six-month periods ended June 30, 2001 and June 30, 2000 were as follows:

	Three Months Ended						Six Months Ended
	June 30,			June 30,			June 30,			June 30,
	2001			2000			2001			2000
Average fleet size (measured in twenty-foot equivalent units (TEU))		2,820			3,859			2,935			4,052
Average utilization		81	%		82	%		82	%		80	%

Average per-diem rental rates decreased approximately 11% and 9%, when compared to the same three and six-month periods in the prior year respectively.

Three Months Ended June 30, 2001 Compared to the Three Months Ended June 30, 2000

Income from operations for the three months ended June 30, 2001 was $58,660, compared to $35,415 during the corresponding period of 2000. The increase was primarily due to a $39,711 decline in depreciation expense, and a $3,475 decline in other general and administrative expenses.

Net lease revenue of $105,558 for the three months ended June 30, 2001 was $19,941, or 16% lower than the corresponding period of 2000. The decrease was due to a $99,730, or 36% decline in gross rental revenue (a component of net lease revenue) from the same period in 2000. Gross rental revenue was impacted by the Registrant’s smaller fleet size and lower per-diem rental rates. Other components of net lease revenue, including rental equipment operating expenses, management and incentive fees, and reimbursed administrative expenses were lower by a combined $79,789 when compared to the corresponding period in 2000, and partially offset the decline in gross lease revenue. Contributing to the decline in direct operating expenses were declines in storage, repair and maintenance expenses, and the provision for doubtful accounts.

Depreciation expense of $32,942 for the three months ending June 30, 2001, was $39,711 lower than the same period in 2000. Effective June 1, 2001, the Registrant changed the estimated life of its rental container equipment from an estimated 12 year life to a 15 year life, and its estimated salvage value from 30% to 10% of original equipment cost. The effect of these changes was an increase to depreciation expense of approximately $28,200 since June 1, 2001.

Other general and administrative expenses declined to $13, 956 in the second quarter of 2001, from $17,431 in the corresponding period of 2000, representing a decrease of $3,475.. A decline in non-recurring legal and professional costs contributed to this decline.

Net (loss) gain on disposal of equipment was a result of the Registrant disposing of 125 containers during the three-month period ended June 30, 2001 as compared to 160 containers during the same period in 2000. These disposals resulted in a loss of $5,773 for the three-month period ended June 30, 2001, as compared to a gain of $1,324 for the three-month period ended June 30, 2000. The Registrant believes that the net loss on container disposals in the three-month period ended June 30, 2001 was a result of various factors including the age, condition, suitability for continued leasing, as well as the geographical location of the containers when disposed. These factors will continue to influence the decision to repair or dispose of a container when it is returned by a lessee, as well as the amount of sales proceeds received and the related gain or loss on container disposals. The level of the Registrant’s container disposals in subsequent periods will also contribute to fluctuations in the net gain or loss on disposals. As a result of current market conditions, the Registrant will monitor the carrying value of its containers to determine if they have been permanently impaired.

Six Months Ended June 30, 2001 Compared to the Six Months Ended June 30, 2000

Income from operations for the six-month period ended June 30, 2001, was $112,692, compared to $70,812 during the corresponding period of 2000. The increase was primarily due to a $80,423 decline in depreciation expense.

12

Net lease revenue of $236,788 for the six-month period ended June 30, 2001 was $32,332, or 12% lower than in the corresponding period of 2000. The decrease was due to a $196,250, or 34% decline in gross rental revenue (a component of net lease revenue) from the same period in 2000. Gross rental revenue was impacted by the Registrant’s smaller fleet size and lower per-diem rental rates. Other components of net lease revenue, including rental equipment operating expenses, management and incentive fees, and reimbursed administrative expenses were lower by a combined $163,918 when compared to the corresponding period in 2000, and partially offset the decline in gross lease revenue. Contributing to the decline in direct operating expenses were declines in storage, repair and maintenance expenses, and the provision for doubtful accounts.

Depreciation expense of $89,732 for the six-month period ending June 30, 2001 was $80,432 lower than the same period in 2000.

Other general and administrative expenses increased to $34,364 during the six-month period ended June 30, 2001, from $28,153 in the corresponding period of 2000, representing an increase of $6,211.

Net (loss) gain on disposal of equipment was a result of the Registrant disposing of 301 containers during the first six months of 2001, as compared to 348 containers during the first six months of 2000. These disposals resulted in a loss of $15,211 for the six-month period ended June 30, 2001, as compared to a gain of $46,005 for the six-month period ended June 30, 2000.

Liquidity and Capital Resources

Cash from Operating Activities:  Net cash provided by operating activities was $211,405 and $326,945 during the first six months of 2001 and 2000, respectively. The net cash generated in 2001 included earnings from operations, and $41,626 in net lease receivables due from the Leasing Company. The net cash generated in 2000 reflected earnings from operations together with $63,711 in net lease receivables due from the Leasing Company.

Cash from Investing Activities:  Net cash provided by investing activities was $299,251 and $289,472 in the first six months of 2001 and 2000, respectively. These amounts represent sales proceeds generated from the sale of container equipment.

Cash from Financing Activities:  Net cash used in financing activities was $672,502 during the first six months of 2001 compared to $551,603 in the corresponding period of 2000. These amounts represent distributions to the Registrant’s general and limited partners, which increased due to cash collections and sales proceeds generated from the sale of container equipment. The Registrant’s continuing container disposals, as well as current market conditions, should produce lower operating results and, consequently, lower distributions to its partners in subsequent periods. Sales proceeds distributed to its partners may fluctuate in subsequent periods, reflecting the level of container disposals. The Registrant may refrain from distributing cash generated from operations and sales proceeds to its partners in subsequent periods, reserving all excess cash as part of its working capital in order to maintain sufficient cash reserves for expenses related to its final liquidation and subsequent dissolution.

Capital Resources

Aside from the initial working capital reserve retained from the gross subscription proceeds (equal to approximately .7% of such proceeds), the Registrant relied primarily on container rental receipts to generate distributions to its partner general and limited partners, as well as to finance current operating needs. No credit lines are maintained to finance working capital.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Exchange rate risk:  Substantially all of the Registrant’s revenues are billed and paid in US dollars and a significant portion of costs are billed and paid in US dollars. Of the remaining costs, the majority are individually small, unpredictable and incurred in various denominations and thus are not suitable for cost effective hedging. From time to time, the Leasing Company hedges a portion of the expenses that are predictable and are principally in UK pounds sterling. As exchange rates are outside of the control of the Company, there can be no assurance that such fluctuations will not adversely effect its results of operations and financial condition.

13

PART II — OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

Exhibit
No.	Description	Method of Filing
3(a)	Limited Partnership Agreement of the Registrant, amended and restated as of October 13, 1987	*
3(b)	Certificate of Limited Partnership of the Registrant	**

(b) Reports on Form 8-K

     No reports on Form 8-K were filed by the Registrant during the quarter ended June 30, 2001.

*	Incorporated by reference to Exhibit “A” to the Prospectus of the Registrant dated October 13, 1987, included as part of Registration Statement on Form S-1 (No. 33-16984)
**	Incorporated by reference to Exhibit 3.4 to the Registration Statement on Form S-1 (No. 33-16984)

14

SIGNATURES

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

IEA INCOME FUND VIII, A California Limited Partnership
By	Cronos Capital Corp. The General Partner
By	/s/ Dennis J. Tietz
	Dennis J. Tietz President and Director of Cronos Capital Corp. (“CCC”) Principal Executive Officer of CCC
By	/s/ John Kallas
	John Kallas Chief Financial Officer and Director of Cronos Capital Corp. (“CCC”) Principal Financial and Accounting Officer of CCC

Date: August 14, 2001

15

EXHIBIT INDEX

Exhibit
No.	Description	Method of Filing
3(a)	Limited Partnership Agreement of the Registrant, amended and restated as of October 13, 1987	*
3(b)	Certificate of Limited Partnership of the Registrant	**

*	Incorporated by reference to Exhibit “A” to the Prospectus of the Registrant dated October 13, 1987, included as part of Registration Statement on Form S-1 (No. 33-16984)
**	Incorporated by reference to Exhibit 3.4 to the Registration Statement on Form S-1 (No. 33-16984)

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