Mail Stop 4561



December 1, 2005


By U.S. Mail and facsimile to (650) 364-1665.

Michael R. Burwell
President and Chief Financial Officer
Redwood Mortgage Investors VIII
900 Veterans Blvd., Suite 500
Redwood City, CA 94063

Re:	Redwood Mortgage Investors VIII
Form 10-K for the Fiscal Year Ended December 31, 2004
Form 10-Q for the Fiscal Quarter ended June 30, 2005
	File No. 000-27816

Dear Mr. Burwell:

      We have reviewed your response letter filed with the
Commission
on November 2, 2005 and have the following additional comments.
Please provide us with the requested information so we may better
understand your response.  Please be as detailed as necessary in
your
explanation.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

1. Please refer to our previous comment 3.  We concur that the
majority of disclosures required by Guide 3 are not applicable to
your business activities and did not request that you provide all
disclosures included therein.  However, we requested that you
include
the disclosures set forth in Item IV of Industry Guide 3 because
the
majority of your business activities include lending.  Please
revise
your filings to include the disclosures set forth in Item IV of
Guide
3.  If you do not want to use the format presented in Guide 3,
please
provide this information in an alternative format.  Provide us
with
your proposed disclosures.

2. Please refer to our previous comment 4.  Please tell us, in
detail, the factors considered in recording a loss reserve for
real
estate held for sale and how you determined that the $1,000,000
loss
reserve for all properties owned as disclosed on page 4 was
appropriate.  Tell us if you consider this reserve to be a general
reserve or if you determine this reserve on a specific property
basis.

3. Please refer to our previous comment 5.   Your response to this
comment was not included in the letter filed with the commission.
Please include the information requested in your response to this
letter.

* * * * *

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
cover
letter that keys your response to our comment, indicates your
intent
to include the requested revisions in future filings and provides
any
requested supplemental information.  Please understand that we may
have additional comments after reviewing your responses to our
comment.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      You may contact Rebekah Moore, Staff Accountant, at (202)
551-
3463 or me at (202) 551-3490 if you have questions.

Sincerely,



Donald Walker
Senior Assistant Chief Accountant
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Michael R. Burwell
Redwood Mortgage Investors VIII
December 1, 2005
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