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

                                    FORM 8-K


                                 Current Report
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange act of 1934


Date of Report (Date of Earliest Event Reported): February 8, 2000


                         REDWOOD MORTGAGE INVESTORS VIII
             (Exact Name of Registrant as Specified in its Charter)

         California                       33-13113              94-3158788
(State or Other Jurisdiction of         (Commission           (I.R.S. Employer
 Incorporation or Organization)         File Number)      Identification Number)


650 El Camino Real, Suite G, Redwood City, California                    94063
         (Address of Principal Executive Offices)                     (Zip Code)

Registrants telephone number, including area code:   (650) 365-5341




Item 4. Change in Registrants' Certifying Accountant

     A. Bruce Cropper,  a partner in the accounting firm of Parodi & Cropper has
been providing audit and accounting  services to Redwood Mortgage Investors VIII
since its  inception in 1993.  Mr.  Cropper also has been  performing  audit and
accounting  services  to the  general  partners  of  the  Registrant  and  their
affiliates for over 15 years. In 1999, Mr. Cropper's partner sold his portion of
their practice. Mr. Cropper decided to merge his portion of the practice into an
existing  CPA firm  known as  "Caporicci  & Larson"  with  offices in Irvine and
Walnut  Creek,  California.  Upon the  merger,  the firm of Parodi & Cropper was
dissolved and Caporicci & Larson became Caporicci,  Cropper & Larson,  LLP. As a
result of the  dissolution of Parodi & Cropper and Mr.  Cropper's  merger of his
existing  practice into  Caporicci,  Cropper & Larson,  LLP the  Partnership has
retained the firm of Caporicci,  Cropper & Larson,  LLP to provide its audit and
financial services.  Thus, although there has been a change in accounting firms,
there has not been a change in accountants.


Item 5. Other Material Events.

     On February 7, 2000,  the General  Partners of the  Registrant  pursuant to
Section 12.4(d) of the Partnership  Agreement admitted Redwood Mortgage Corp., a
California  corporation,  as a  General  Partner  of  the  Partnership.  Redwood
Mortgage Corp. is an affiliate of the general  partners.  Redwood Mortgage Corp.
was  incorporated in 1978. Its principal  stockholder is D. Russell  Burwell,  a
general  partner of the  Registrant.  Redwood  Mortgage Corp. is a licensed real
estate  broker and has been engaged  primarily in the business of arranging  and
servicing  mortgage  loans.  Redwood  Mortgage  Corp.  has  been  arranging  and
servicing  the  Registrant's  loans since its  inception.  The General  Partners
believe that the addition of Redwood  Mortgage  Corp. as a General  Partner will
strengthen the Registrant's management team.


                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  registration  statement  to be signed on its
behalf by the undersigned, thereto duly authorized.

Date:  February 8, 2000

                                               REDWOOD MORTGAGE INVESTORS VIII,
                                               a California limited partnership


                                               By:      /s/ Michael R. Burwell
                                                        Michael R. Burwell
                                                        General Partner