<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
---------------
FORM 10-Q
---------------
[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE PERIOD ENDED MARCH 31, 2000
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 0-12537
FIRST CAPITAL INCOME PROPERTIES, LTD.--SERIES VIII
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 59-2192277
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
TWO NORTH RIVERSIDE PLAZA,
SUITE 700,
CHICAGO, ILLINOIS 60606-2607
(ADDRESS OF PRINCIPAL EXECUTIVE (ZIP CODE)
OFFICES)
(312) 207-0020
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT APPLICABLE
(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 [_]
DOCUMENT INCORPORATED BY REFERENCE:
The First Amended and Restated Certificate and Agreement of Limited Partnership
filed as Exhibit A to the Partnership's Prospectus dated July 28, 1982,
included in the Partnership's Registration Statement on Form S-11, is
incorporated herein by reference in Part I of this report.
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<PAGE>
BALANCE SHEETS
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
March 31,
2000 December 31,
(Unaudited) 1999
- ------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Investment in commercial rental property:
Land $ 1,784,700 $ 1,784,700
Buildings and improvements 5,659,500 5,659,500
- ------------------------------------------------------------------------
7,444,200 7,444,200
Accumulated depreciation and amortization (2,715,000) (2,666,300)
- ------------------------------------------------------------------------
Total investment property, net of accumulated
depreciation and amortization 4,729,200 4,777,900
Cash and cash equivalents 729,800 455,800
Investments in debt securities 18,585,200 18,835,100
Rents receivable 84,500 69,500
- ------------------------------------------------------------------------
$24,128,700 $24,138,300
- ------------------------------------------------------------------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable and accrued expenses $ 211,400 $ 186,700
Due to Affiliates, net 3,900 8,500
Distributions payable 13,315,600 13,587,800
Security deposits 15,300 15,300
Other liabilities 7,800 7,900
- ------------------------------------------------------------------------
13,554,000 13,806,200
- ------------------------------------------------------------------------
Partners' capital:
General Partners 50,100 50,100
Limited Partners (70,000 Units issued and
outstanding) 10,524,600 10,282,000
- ------------------------------------------------------------------------
10,574,700 10,332,100
- ------------------------------------------------------------------------
$24,128,700 $24,138,300
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</TABLE>
STATEMENTS OF PARTNERS' CAPITAL
For the quarter ended March 31, 2000 (Unaudited)
and the year ended December 31, 1999
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
General Limited
Partners Partners Total
- -------------------------------------------------------------------------------
<S> <C> <C> <C>
Partners' (deficit) capital, January 1,
1999 $ (30,300) $ 19,288,000 $ 19,257,700
Net income for the year ended December
31, 1999 251,600 5,694,000 5,945,600
Distributions for the year ended
December 31, 1999 (171,200) (14,700,000) (14,871,200)
- -------------------------------------------------------------------------------
Partners' capital, December 31, 1999 50,100 10,282,000 10,332,100
Net income for the quarter ended
March 31, 2000 15,600 382,600 398,200
Distributions for the quarter ended
March 31, 2000 (15,600) (140,000) (155,600)
- -------------------------------------------------------------------------------
Partners' capital, March 31, 2000 $ 50,100 $ 10,524,600 $ 10,574,700
- -------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements
2
<PAGE>
STATEMENTS OF INCOME AND EXPENSES
For the quarters ended March 31, 2000 and 1999
(Unaudited)
(All dollars rounded to nearest 00s
except per Unit amounts)
<TABLE>
<CAPTION>
2000 1999
- ----------------------------------------------------------------------------
<S> <C> <C>
Income:
Rental $235,900 $482,800
Interest 328,300 62,400
- ----------------------------------------------------------------------------
564,200 545,200
- ----------------------------------------------------------------------------
Expenses:
Depreciation and amortization 48,700 172,100
Property operating:
Affiliates 6,100 11,000
Nonaffiliates 23,600 95,900
Real estate taxes 43,500 80,000
Insurance--Affiliate 4,000 6,600
Repairs and maintenance 7,800 79,700
General and administrative:
Affiliates 2,400 8,100
Nonaffiliates 29,900 10,900
- ----------------------------------------------------------------------------
166,000 464,300
- ----------------------------------------------------------------------------
Net income $398,200 $ 80,900
- ----------------------------------------------------------------------------
Net income allocated to General Partners $ 15,600 $ 42,800
- ----------------------------------------------------------------------------
Net income allocated to Limited Partners $382,600 $ 38,100
- ----------------------------------------------------------------------------
Net income allocated to Limited Partners per Unit (70,000
Units outstanding) $ 5.47 $ 0.54
- ----------------------------------------------------------------------------
</TABLE>
STATEMENTS OF CASH FLOWS
For the quarters ended March 31, 2000 and 1999
(Unaudited)
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
2000 1999
- --------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 398,200 $ 80,900
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 48,700 172,100
Changes in assets and liabilities:
(Increase) in rents receivable (15,000) (15,400)
Decrease in other assets 800
Increase (decrease) in accounts payable and accrued
expenses 24,700 (182,700)
(Decrease) in due to Affiliates (4,600) (10,600)
(Decrease) in other liabilities (100) (11,300)
- --------------------------------------------------------------------------------
Net cash provided by operating activities 451,900 33,800
- --------------------------------------------------------------------------------
Cash flows from investing activities:
Payments for capital and tenant improvements (31,100)
Decrease in investments in debt securities, net 249,900 2,500
- --------------------------------------------------------------------------------
Net cash provided by (used for) investing activities 249,900 (28,600)
- --------------------------------------------------------------------------------
Cash flows from financing activities:
Distributions paid to Partners (427,800) (427,800)
Increase in security deposits 1,600
- --------------------------------------------------------------------------------
Net cash (used for) financing activities (427,800) (426,200)
- --------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents 274,000 (421,000)
Cash and cash equivalents at the beginning of the period 455,800 2,392,000
- --------------------------------------------------------------------------------
Cash and cash equivalents at the end of the period $ 729,800 $1,971,000
- --------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements
3
<PAGE>
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
March 31, 2000
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
DEFINITION OF SPECIAL TERMS:
Capitalized terms used in this report have the same meaning as those terms have
in the Partnership's Registration Statement filed with the Securities and
Exchange Commission on Form S-11. Definitions of these terms are contained in
Article III of the First Amended and Restated Certificate and Agreement of
Limited Partnership, which is included in the Registration Statement and
incorporated herein by reference.
ACCOUNTING POLICIES:
The financial statements have been prepared in accordance with accounting
principles generally accepted in the United States ("GAAP"). The Partnership
utilizes the accrual method of accounting. Under this method, revenues are
recorded when earned and expenses are recorded when incurred. The Partnership
recognizes rental income that is contingent upon tenants' achieving specified
targets, only to the extent that such targets are attained.
Preparation of the Partnership's financial statements in conformity with GAAP
requires management 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 reporting period. Actual results could differ
from those estimates.
The financial information included in these financial statements is unaudited;
however, in management's opinion, all adjustments (consisting of only normal,
recurring accruals) necessary for a fair presentation of the results of
operations for the periods included have been made. Results of operations for
the three months ended March 31, 2000 are not necessarily indicative of the
operating results for the year ending December 31, 2000.
The Partnership has one reportable segment as the Partnership is in the
disposition phase of its life cycle, wherein it is seeking to liquidate its
remaining operating assets. Management's focus, therefore, is to prepare its
assets for sale and find purchasers for its remaining assets when market
conditions warrant such an action. The Partnership has three tenants who occupy
56% of the Partnership's rental properties. These tenants occupied 24%, 22% and
10% of the Partnership's rentable space, respectively. The tenant occupying 24%
of the Partnership's rentable space vacated effective April 30, 2000.
Commercial rental property held for investment is recorded at cost, net of any
provisions for value impairment, and depreciated (exclusive of amounts
allocated to land) on the straight-line method over its estimated useful life.
Upon classifying a commercial rental property as held for disposition, no
depreciation or amortization of such property is provided for in the financial
statements. Lease acquisition fees are recorded at cost and amortized over the
life of the lease. Repair and maintenance costs are expensed as incurred;
expenditures for improvements are capitalized and depreciated over the
estimated life of such improvements.
The Partnership evaluates its rental properties for impairment when conditions
exist which may indicate that it is probable that the sum of expected future
cash flows (undiscounted) from a property is less than its estimated carrying
basis. Upon determination that an impairment has occurred, the carrying basis
in the rental property is reduced to its estimated fair market value.
Management was not aware of any indicator that would result in a significant
impairment loss during the periods reported.
Cash equivalents are considered all highly liquid investments with maturity of
three months or less when purchased.
Investments in debt securities at March 31, 2000 are comprised of obligations
of the United States government and are classified as held-to-maturity. These
investments are carried at their amortized cost basis in the financial
statements, which approximated fair value. All of these securities had
maturities of less than one year when purchased.
Reference is made to the Partnership's annual report for the year ended
December 31, 1999 for a description of other accounting policies and additional
details of the Partnership's financial condition, results of operations,
changes in Partners' capital and changes in cash balances for the year then
ended. The details provided in the notes thereto have not changed except as a
result of normal transactions in the interim or as otherwise disclosed herein.
2. RELATED PARTY TRANSACTIONS:
In accordance with the Partnership Agreement, subsequent to December 23, 1982,
the Termination of the Offering, the General Partners are entitled to 10% of
Cash Flow (as defined in the Partnership Agreement), as a Partnership
Management Fee. In addition, Net Profits (exclusive of Net Profits from the
sale or disposition of Partnership properties) are allocated: first, to the
General Partners, in an amount equal to the greater of the General Partners'
Partnership Management Fee for such fiscal year, or 1% of such Net Profits; and
second, the balance, if any, to the Limited Partners. Net Profits from the sale
or disposition of a Partnership property are allocated: first, to the General
Partners and the Limited Partners with negative balances in their capital
accounts, pro rata in proportion to such respective negative balances, to the
extent of the total of such negative balances; second, to the General Partners,
in an amount necessary to make the aggregate amount of their capital accounts
equal to the greater of the Sale or Refinancing Proceeds to be distributed to
the General Partners with respect to the sale or disposition of such property
or 1% of such Net Profits; and third, the balance, if any, to the Limited
Partners. Net Losses (exclusive of Net Losses from the sale, disposition or
provision for value impairment of Partnership properties) are allocated 1% to
the General Partners and 99% to the Limited Partners. Net Losses from the sale,
disposition or provision for value impairment of Partnership properties are
allocated: first, to the extent that the balance in the General Partners'
capital accounts exceeds their Capital Investment or the balance in the capital
accounts of the Limited Partners exceeds the amount of their Capital Investment
(the "Excess Balances"), to the General Partners and the Limited Partners pro
rata in proportion to such Excess Balances until such Excess Balances are
reduced to zero; second, to the General Partners and the Limited Partners pro
rata in proportion to the balances in their respective capital accounts until
the balances in their capital accounts shall be reduced to zero; and third, the
balance, if any, 99% to the Limited Partners and 1% to the General Partners. In
all events there shall be allocated to the General Partners not less than 1% of
Net Profits and Net Losses from the sale, disposition or provision for value
impairment of a Partnership property. For the three months ended March 31, 2000
and 1999, the General Partners were paid a Partnership Management Fee and
allocated Net Profits of $15,600 and $42,800, respectively.
Fees and reimbursements paid and payable by the Partnership to Affiliates
during the quarter ended March 31, 2000 were as follows:
<TABLE>
<CAPTION>
Paid Payable
- -----------------------------------------------------------------
<S> <C> <C>
Property and asset management and leasing fees $ 6,100 $(33,900)
Reimbursement of property insurance premiums 4,000 None
Real estate commission (a) None 37,700
Reimbursement of expenses, at cost:
--Accounting 4,500 None
--Investor communications 2,500 100
- -----------------------------------------------------------------
$17,100 $ 3,900
- -----------------------------------------------------------------
</TABLE>
(a) As of March 31, 2000, the Partnership owed $37,700 to the Managing General
Partner for real estate commissions earned in connection with the sale of
five of the warehouses comprising a portion of the Atlanta Gateway Park
Industrial Center. These commissions have been accrued but not paid. In
accordance with the Partnership Agreement, the Partnership will not pay the
General Partners or any Affiliates a real estate commission from the sale
of a Partnership property until Limited Partners have received cumulative
distributions of Sale or Refinancing Proceeds equal to 100% of their
Original Capital Contribution, plus a cumulative return (including all Cash
Flow (as defined in the Partnership Agreement) which has been distributed
to the Limited Partners from the initial date of investment) of 6% simple
interest per annum on their Capital Investment.
On-site property management for the Partnership's property is provided by a
third-party management group for fees equal to 3% of gross rents received from
the property. This management group is entitled to leasing fees equal to 3% of
gross rents received from the properties, reduced by leasing fees, if any, paid
to other third parties.
4
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Reference is made to the Partnership's annual report for the year ended
December 31, 1999 for a discussion of the Partnership's business.
Statements contained in this Management's Discussion and Analysis of Financial
Condition and Results of Operations, which are not historical facts, may be
forward-looking statements. Such statements are subject to certain risks and
uncertainties, which could cause actual results to differ materially from those
projected. Readers are cautioned not to place undue reliance on these forward-
looking statements, which speak only as of the date hereof.
One of the Partnership's objectives is to dispose of its properties when market
conditions allow for the achievement of the maximum possible sale price. The
Partnership, in addition to being in the operation of properties phase, is in
the disposition of properties phase of its life cycle. During the disposition
phase of the Partnership's life cycle, comparisons of operating results are
complicated due to the timing and effect of property sales. Partnership
operating results are generally expected to decline as real property interests
are sold since the Partnership no longer receives the net income generated from
such properties. During 1999, the Partnership sold Brookwood Metroplex Office
Buildings I & II ("Brookwood").
OPERATIONS
The table below is a recap of certain operating results of each of the
Partnership's properties for the quarters ended March 31, 2000 and 1999. The
discussion following the table should be read in conjunction with the financial
statements and notes thereto appearing in this report.
<TABLE>
<CAPTION>
Comparative
Operating Results
(a)
For the Quarters
Ended
3/31/00 3/31/99
- ---------------------------------------
<S> <C> <C>
WALKER SPRINGS PLAZA SHOPPING CENTER
Rental revenues $234,700 $223,800
- ---------------------------------------
Property net income $103,700 $ 98,200
- ---------------------------------------
Average occupancy 72% 75%
- ---------------------------------------
BROOKWOOD METROPLEX OFFICE BUILDINGS
I & II (B)
Rental revenues $259,000
- ---------------------------------------
Property net (loss) $(60,600)
- ---------------------------------------
</TABLE>
(a) Excludes certain income and expense items, which are not directly related
to individual property operating results such as interest income and
general and administrative expenses.
(b) Brookwood was sold on November 23, 1999.
Net income increased by $317,300 for the three months ended March 31, 2000 when
compared to the three months ended March 31, 1999. The increase was primarily
the result of an increase in interest earned on the Partnership's short-term
investments, which was due to an increase in cash available for investment. The
increase was also due to the absence of operating (losses) from Brookwood in
2000 due to its 1999 sale.
Net income, exclusive of the effects of Brookwood, increased by $256,700 for
the quarter ended March 31, 2000 when compared to the quarter ended March 31,
1999. The increase was primarily the result of the increase in interest earned
on the Partnership's short-term investments.
The following comparative discussion includes only the operating results of
Walker Springs Plaza Shopping Center ("Walker Springs").
Rental revenues increased by $10,900 or 4.9% for the three months ended March
31, 2000 when compared to the three months ended March 31, 1999. The increase
was primarily due to an increase in tenant reimbursements for real estate taxes
and common area maintenance expenses.
Real estate tax expense increased by $3,100 for the three months ended March
31, 2000 when compared to the three months ended March 31, 1999. The increase
was primarily due to an increase in the assessed valuations as determined by
the taxing authorities. The Partnership is currently pursuing an appeal of
those assessments, however, there can be no assurance that the Partnership's
efforts will be successful.
All other expenses at Walker Springs remained relatively unchanged for the
periods under comparison.
To increase and/or maintain occupancy the level at the Partnership's remaining
property, the Managing General Partner, through the asset and property
management groups, continues to take the following actions: 1) implementation
of marketing programs, including hiring of third-party leasing agents or
providing on-site leasing personnel, advertising, direct mail campaigns and
development of building brochures; 2) early renewal of existing tenants' leases
and addressing any expansion needs these tenants may have; 3) promotion of
local broker events and networking with local brokers; 4) networking with
national level retailers; 5) cold-calling other businesses and tenants in the
market area and 6) providing rental concessions or competitively pricing rental
rates depending on market conditions.
LIQUIDITY AND CAPITAL RESOURCES
One of the Partnership's objectives is to dispose of its properties when market
conditions allow for the achievement of the maximum possible sales price. In
the interim, the Partnership continues to manage and maintain its remaining
property. Notwithstanding the Partnership's intention relative to property
sales, another primary objective of the Partnership is to provide cash
distributions to Partners from Partnership operations. To the extent cumulative
cash distributions exceed net income during a fiscal year, such excess
distributions will be treated as a return of capital. Cash Flow (as defined in
the Partnership Agreement) is generally not equal to net income or cash flows
as determined by generally accepted accounting principles ("GAAP"), since
certain items are treated differently under the Partnership Agreement than
under GAAP. Management believes that to facilitate a clear understanding of the
Partnership's operations, an analysis of Cash Flow (as defined in the
Partnership Agreement) should be examined in conjunction with an analysis of
net income or cash flows as determined by GAAP. The following table includes a
reconciliation of Cash Flow (as defined in the Partnership Agreement) to cash
flow provided by operating activities as determined by GAAP and are not
indicative of actual distributions to Partners and should not necessarily be
considered as an alternative to the results disclosed in the Statements of
Income and Expenses and Statements of Cash Flows.
5
<PAGE>
<TABLE>
<CAPTION>
Comparative
Cash Flow Results
For the Quarters Ended
3/31/2000 3/31/1999
- -------------------------------------------------------------------------------
<S> <C> <C>
Cash Flow (as defined in the Partnership Agreement) $ 446,900 $ 253,000
Items of reconciliation:
(Increase) in current assets (15,000) (14,600)
Increase (decrease) in current liabilities 20,000 (204,600)
- -------------------------------------------------------------------------------
Net cash provided by operating activities $ 451,900 $ 33,800
- -------------------------------------------------------------------------------
Net cash provided by (used for) investing activities $ 249,900 $ (28,600)
- -------------------------------------------------------------------------------
Net cash (used for) financing activities $ (427,800) $ (426,200)
- -------------------------------------------------------------------------------
</TABLE>
The increase in Cash Flow (as defined in the Partnership Agreement) of $193,900
for the three months ended March 31, 2000 when compared to three months ended
March 31, 1999 was primarily due to the increase in interest earned on the
Partnership's short-term investments, as previously discussed. The increase was
partially offset by the absence of operating results, exclusive of depreciation
and amortization, at Brookwood due to its 1999 sale.
The increase in the Partnership's cash position of $274,000 for the three
months ended March 31, 2000 was primarily the result of net maturities of a
portion of the Partnership's investments in debt securities. The increase was
also due to net cash provided by operating activities exceeding distributions
paid to Partners. Liquid assets (including cash, cash equivalents and
investments in debt securities) of the Partnership as of March 31, 2000 are
comprised of amounts held for distribution to Partners and working capital
purposes.
Net cash provided by operating activities increased by $418,100 for the three
months ended March 31, 2000 when compared to the three months ended March 31,
1999. The increase was primarily due the increase in net income, as previously
discussed. The increase was also due to the timing of the payment of certain
expenses.
Net cash (used for) provided by investing activities changed from $(28,600) for
the three months ended March 31, 1999 to $249,900 for the three months ended
March 31, 2000. The change was primarily due to cash provided by the net
maturity of amounts invested in debt securities during the quarter ended March
31, 2000 contrasting with cash used for capital and tenant improvements during
the quarter ended March 31, 1999. Investments in debt securities are a result
of the continued extension of the maturities of certain of the Partnership's
short-term investments in an effort to maximize the return on these amounts as
they are held for working capital purposes. These investments are of
investment-grade and mature less than one year from their date of purchase.
The Partnership has no financial instruments for which there are significant
market risks. Due to the timing of the maturities and liquid nature of the
Partnership's investments in debt securities, the Partnership does not believe
that it has material market risk.
As of March 31, 2000 Walker Springs had approximately 45,000 square feet of
vacant space or 28% of its rental space. As of May 1, 2000 an additional 39,000
square feet or 24% of the rentable space become vacant upon the expiration of a
tenant's lease. The Partnership is currently in the process of attempting to
locate suitable tenants to restore the occupancy. There can be no assurance
that the Partnership will be successful in its efforts. Results at Walker
Springs were adversely impacted during 1999 and continue to be in 2000 until
new tenants can be secured to occupy the available space. The securing of new
tenants could result in substantial tenant improvement costs. The Partnership
believes that it has set aside sufficient cash reserves to meet potential costs
associated with increasing the occupancy at Walker Springs.
The increase in net cash used for financing activities of $1,600 for the
quarter ended March 31, 2000 as compared to the quarter ended March 31, 1999
was primarily due to an increase in security deposits in 1999.
On November 23, 1999, the Partnership consummated the sale of Brookwood. In
connection with the sale, the Partnership will distribute $13,160,000 or
$188.00 per Unit on May 31, 2000 to Limited Partners of record as of November
23, 1999. For additional information, see the Partnership's annual report on
Form 10-K for the year ended December 31, 1999.
The Managing General Partner continues to review and evaluate projections of
future rental income in its determination of adequate levels of cash reserves
due to the anticipated building and tenant improvements and leasing costs
necessary to be incurred at Walker Springs during the next several years. For
the quarter ended March 31, 2000, the Partnership retained $291,300 of Cash
Flow (as defined in the Partnership Agreement) for future cash requirements. As
a result of the sale of Brookwood, the Partnership's Cash Flow (as defined in
the Partnership Agreement) has been reduced. Consistent with this, the
Partnership has reduced its quarterly cash distributions to Partners.
Distributions to Limited Partners for the quarter ended March 31, 2000 were
declared in the amount of $140,000, or $2.00 per Unit. Cash distributions are
made 60 days after the last day of each fiscal quarter. The amount of future
distributions to Partners will ultimately be dependent upon the performance of
Walker Springs as well as the Managing General Partner's determination of the
amount of cash necessary to supplement working capital reserves to meet future
liquidity requirements of the Partnership, including the costs associated with
the re-tenanting of Walker Springs. Accordingly, there can be no assurance as
to the amounts of cash available for future distributions to Partners.
6
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: None
(b) Reports on Form 8-K:
There were no reports filed on Form 8-K during the quarter ended March 31,
2000.
7
<PAGE>
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.
FIRST CAPITAL INCOME PROPERTIES, LTD.--
SERIES VIII
By: FIRST CAPITAL FINANCIAL CORPORATION
MANAGING GENERAL PARTNER
/s/ DOUGLAS CROCKER II
Date: May 12, 2000 By: ______________________________________
DOUGLAS CROCKER II
PRESIDENT AND CHIEF EXECUTIVE OFFICER
/s/ NORMAN M. FIELD
Date: May 12, 2000 By: ______________________________________
NORMAN M. FIELD
VICE PRESIDENT--FINANCE AND TREASURER
8
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 729,800
<SECURITIES> 18,585,200
<RECEIVABLES> 84,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 19,399,500
<PP&E> 7,444,200
<DEPRECIATION> 2,715,000
<TOTAL-ASSETS> 24,128,700
<CURRENT-LIABILITIES> 13,508,500
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 10,574,700
<TOTAL-LIABILITY-AND-EQUITY> 24,128,700
<SALES> 0
<TOTAL-REVENUES> 564,200
<CGS> 0
<TOTAL-COSTS> 85,000
<OTHER-EXPENSES> 32,300
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 398,200
<INCOME-TAX> 0
<INCOME-CONTINUING> 398,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 398,200
<EPS-BASIC> 5.47
<EPS-DILUTED> 5.47
</TABLE>
