AMERICAN LEASING INVESTORS VIII-B L P
10-Q, 1997-08-18
COMPUTER RENTAL & LEASING
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                                  UNITED STATES
                       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, 1997

                         Commission file number 0-15801

                     AMERICAN LEASING INVESTORS VIII-B, L.P.
             (Exact name of registrant as specified in its charter)


       DELAWARE                                                  13-3275939
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                   411 West Putnam Avenue, Greenwich, CT 06830
                    (Address of principal executive offices)

                                 (203) 862-7000
              (Registrant's telephone number, including area code)

                                      None
              (Former name, former address and former fiscal year,
                          if changed since last report)


Indicate by check 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>
                     AMERICAN LEASING INVESTORS VIII-B, L.P.

                            FORM 10-Q - JUNE 30, 1997



                                      INDEX



PART I - FINANCIAL INFORMATION

      ITEM 1 - FINANCIAL STATEMENTS

         BALANCE SHEETS - June 30, 1997 and December 31, 1996


         STATEMENTS OF OPERATIONS - For the three months ended June 30, 1997 and
            1996 and for the six months ended June 30, 1997 and 1996


         STATEMENT OF PARTNERS' EQUITY - For the six months ended June 30, 1997


         STATEMENTS OF CASH FLOWS - For the six months  ended June 30,  1997 and
            1996
            

         NOTES TO FINANCIAL STATEMENTS 

      ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULTS OF OPERATIONS 


PART II - OTHER INFORMATION

      ITEM 1 - LEGAL PROCEEDINGS

      ITEM 5 - OTHER INFORMATION

      ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES 
<PAGE>
PART I - FINANCIAL INFORMATION

      ITEM 5 - OTHER INFORMATION

      ITEM 1 - FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
                    AMERICAN LEASING INVESTORS VIII-B, L.P.

                                 BALANCE SHEETS


                                                                  June 30     December 31,
                                                                    1997         1996
                                                                ----------    ----------
<S>                                                             <C>           <C>
ASSETS

 Cash and cash equivalents .................................    $  265,885    $  201,251
 Other receivables and prepaid expenses ....................        75,810        50,633
 Leased equipment - net of accumulated depreciation of
  $768,792 and $5,531,954 ..................................        41,784     3,161,494
                                                                ----------    ----------
                                                                $  383,479    $3,413,378
                                                                ==========    ==========

LIABILITIES AND PARTNERS' EQUITY

Liabilities

 Accounts payable and accrued expenses .....................    $   51,917    $   44,108
 Due to affiliates .........................................         1,460         4,025
 Deferred income ...........................................          --          49,800
                                                                ----------    ----------

   Total liabilities .......................................        53,377        97,933
                                                                ----------    ----------

Commitments and contingencies

Partners' equity
 Limited partners' equity (as restated) (20,442 units issued
  and outstanding) .........................................    $  325,812    $3,281,301
 General partners' equity (as restated) ....................         4,290        34,144
                                                                ----------    ----------

  Total partners' equity ...................................       330,102     3,315,445
                                                                ----------    ----------

                                                                $  383,479    $3,413,378
                                                                ==========    ==========

                       See notes to financial statements.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                  AMERICAN LEASING INVESTORS VIII-B, L.P.

                                          STATEMENTS OF OPERATIONS


                                                For the three months ended       For the six months ended
                                                          June 30,                        June 30,
                                               ---------------------------     ---------------------------
                                                    1997            1996            1997           1996
                                               -----------     -----------     -----------     -----------
<S>                                            <C>            <C>             <C>             <C>
Revenues
     Other, principally interest ..........    $    23,610    $     2,691     $    26,101     $     6,191
     Rental ...............................         12,435        229,079          98,742         458,158
                                               -----------     -----------     -----------     -----------

                                                    36,045        231,770         124,843         464,349
                                               -----------     -----------     -----------     -----------

Costs and expenses
     General and administrative ...........         32,717         12,893          59,347          35,569
     Depreciation .........................         18,237        142,521          77,903         285,044
     Operating ............................            100            239          11,795             525
     Fees to affiliates ...................            248          4,581          (2,084)          9,163
     Interest .............................           --           11,603            --            27,552
                                               -----------     -----------     -----------     -----------

                                                    51,302        171,837         146,961         357,853
                                               -----------     -----------     -----------     -----------

                                                   (15,257)        59,933         (22,118)        106,496
Other income
     Gain on disposition of equipment - net      2,240,193           --         2,240,193            --
                                               -----------     -----------     -----------     -----------

Net income ................................    $ 2,224,936    $    59,933     $ 2,218,075     $   106,496
                                               ===========    ===========     ===========     ===========

Net income attributable to
     Limited partners .....................    $ 2,202,687    $    59,334     $ 2,195,895     $   105,431
     General partners .....................         22,249            599          22,180           1,065
                                               -----------    -----------     -----------     -----------

                                               $ 2,224,936    $    59,933     $ 2,218,075     $   106,496
                                               ===========    ===========     ===========     ===========

Net income per unit of limited partnership
     interest (20,442 units outstanding) ..    $    107.75    $      2.90     $    107.42     $      5.16
                                               ===========     ===========     ===========     ===========

                       See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                              STATEMENT OF PARTNERS' EQUITY


                                               Limited          General         Total
                                              Partners'        Partners'       Partners'
                                               Equity           Equity          Equity
<S>                                         <C>             <C>             <C>

Balance, January 1, 1997 ...............    $ 3,383,511     $   (68,066)    $ 3,315,445

Reallocation of partners' equity .......       (102,210)        102,210            --
                                            -----------     -----------     -----------

Balance, January 1, 1997 (as restated) .      3,281,301          34,144       3,315,445

Distributions paid for the
     six months ended June 30, 1997
     ($252 per limited partnership unit)     (5,151,384)        (52,034)     (5,203,418)

Net income for the six months
     ended June 30, 1997 ...............      2,195,895          22,180       2,218,075
                                            -----------     -----------     -----------

Balance, June 30, 1997 .................    $   325,812     $     4,290     $   330,102
                                            ===========     ===========     ===========

                           See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                                            STATEMENTS OF CASH FLOWS

                                                                     For the six months ended
                                                                             June 30,
                                                                   ---------------------------
                                                                       1997             1996
                                                                   -----------     -----------
<S>                                                                <C>             <C> 
 INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS

Cash flows from operating activities
     Net income ...............................................    $ 2,218,075     $   106,496
     Adjustments to reconcile net income to net
        cash (used in) provided by operating activities
            Depreciation ......................................         77,903         285,044
            Gain on disposition of equipment - net ............     (2,240,193)           --
     Changes in assets and liabilities
        Other receivables and prepaid expenses ................        (25,177)        (24,232)
        Accounts payable and accrued expenses .................          7,809         (21,483)
        Due to affiliates .....................................         (2,565)         (1,721)
        Deferred income .......................................        (49,800)           --
        Accrued interest payable ..............................           --              (871)
                                                                   -----------     -----------

            Net cash (used in) provided by operating activities        (13,948)        343,233
                                                                   -----------     -----------

Cash flows from investing activities
     Proceeds from disposition of equipment - net .............      5,282,000            --
                                                                   -----------     -----------

Cash flows from financing activities
     Distributions to partners ................................     (5,203,418)        (41,297)
     Principal payments of notes payable ......................           --          (386,822)
                                                                   -----------     -----------

            Net cash used in financing activities .............     (5,203,418)       (428,119)
                                                                   -----------     -----------

Net increase (decrease) in cash and cash equivalents ..........         64,634         (84,886)

Cash and cash equivalents, beginning of period ................        201,251         302,679
                                                                   -----------     -----------

Cash and cash equivalents, end of period ......................    $   265,885     $   217,793
                                                                   ===========     ===========

Supplemental disclosure of cash flow information
     Interest paid ............................................    $      --       $    28,423
                                                                   ===========     ===========

                           See notes to financial statements.
</TABLE>
<PAGE>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                              NOTES TO FINANCIAL STATEMENTS


 1       INTERIM FINANCIAL INFORMATION

         The summarized  financial  information  contained  herein is unaudited;
         however, in the opinion of management, all adjustments (consisting only
         of normal recurring accruals) necessary for a fair presentation of such
         financial  information have been included.  The accompanying  financial
         statements,  footnotes and  discussions  should be read in  conjunction
         with  the  financial  statements,  related  footnotes  and  discussions
         contained  in  the  American  Leasing  Investors   VIII-B,   L.P.  (the
         "Partnership")  annual report on Form 10-K for the year ended  December
         31, 1996.  The results of operations  for the six months ended June 30,
         1997 are not  necessarily  indicative of the results to be expected for
         the full year.

 2       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Leased equipment

         The  cost  of  leased  equipment  represents  the  initial  cost of the
         equipment to the Partnership plus miscellaneous acquisition and closing
         costs,  and  is  carried  at  the  lower  of  depreciated  cost  or net
         realizable value.

         Depreciation  is  computed  using  the  straight-line  method  over the
         estimated  useful  lives of such  assets  (15 years for  transportation
         equipment and 10 years for packaging line equipment).

         When  equipment  is  sold  or  otherwise  disposed  of,  the  cost  and
         accumulated  depreciation  (and any  related  allowance  for  equipment
         impairment)  are removed from the accounts and any gain or loss on such
         sale or disposal is reflected in  operations.  Normal  maintenance  and
         repairs are charged to operations as incurred. The Partnership provides
         allowances for equipment  impairment  based upon a quarterly  review of
         all equipment in its portfolio,  when management  believes that,  based
         upon market analysis,  appraisal  reports and leases currently in place
         with respect to specific  equipment,  the  investment in such equipment
         may not be recoverable.

         Recently issued accounting pronouncement

         The Financial  Accounting Standards Board issued Statement of Financial
         Accounting  Standards No. 128, "Earnings per Share" in February,  1997.
         This pronouncement  establishes  standards for computing and presenting
         earnings  per  share,  and is  effective  for  the  Partnership's  1997
         year-end  financial  statements.   The  Partnership's   management  has
         determined that this standard will have no impact on the  Partnership's
         computation  or   presentation  of  net  income  per  unit  of  limited
         partnership interest.

<PAGE>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                              NOTES TO FINANCIAL STATEMENTS

3        CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES

         The corporate  general  partner of the  Partnership,  ALI Capital Corp.
         (the "Corporate General Partner"),  the managing general partner of the
         Partnership,  ALI Equipment Management Corp.  ("Equipment  Management")
         and Integrated  Resources  Equipment  Group,  Inc.  ("IREG") are wholly
         owned  subsidiaries of Presidio  Capital Corp.  ("Presidio").  Presidio
         Boram  Corp.,  a  subsidiary  of  Presidio,  is the  associate  general
         partner.  Other limited  partnerships and similar  investment  programs
         have been formed by Equipment  Management or its  affiliates to acquire
         equipment and, accordingly, conflicts of interest may arise between the
         Partnership  and  such  other  limited   partnerships.   Affiliates  of
         Equipment  Management  have also engaged in  businesses  related to the
         management  of equipment and the sale of various types of equipment and
         may transact business with the Partnership. 

         Subject  to the  rights  of the  Limited  Partners  under  the  Limited
         Partnership  Agreement,  Presidio will control the Partnership  through
         its direct or  indirect  ownership  of all of the  shares of  Equipment
         Management, the Corporate General Partner and, as of February 28, 1995,
         the  associate  general  partner.   Presidio  is  managed  by  Presidio
         Management Company, LLC ("Presidio  Management"),  a company controlled
         by a director of Presidio.  Presidio is also party to an administrative
         services agreement with Wexford Management LLC ("Wexford")  pursuant to
         which Wexford is responsible for the day-to-day  management of Presidio
         and,  among other  things,  has  authority  to  designate  directors of
         Equipment  Management,  the Corporate General Partner and the associate
         general  partner.  During the six months  ended June 30, 1997 and 1996,
         reimbursable  expenses due to Wexford from the Partnership  amounted to
         $8,324 and $12,241.

         Presidio is a liquidating  company.  Although Presidio has no immediate
         plans to do so, it will  ultimately  seek to dispose  of the  interests
         through liquidation;  however,  there can be no assurance of the timing
         of such transaction or the effect it may have on the Partnership.

         The Partnership has a management agreement with IREG, pursuant to which
         IREG receives 5% of annual gross rental  revenues on operating  leases;
         2% of annual gross rental  revenues on full payout leases which contain
         net  lease  provisions;  and 1% of annual  gross  rental  revenues,  if
         services are performed by third parties under the active supervision of
         IREG, as defined in the Limited Partnership Agreement.  The Partnership
         incurred  equipment  management fees of $(2,084) and $9,163 for the six
         months ended June 30, 1997 and 1996, respectively.

         During  the  operating  and  sale  stage  of the  Partnership,  IREG is
         entitled to a partnership  management fee equal to 4% of  distributable
         cash from operations,  as defined in the Limited Partnership Agreement,
<PAGE>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                              NOTES TO FINANCIAL STATEMENTS

3        CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)

         subject to increase  after the limited  partners have received  certain
         specified   minimum  returns  on  their   investment.   No  partnership
         management  fees were  incurred  for the six months ended June 30, 1997
         and 1996.

         The general  partners  are  entitled to 1% of  distributable  cash from
         operations  and cash from sales and an  allocation of 1% of taxable net
         income or loss of the Partnership.

         During the  operating  and sale stage of the  Partnership,  IREG may be
         entitled to receive  certain other fees which are  subordinated  to the
         receipt by the limited partners of their original  invested capital and
         certain specified minimum returns on their investment.

         Upon the ultimate liquidation of the Partnership,  the general partners
         may  be  required  to  remit  to  the  Partnership   certain   payments
         representing  capital account deficit  restoration based upon a formula
         provided within the Limited  Partnership  Agreement.  Such  restoration
         amount may be less than the recorded general partners'  deficit,  which
         could  result in  distributions  to the  limited  partners of less than
         their recorded equity.

         In April 1995, Equipment Management and certain affiliates entered into
         an agreement with Fieldstone Private Capital Group, L.P. ("Fieldstone")
         pursuant  to  which   Fieldstone   performs   certain   management  and
         administrative  services relating to the Partnership as well as certain
         other  partnerships  in which  Equipment  Management  serves as general
         partner.  Substantially  all costs  associated  with the  retention  of
         Fieldstone, other than legal fees, are paid by Equipment Management.

 4       PARTNERS' EQUITY

         The General Partners hold a 1% equity interest in the  Partnership.  At
         the inception of the Partnership,  the General Partners' equity account
         was credited with only the actual capital  contributed in cash, $1,000.
         The Partnership's  management  determined that this accounting does not
         appropriately  reflect the limited  partners' and the General Partners'
         relative  participations in the Partnership's net assets, since it does
         not  reflect  the  General   Partners'   1%  equity   interest  in  the
         Partnership.   Thus,  the   Partnership   has  restated  its  financial
         statements to reallocate  $102,210 (1% of the gross proceeds  raised at
         the  Partnership's  formation) of the  partners'  equity to the General
<PAGE>
                         AMERICAN LEASING INVESTORS VIII-B, L.P.

                              NOTES TO FINANCIAL STATEMENTS

 4       PARTNERS' EQUITY (continued)

         Partners'  equity  account.  This  reallocation  was  made  as  of  the
         inception of the Partnership and all periods presented in the financial
         statements  have  been  restated  to  reflect  the  reallocation.   The
         reallocation  has no impact on the  Partnership's  financial  position,
         results of operations,  cash flows,  distributions to partners,  or the
         partners' tax basis capital accounts.

 5       DISTRIBUTIONS TO PARTNERS

         Distributions  paid to  partners  represented  distributable  cash from
         sales, as defined in the Limited Partnership Agreement,  for the second
         quarter  of 1997.  Distributions  to  limited  partners  were  $252 per
         limited  partnership  unit and  distributions  to the general  partners
         aggregated $52,034 and were paid in May 1997.

 6       EQUIPMENT SALE

         On January 21,  1997,  the lease of the British  Aerospace  HS 125-800A
         aircraft (the "DuPont  Aircraft") owned by the Partnership,  expired in
         accordance with its original terms. The associated debt was repaid upon
         the receipt of the final rental  installment.  The lessee  continued to
         utilize the DuPont  Aircraft,  with the  Partnership's  consent,  until
         January 31, 1997 at which time the DuPont  Aircraft was made  available
         for its return inspection.  On April 16, 1997, the Partnership sold the
         DuPont Aircraft to an unaffiliated  third party for a purchase price of
         $5,400,000, exclusive of selling expenses of approximately $118,000. At
         the time of sale,  the  DuPont  Aircraft  had a net  carrying  value of
         approximately $3,041,800.
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS


Liquidity and Capital Resources

         The General Partners hold a 1% equity interest in the  Partnership.  At
         the inception of the Partnership,  the General Partners' equity account
         was credited with only the actual capital  contributed in cash, $1,000.
         The Partnership's  management  determined that this accounting does not
         appropriately  reflect the limited  partners' and the General Partners'
         relative  participations in the Partnership's net assets, since it does
         not  reflect  the  General   Partners'   1%  equity   interest  in  the
         Partnership.   Thus,  the   Partnership   has  restated  its  financial
         statements to reallocate  $102,210 (1% of the gross proceeds  raised at
         the  Partnership's  formation) of the  partners'  equity to the General
         Partners'  equity  account.  This  reallocation  was  made  as  of  the
         inception of the Partnership and all periods presented in the financial
         statements  have  been  restated  to  reflect  the  reallocation.   The
         reallocation  has no impact on the  Partnership's  financial  position,
         results of operations,  cash flows,  distributions to partners,  or the
         partners' tax basis capital accounts.

         As of  June  30,  1997,  the  Partnership  had  operating  reserves  of
         approximately  $288,000 which was comprised of undistributed  cash from
         operations and sales of  approximately  $186,000 as well as the general
         working capital reserve of approximately  $102,000.  On April 16, 1997,
         the  Partnership  sold  one of its  two  remaining  assets,  a  British
         Aerospace HS 125-800A aircraft (the "Dupont  Aircraft"),  and generated
         net proceeds of  approximately  $5,282,000 in connection with the sale.
         The  Partnership  distributed  the net  proceeds of the sale,  less any
         amounts  required  as  reserves,  of $252  per  Unit in May  1997.  The
         Partnership's  sole  remaining  asset,  packaging  line  equipment (the
         "Packaging  Line  Equipment")  formerly  leased  to  Xerox  Corporation
         ("Xerox"),  is not currently  generating any revenue and is the subject
         of litigation  described in Part II, Item 1. The  Partnership  does not
         anticipate  that it will  make any  additional  distributions  until it
         disposes  of the  Packaging  Line  Equipment  and  resolves  the issues
         associated with the litigation.

         The  Partnership  had no outstanding  material  commitments for capital
         expenditures as of June 30, 1997.

         Inflation and changing  prices have not had any material  effect on the
         Partnership's  revenues  since its inception  nor does the  Partnership
         anticipate any material effect on its business from these factors.

         Set forth below is a  description  of various  transactions  which have
         impacted the liquidity of the Partnership during 1997 and 1996:

         (i)   In  early  July  1994,  upon  the  receipt  of the  final  rental
               installment  during the initial  lease term  associated  with the
               Packaging Line  Equipment,  the associated  nonrecourse  debt was
               repaid.  Xerox,  the  lessee  of the  Packaging  Line  Equipment,
               exercised its right to renew the lease through  December 1995, in
               accordance  with its "Fair Market Rental Value" renewal option at
<PAGE>
         Liquidity and Capital Resources (continued)

               a fair  market  rental  rate  equal to  approximately  42% of the
               original rent.  Since January 1, 1996, the  Partnership and Xerox
               have attempted to reach agreement for either a lease extension or
               a sale  of the  Packaging  Line  Equipment.  Notwithstanding  the
               absence of an  agreement  on a lease  extension,  and without the
               consent  of the  Partnership,  Xerox  continued  to  utilize  the
               Packaging  Line  Equipment  while  refusing to pay any rent.  The
               Partnership  and Xerox were unable to reach an agreement  and, on
               April 17, 1997, the Partnership commenced an action against Xerox
               which  is  described  in Part  II,  Item 1.  The  Packaging  Line
               Equipment had a net carrying value of $41,784 and $78,259 at June
               30, 1997 and December 31, 1996, respectively.

         (ii)  On January 21, 1997,  the lease of the DuPont  Aircraft  owned by
               the  Partnership  expired in accordance  with its original terms.
               The  associated  debt was  repaid  upon the  receipt of the final
               rental  installment.  The lessee  continued to utilize the DuPont
               Aircraft,  with the Partnership's consent, until January 31, 1997
               at which  time the DuPont  Aircraft  was made  available  for its
               return  inspection.  On April 16, 1997, the Partnership  sold the
               DuPont  Aircraft  to an  unaffiliated  third party for a purchase
               price  of   $5,400,000,   exclusive   of  selling   expenses   of
               approximately  $118,000. At the time of sale, the DuPont Aircraft
               had a net carrying value of approximately $3,041,800.

         In April 1995, the managing  general  partner of the  Partnership,  ALI
         Equipment  Management  Corp.  ("Equipment  Management"),   and  certain
         affiliates  entered into an agreement with  Fieldstone  Private Capital
         Group,  L.P.  ("Fieldstone")  pursuant  to  which  Fieldstone  performs
         certain  management  and   administrative   services  relating  to  the
         Partnership as well as certain other  partnerships  in which  Equipment
         Management   serves  as  general  partner.   Substantially   all  costs
         associated with the retention of Fieldstone, other than legal fees, are
         paid by Equipment Management.

Results of Operations

         Net income  increased for the quarter and the six months ended June 30,
         1997,  as  compared  to the net income for the  quarter  and six months
         ended June 30, 1996,  due to the  recognition of the gain from the sale
         of the DuPont Aircraft on April 16, 1997.

         Revenue  decreased  for the quarter and six months ended June 30, 1997,
         as compared to the corresponding  periods of the prior year,  primarily
         due to the  expiration  of the lease of DuPont  Aircraft on January 21,
         1997. This was partially  offset by the interest earned on the proceeds
         generated from the sale of the DuPont Aircraft  available for the short
         term investment.

         Expenses  decreased for the quarter and six months ended June 30, 1997,
         as compared to the corresponding  periods of the prior year due to: (i)
         less depreciation in the current periods on the DuPont Aircraft sold on
         April 16,  1997,  (ii) reduced  interest  due to the  repayment of debt
         associated  with the DuPont  Aircraft  in  January  1997,  (iii)  lower
         equipment  management  fees due to reduced  rental on which such fee is
         based,  (iv)  offset by the  increase in legal and  operating  expenses
         related to the DuPont Aircraft.
<PAGE>

PART II - OTHER INFORMATION


ITEM 1 - LEGAL PROCEEDINGS

               On June 30, 1994, the  Partnership's  lease of certain  packaging
               line  equipment  (the  "Packaging  Line  Equipment")  with  Xerox
               Corporation  ("Xerox") was scheduled to expire in accordance with
               the original lease terms (the "Xerox Lease"). Upon receipt of the
               final rental installment due under the Xerox Lease the associated
               nonrecourse debt was repaid.

               In late 1993, Xerox had notified the Partnership of its intent to
               exercise  its right to extend  the Xerox  Lease and Xerox and the
               Partnership  commenced  negotiations to determine the fair market
               rental value of the  Packaging  Line  Equipment.  Pursuant to the
               terms of the Xerox Lease,  Xerox had the right to elect to extend
               the Xerox Lease for two consecutive  periods of one year each. In
               October 1995, the Partnerships and Xerox agreed upon a lease rate
               for an eighteen month lease renewal which expired on December 31,
               1995.

               Since January 1, 1996, the  Partnership  and Xerox have attempted
               to reach  agreement for either a lease extension or a sale of the
               Packaging  Line  Equipment.  Notwithstanding  the  absence  of an
               agreement  on a lease  extension,  and without the consent of the
               Partnership,  Xerox  continued  to  utilize  the  Packaging  Line
               Equipment  while  refusing to pay any rent. The  Partnership  and
               Xerox were unable to reach an  agreement  and, on April 17, 1997,
               the Partnership  commenced an action against Xerox in the Supreme
               Court of the  State of New  York,  County  of New  York,  seeking
               compensation and punitive  damages relating to Xerox's  retention
               of the Packaging Line Equipment.

               On June 19, 1997, Xerox responded to the Partnership's  complaint
               by a motion  to  compel  appraisal  and to stay  the  proceedings
               pending  such  appraisal.  The  Partnership  intends  to  contest
               Xerox's motion, but there can be no assurance as to the timing or
               outcome of such contest of the Xerox motion.

ITEM 5 - OTHER INFORMATION

               On  July  25,  1997,  Wexford,  the  administrator  for  Presidio
               ("Presidio"),  the  parent  company of ALI  Equipment  Management
               Corp.,  ALI Capital Corp. and Presidio Boram Corp., the Managing,
               Corporate and Associate General Partners,  respectively,  of (the
               "Partnership")  and Integrated  Resources  Equipment  Group Inc.,
               received notice from Presidio Holding Company,  LLC, which stated
               that it was the holder of 63% of the  outstanding  Class A common
               shares of  Presidio,  that it was  seeking  to  remove  the three
               current Class A directors and replacing them with Edward Scheetz,
               David  Hamamoto  and David King  effective  as of 12:00  p.m.  on
               September  2,  1997.  There  exists  substantial  doubt as to the
               effectiveness  of such  notice.  On  August  15,  1997,  Presidio
               applied  to the  Judge of the High  Court in the  British  Virgin
               Islands for a declaration that the written resolution of Presidio
               Holding  LLC,  dated July 25,  1997 was  invalid and of no effect
               insofar as it purports to be a written  resolution of the Class A
               Members of Presidio.
<PAGE>
               As of  August  18,  1997,  there  have  been  no  changes  in the
               composition   of  the  officers  and  directors  of  the  general
               partners. In addition, the administrative services agreement with
               Wexford  remains  in effect  and is  scheduled  to  terminate  in
               November 1997.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits: None.
(b)      Reports on Form 8-K: Current report on Form 8-K dated April 16, 1997.
<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.


                                        AMERICAN LEASING INVESTORS VIII-B, L.P.
                               By:      ALI Equipment Management Corp.
                                        Managing General Partner



                                        /s/ Douglas J. Lambert
                                        ----------------------
                                        Douglas J. Lambert
                                        President (Principal Executive and 
                                        Financial Officer)



 Date: August 18, 1997

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THE  SCHEDULE  CONTAINS  SUMMARY   INFORMATION   EXTRACTED  FROM  THE  FINANCIAL
STATEMENTS OF THE JUNE 30, 1997 FORM 10-Q OF AMERICAN  LEASING  INVESTORS VIII-B
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                         265,885
<SECURITIES>                                         0
<RECEIVABLES>                                   75,810
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               341,695
<PP&E>                                         810,576
<DEPRECIATION>                                 768,792
<TOTAL-ASSETS>                                 383,479
<CURRENT-LIABILITIES>                           53,377
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     330,102
<TOTAL-LIABILITY-AND-EQUITY>                   383,479
<SALES>                                              0
<TOTAL-REVENUES>                             2,365,036
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               146,961
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                              2,218,075 
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 2,218,075
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
         

</TABLE>


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