SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
/X/ Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 (Fee Required)
For the year ended December 31, 1996
/ / Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 (Fee Required)
For the transition period from _______________ to ______________
Commission file number 0-20131
Fidelity Leasing Income Fund VIII, L.P.
______________________________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 23-2627143
______________________________________________________________________
(State of Organization) (I.R.S. Employer Identification No.)
7 E. Skippack Pike, Suite 275, Ambler, Pennsylvania 19002
______________________________________________________________________
(Address of principal executive offices) (Zip Code)
(215) 619-2800
______________________________________________________________________
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12 (b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
None Not applicable
Securities registered pursuant to Section 12 (g) of the Act:
Limited Partnership Interests
Title of Class
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 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_____
The number of outstanding limited partnership units of the Registrant
at December 31, 1996 is 21,695.
There is no public market for these securities.
The index of Exhibits is located on page 10.
1
PART I
Item 1. BUSINESS
Fidelity Leasing Income Fund VIII, L.P. (the "Fund"), a Delaware
limited partnership, was organized in 1990 and acquires equipment,
primarily computer peripheral equipment, including printers, tape and
disk storage devices, data communications equipment, computer
terminals, technical workstations as well as networking equipment,
which is leased to third parties on a short-term basis. The Fund's
principal objective is to generate leasing revenues for distribution.
The Fund manages the equipment, releasing or disposing of equipment as
it comes off lease in order to achieve its principal objective. The
Fund will not borrow funds to purchase equipment.
The Fund generally acquires equipment subject to a lease.
Purchases of equipment for lease are typically made through equipment
leasing brokers, under a sale-leaseback arrangement directly from
lessees owning equipment, from the manufacturer either pursuant to a
purchase agreement relating to significant quantities of equipment or
on an ad hoc basis to meet the needs of a particular lessee.
The equipment leasing industry is highly competitive. The Fund
competes with leasing companies, equipment manufacturers and
distributors, and entities similar to the Fund (including similar
programs sponsored by the General Partner), some of which have greater
financial resources than the Fund and more experience in the equipment
leasing business than the General Partner. Other leasing companies
and equipment manufacturers and distributors may be in a position to
offer equipment to prospective lessees on financial terms which are
more favorable than those which the Fund can offer. They may also be
in a position to offer trade-in-privileges, maintenance contracts and
other services which the Fund may not be able to offer. Equipment
manufacturers and distributors may offer to sell equipment on terms
and conditions (such as liberal financing terms and exchange
privileges) which will afford benefits to the purchaser similar to
those obtained through leases. As a result of the advantages which
certain of its competitors may have, the Fund may find it necessary to
lease its equipment on a less favorable basis than certain of its
competitors.
The computer equipment industry is extremely competitive as well.
Competitive factors include pricing, technological innovation and
methods of financing. Certain manufacturer-lessors maintain
advantages through patent protection, where applicable, and through
product protection by the use of a policy which combines service and
hardware with payment for such benefits accomplished through a single
periodic charge.
A brief description of the types of equipment in which the Fund
has invested as of December 31, 1996, together with information
concerning the users of such equipment is contained in Item 2,
following.
The Fund does not have any employees. All persons who work on
the Fund are employees of the General Partner.
2
Item 2. PROPERTIES
The following schedules detail the type and aggregate purchase
price of the various types of equipment acquired and leased by the
Fund as of December 31, 1996, along with the percentage of total
equipment represented by each type of equipment, a breakdown of
equipment usage by industrial classification and the average initial
term of leases:
Purchase Price Percentage of
Type of Equipment Acquired of Equipment Total Equipment
Communication Controllers $ 307,668 4.04%
Disk Storage Systems 1,725,248 22.64
Network Communications 581,794 7.63
Personal Computers, Terminals
and Display Stations 2,693,427 35.34
Printers 1,393,408 18.28
Tape Storage Systems 910,063 11.94
Other 9,934 0.13
__________ _______
Totals $7,621,542 100.00%
========== =======
Breakdown of Equipment Usage
By Industrial Classification
Purchase Price Percentage of
Type of Business of Equipment Total Equipment
Computers/Data Processing $ 522,366 6.85%
Consumer Products/Retailing 1,329,900 17.45
Defense Contractors 194,932 2.56
Diversified Financial/Banking/
Insurance 387,696 5.09
Manufacturing/Refining 2,567,887 33.69
Telephone/Telecommunications 1,949,988 25.59
Transportation 668,773 8.77
__________ _______
Totals $7,621,542 100.00%
========== =======
Average Initial Term of Leases (in months): 38
All of the above equipment is currently leased under operating leases.
Item 3. LEGAL PROCEEDINGS
Not applicable.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
3
PART II
Item 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY
HOLDER MATTERS
(a) The Fund's limited partnership units are not publicly
traded. There is no market for the Fund's limited
partnership units and it is unlikely that any will develop.
(b) Number of Equity Security Holders:
Number of Partners
Title of Class as of December 31, 1996
Limited Partnership Interests 943
General Partnership Interest 1
<TABLE>
Item 6. SELECTED FINANCIAL DATA
<CAPTION>
For the Years Ended December 31,
1996 1995 1994 1993 1992
<S> <C> <C> <C> <C> <C>
Total Income $2,258,564 $2,543,493 $3,452,905 $3,376,928 $ 2,574,789
Net Income (Loss) 24,373 (137,721) 123,837 207,044 138,640
Distributions to Partners 225,000 1,105,691 1,307,741 1,377,737 1,273,195
Net Income (Loss) per Equivalent
Limited Partnership Unit 1.62 (9.05) 6.16 9.12 5.47
Weighted Average Number of
Equivalent Limited Partnership
Units Outstanding During the Year 13,396 15,067 17,997 21,200 22,921
</TABLE>
<TABLE>
December 31,
1996 1995 1994 1993 1992
<S> <C> <C> C> <C> <C>
Total Assets $5,071,493 $5,596,725 $6,966,272 $8,619,625 $10,116,518
Equipment under Operating
Leases and Equipment Held for
Sale or Lease (Net) 3,572,350 2,395,085 4,323,766 6,282,710 8,433,473
Limited Partnership
Units 21,695 22,812 23,223 24,406 25,556
Limited Partners 943 962 975 992 1,021
</TABLE>
4
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
Fidelity Leasing Income Fund VIII, L.P. had revenues of $2,258,564,
$2,543,493 and $3,452,905 for the years ended December 31, 1996, 1995 and 1994,
respectively. Rental income from the leasing of computer equipment
accounted for 96%, 93% and 90% of total revenues in 1996, 1995 and 1994,
respectively. The decrease in total revenues in 1996 and 1995 was primarily
attributable to a decrease in rental income. Rental income decreased by
approximately $889,000 because of equipment which came off lease and was
released at lower rental rates or sold. This decrease, however, was reduced by
rental income of approximately $696,000 generated from equipment on operating
leases purchased during 1996 as well as rental income earned from 1995
equipment purchases for which a full year of rental income was earned in 1996
and only a partial year was earned in 1995. In 1995, rental income decreased
by approximately $1,022,000 because of equipment that came off lease and was
re-leased at lower rental rates or sold. This decrease, however, was offset by
rental income of approximately $272,000 generated from equipment on operating
leases purchased during 1995 as well as rental income earned from 1994
equipment purchases for which a full year of rental income was earned in 1995
and only a partial year was earned in 1994. In addition, interest income
decreased in 1996 because of lower cash balances available for investment by
the Fund as well as lower interest rates earned in 1996. In 1995, interest
income increased because of larger cash balances invested throughout the year
which reduced the overall decrease in revenues.
Expenses were $2,234,191, $2,681,214 and $3,329,068 for the years ended
December 31, 1996, 1995 and 1994, respectively. Depreciation and amortization
comprised 62%, 75% and 83% of total expenses during the years ended
December 31, 1996, 1995 and 1994, respectively. The decrease in expenses in
1996 and 1995 was primarily related to a decrease in depreciation expense
resulting from equipment which came off lease, terminated or was sold.
Additionally, the Fund incurred a net loss on the sale of equipment of
$12,612 for the year ended December 31, 1996 as compared to a net loss on sale
of equipment of $132,290 for the year ended December 31, 1995 which also
accounts for the decrease in total expenses in 1996. However, the overall
decrease in expenses in 1996 was mitigated by an increase in the write-down of
equipment to net realizable value. Based upon the quarterly review of the
recoverability of the undepreciated cost of rental equipment, $536,697 and
$207,780 was charged to operations to write down equipment to its estimated net
realizable value during the years ended December 31, 1996 and 1995,
respectively. In 1994, $257,662 was charged to write-down of equipment to net
realizable value which contributed to the decrease in total expenses in 1995.
Currently, the Fund's practice is to review the recoverability of its unde-
preciated costs of rental equipment quarterly. The Fund's policy, as part of
this review, is to analyze such factors as releasing of equipment,
technological developments and information provided in third party
publications. In accordance with Generally Accepted Accounting Principles, the
Fund writes down its rental equipment to its estimated net realizable value
when the amounts are reasonably estimated and only recognizes gains upon actual
sale of its rental equipment. Any future losses are dependent upon
unanticipated technological developments affecting the computer
equipment industry in subsequent years.
5
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations(continued)
Results of Operations (Continued)
The Fund's net income (loss) was $24,373, ($137,721) and $123,837 for the
years ended December 31, 1996, 1995 and 1994, respectively. The earnings
(loss) per equivalent limited partnership unit, after earnings (loss) allocated
to the General Partner, were $1.62, ($9.05) and $6.16 based on a weighted
average number of equivalent limited partnership units outstanding of 13,396,
15,067 and 17,997 for the years ended December 31, 1996, 1995 and 1994,
respectively.
The Fund generated funds from operations of $1,950,783, $2,210,976 and
$2,923,299, for the purpose of determining cash available for distribution, and
distributed 12%, 45% and 45% to partners in 1996, 1995 and 1994, respectively
and 2%, 0% and 4% of these amounts to partners in January and February 1997,
1996 and 1995, respectively. For financial statement purposes, the Fund
records cash distributions to partners on a cash basis in the period in which
they are paid. During the fourth quarter of 1995, the General Partner revised
its policy regarding cash distributions so that the distributions more
accurately reflect the net income of the Fund over the most recent twelve
months.
Analysis of Financial Condition
The Fund continues to purchase computer equipment for lease with cash
available from operations which is not distributed to partners. During the
years ended December 31, 1996, 1995 and 1994, the Fund purchased $3,389,929,
$897,705 and $1,733,792 respectively, of equipment.
The cash position of the Fund is reviewed daily and cash is invested on a
short-term basis.
The Fund's cash from operations is expected to continue to be adequate to
cover all operating expenses and contingencies during the next twelve month
period.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The response to this Item is submitted as a separate section of this
report commencing on page F-1.
Item 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
6
PART III
Item 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
In February 1996, the Board of Directors resolved to change the name
of the General Partner from Fidelity Leasing Corporation to F.L.
Partnership Management, Inc. (FLPMI). F.L. Partnership Management, Inc.
is a wholly owned subsidiary of Resource Leasing, Inc., a wholly
owned subsidiary of Resource America, Inc. The Directors and Executive
Officers of FLPMI are:
FREDDIE M. KOTEK, age 40, Chairman of the Board of Directors,
President and Chief Executive Officer of FLPMI since September 1995
and Senior Vice President of Resource America, Inc. since 1995.
President of Resource Leasing, Inc. since September 1995.
Executive Vice President of Resource Properties, Inc. (a wholly
owned subsidiary of Resource America, Inc.) since 1993. First
Vice President of Royal Alliance Associates from 1991 to 1993.
Senior Vice President and Chief Financial Officer of Paine Webber
Properties from 1990 to 1991.
MICHAEL L. STAINES, age 47, Director and Secretary of FLPMI since
September 1995 and Senior Vice President and Secretary of Resource
America, Inc. since 1989.
SCOTT F. SCHAEFFER, age 34, Director of FLPMI since September 1995
and Senior Vice President of Resource America Inc. since 1995. Vice
President-Real Estate of Resource America, Inc. and President of
Resource Properties, Inc. (a wholly owned subsidiary of Resource
America, Inc.) since 1992. Vice President of the Dover Group, Ltd.
(a real estate investment company) from 1985 to 1992.
Others:
STEPHEN P. CASO, age 41, Vice President and General Counsel of FLPMI
since 1992.
MARIANNE T. SCHUSTER, age 38, Vice President and Controller of FLPMI
since 1984.
KRISTIN L. CHRISTMAN, age 29, Portfolio Manager of FLPMI since
December 1995 and Equipment Brokerage Manager since 1993.
7
Item 11. EXECUTIVE COMPENSATION
The following table sets forth information relating to the aggregate
compensation earned by the General Partner of the Fund during the year
ended December 31, 1996:
Name of Individual or Capacities in
Number in Group Which Served Compensation
F.L. Partnership
Management, Inc. General Partner $86,031(1)
=======
(1) This amount does not include the General Partner's share of
cash distributions made to all partners.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(a) As of December 31, 1996, there was no person or group known to
the Fund that owned more than 5% of the Fund's outstanding
securities either beneficially or of record.
(b) In 1990, the General Partner contributed $1,000 to the capital
of the Fund but it does not own any of the Fund's outstanding
securities. No individual director or officer of F.L. Partnership
Management, Inc. nor such directors or officers as a group, owns
more than one percent of the Fund's outstanding securities. The
General Partner owns a general partnership interest which entitles
it to receive 1% of cash distributions until the Limited Partners
have received an amount equal to the purchase price of their Units
plus an 11% cumulative compounded Priority Return; thereafter 10%.
The General Partner will also share in net income equal to the
greater of its cash distributions or 1% of net income or to the
extent there are losses, 1% of such losses.
(c) There are no arrangements known to the Fund that would, at any
subsequent date, result in a change in control of the Fund.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
During the year ended December 31, 1996, the Fund was charged by the
General Partner $86,031 of management fees. The General Partner will
continue to receive 4% or 2% of rental payments on equipment under
operating leases and full pay-out leases, respectively, for
administrative and management services performed on behalf of the Fund.
Full pay-out leases are noncancellable leases for which rental payments
during the initial term are at least sufficient to recover the purchase
price of the equipment, including acquisition fees. This management fee
is paid monthly only if and when the Limited Partners have received
distributions for the period from the initial closing through the end of
the most recent calendar quarter equal to a return for such period at a
rate of 11% per year on the aggregate amount paid for their units.
8
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS (Continued)
The General Partner may also receive up to 3% of the proceeds from
the sale of the Fund's equipment for services and activities to be
performed in connection with the disposition of equipment. The payment
of this sales fee is deferred until the Limited Partners have received
cash distributions equal to the purchase price of their units plus an 11%
cumulative compounded priority return. Based on current estimates, it is
not expected that the Fund will be required to pay this sales fee to the
General Partner. As a result, $55,244 of sales fee accrued by the Fund
in prior periods was recorded as part of the net gain (loss) on sale of
equipment during the year ended December 31, 1996.
The General Partner receives 1% of cash distributions until the
Limited Partners have received an amount equal to the purchase price of
their Units plus an 11% cumulative compounded Priority Return.
Thereafter, the General Partner will receive 10% of cash distributions.
During 1996, the General Partner received cash distributions of $2,250.
The Fund incurred $149,847 of reimbursable costs to the General
Partner and its parent company for services and materials provided in
connection with the administration of the Fund during 1996.
9
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) (1) and (2). The response to this portion of Item 14 is
submitted as a separate section of this report commencing on page F-1.
(a) (3) and (c) Exhibits (numbered in accordance with Item 601 of
Regulation S-K)
Exhibit Numbers Description Page Number
3(a) & (4) Amended and Restated Agreement *
of Limited Partnership
(9) not applicable
(10) not applicable
(11) not applicable
(12) not applicable
(13) not applicable
(18) not applicable
(19) not applicable
(22) not applicable
(23) not applicable
(24) not applicable
(25) not applicable
(28) not applicable
* Incorporated by reference.
10
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
FIDELITY LEASING INCOME FUND VIII, L.P.
A Delaware limited partnership
By: F.L. PARTNERSHIP MANAGEMENT, INC.
Freddie M. Kotek
By: ___________________________
Freddie M. Kotek, Chairman
and President
Dated March 26, 1997
Pursuant to the requirements of the Securities Exchange Act of
1934, this annual report has been signed below by the following
persons, on behalf of the Registrant and in the capacities and on the
date indicated:
Signature Title Date
Freddie M. Kotek
________________________ Chairman of the Board of Directors 3-26-97
Freddie M. Kotek and President of F.L. Partnership
Management, Inc. (Principal Executive
Officer)
Michael L. Staines
________________________ Director of F.L. Partnership 3-26-97
Michael L. Staines Management, Inc.
Marianne T. Schuster
________________________ Vice President and Controller 3-26-97
Marianne T. Schuster of F.L. Partnership Management, Inc.
(Principal Financial Officer)
11
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
Pages
Report of Independent Certified Public Accountants F-2
Balance Sheets as of December 31, 1996 and 1995 F-3
Statements of Operations for the years ended
December 31, 1996, 1995 and 1994 F-4
Statements of Partners' Capital for the years
ended December 31, 1996, 1995 and 1994 F-5
Statements of Cash Flows for the years ended
December 31, 1996, 1995 and 1994 F-6
Notes to Financial Statements F-7 - F-11
All schedules have been omitted because the required information is
not applicable or is included in the Financial Statements or Notes
thereto.
F-1
Report of Independent Certified Public Accountants
The Partners
Fidelity Leasing Income Fund VIII, L.P.
We have audited the accompanying balance sheets of Fidelity Leasing
Income Fund VIII, L.P. as of December 31, 1996 and 1995, and the related
statements of operations, changes in partners' capital and cash flows for
each of the three years in the period ended December 31, 1996. These
financial statements are the responsibility of the Fund's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Fidelity Leasing
Income Fund VIII, L.P. as of December 31, 1996 and 1995, and the results of
its operations and its cash flows for each of the three years in the period
ended December 31, 1996 in conformity with generally accepted accounting
principles.
Grant Thornton, LLP
Philadelphia, Pennsylvania
February 10, 1997
F-2
FIDELITY LEASING INCOME FUND VIII, L.P.
BALANCE SHEETS
<TABLE>
ASSETS
<CAPTION>
December 31,
1996 1995
<S> <C> <C>
Cash and cash equivalents $1,279,570 $2,861,597
Accounts receivable 216,696 313,745
Interest receivable - 4,259
Due from related parties 2,877 20,706
Equipment under operating leases
(net of accumulated depreciation of
$4,049,192 and $6,629,864) 3,572,350 2,297,232
Equipment held for sale or lease - 97,853
Organization costs
(net of accumulated amortization of
$10,000 and $8,667) - 1,333
__________ __________
Total assets $5,071,493 $5,596,725
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Lease rents paid in advance $ 43,812 $ 29,566
Accounts payable and accrued expenses 28,167 40,483
Due to related parties 8,714 97,901
__________ _________
Total liabilities 80,693 167,950
Partners' capital 4,990,800 5,428,775
__________ __________
Total liabilities and
partners' capital $5,071,493 $5,596,725
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-3
FIDELITY LEASING INCOME FUND VIII, L.P.
<TABLE>
STATEMENTS OF OPERATIONS
<CAPTION>
For the years ended December 31,
1996 1995 1994
Income:
<S> <C> <C> <C>
Rentals $2,165,342 $2,358,813 $3,108,535
Interest 83,499 180,388 106,701
Gain on sale of equipment, net - - 236,013
Other 9,723 4,292 1,656
__________ __________ __________
2,258,564 2,543,493 3,452,905
__________ __________ __________
Expenses:
Depreciation and amortization 1,377,101 2,008,627 2,777,813
Write-down of equipment to net
realizable value 536,697 207,780 257,662
General and administrative 71,903 52,658 54,904
General and administrative to
related party 149,847 186,512 101,165
Management fee to related party 86,031 93,347 137,524
Loss on sale of equipment, net 12,612 132,290 -
__________ __________ __________
2,234,191 2,681,214 3,329,068
__________ __________ __________
Net income (loss) $ 24,373 $ (137,721) $ 123,837
========== ========== ==========
Net income (loss) per equivalent
limited partnership unit $ 1.62 $ (9.05) $ 6.16
========== ========== ==========
Weighted average number of
equivalent limited partnership
units outstanding during the year 13,396 15,067 17,997
========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-4
FIDELITY LEASING INCOME FUND VIII, L.P.
<TABLE>
STATEMENTS OF PARTNERS' CAPITAL
<CAPTION>
For the years ended December 31, 1996, 1995 and 1994
General Limited Partners
Partner Units Amount Total
_______ __________________ _____
<S> <C> <C> <C> <C>
Balance, January 1, 1994 $ 2,130 24,406 $8,384,863 $8,386,993
Redemptions - (1,183) (381,447) (381,447)
Cash distributions (13,077) - (1,294,664) (1,307,741)
Net income 13,022 - 110,815 123,837
_______ ______ __________ __________
Balance, December 31, 1994 2,075 23,223 6,819,567 6,821,642
Redemptions - (411) (149,455) (149,455)
Cash distributions (11,057) - (1,094,634) (1,105,691)
Net income (1,377) - (136,344) (137,721)
_______ ______ __________ __________
Balance, December 31, 1995 (10,359) 22,812 5,439,134 5,428,775
Redemptions - (1,117) (237,348) (237,348)
Cash distributions (2,250) - (222,750) (225,000)
Net income 2,650 - 21,723 24,373
_______ ______ __________ __________
Balance, December 31, 1996 $( 9,959) 21,695 $5,000,759 $4,990,800
======= ====== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-5
FIDELITY LEASING INCOME FUND VIII, L.P.
<TABLE>
STATEMENTS OF CASH FLOWS
<CAPTION>
For the years ended December 31,
1996 1995 1994
Cash flows from operating activities:
<S> <C> <C> <C>
Net income (loss) $ 24,373 $ (137,721) $ 123,837
__________ __________ __________
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Depreciation and amortization 1,377,101 2,008,627 2,777,813
Write-down of equipment to
net realizable value 536,697 207,780 257,662
(Gain) loss on sale of equipment, net 12,612 132,290 (236,013)
(Increase) decrease in accounts receivable 97,049 306,550 (612,248)
(Increase) decrease in due from
related parties 17,829 (16,202) 95,437
Increase (decrease) in lease
rents paid in advance 14,246 (21,301) (20,788)
Increase (decrease) in accounts
payable and accrued expenses (12,316) (2,257) (99,096)
Increase (decrease) in due to
related parties (89,187) 46,878 31,882
Increase (decrease) in other, net 4,259 4,309 (3,616)
__________ __________ __________
1,958,290 2,666,674 2,191,033
__________ __________ __________
Net cash provided by operating
activities 1,982,663 2,528,953 2,314,870
__________ __________ __________
Cash flows from investing activities:
Acquisition of equipment (3,389,929) (897,705) (1,733,792)
Purchase of investment securities
held to maturity - - (491,749)
Maturity of investment securities
held to maturity - - 739,698
Proceeds from sale of equipment 287,587 480,189 894,774
__________ __________ __________
Net cash used in investing activities (3,102,342) (417,516) (591,069)
__________ __________ __________
Cash flows from financing activities:
Distributions (225,000) (1,105,691) (1,307,741)
Redemptions of capital (237,348) (149,455) (381,447)
__________ __________ __________
Net cash used in financing activities (462,348) (1,255,146) (1,689,188)
__________ __________ __________
Increase (decrease) in cash and
cash equivalents (1,582,027) 856,291 34,613
Cash and cash equivalents,
beginning of year 2,861,597 2,005,306 1,970,693
__________ __________ __________
Cash and cash equivalents, end of year $1,279,570 $2,861,597 $2,005,306
========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-6
FIDELITY LEASING INCOME FUND VIII, L.P.
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION AND NATURE OF BUSINESS
Fidelity Leasing Income Fund VIII, L.P. (the "Fund") was formed on
November 21, 1990. The General Partner of the Fund is F.L.Partnership
Management, Inc. ("FLPMI") which is a wholly owned subsidiary of
Resource Leasing, Inc., a wholly owned subsidiary of Resource America,
Inc. The Fund is managed by the General Partner. The Fund's limited
partnership interests are not publicly traded. There is no market for
the Fund's limited partnership interests and it is unlikely that any
will develop. The Fund acquires computer equipment, including
printers, tape and disk storage devices, data communications
equipment, computer terminals, technical workstations and networking
equipment, which is leased to third parties throughout the United
States on a short-term basis.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Concentration of Credit Risk
Financial instruments which potentially subject the Fund to
concentrations of credit risk consist principally of temporary cash
investments. The Fund places its temporary investments in bank
repurchase agreements.
Concentrations of credit risk with respect to accounts receivables are
limited due to the dispersion of the Fund's lessees over different
industries and geographies.
Impairment of Long-Lived Assets
Effective January 1, 1996, the Fund adopted SFAS No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed of." This new standard provides guidance on when to
recognize and how to measure impairment losses of long-lived assets
and how to value long-lived assets to be disposed of. The adoption of
SFAS No. 121 had no impact on the net income of the Fund.
Equipment Held for Sale or Lease
Equipment held for sale or lease is carried at its estimated net
realizable value.
Use of Estimates
In preparing financial statements in conformity with Generally
Accepted Accounting Principles, management is required to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements and revenues and
expenses during the reporting period. Actual results could differ
from those estimates.
Organization Costs
Organization costs were amortized over a five year period.
F-7
FIDELITY LEASING INCOME FUND VIII, L.P.
NOTES TO FINANCIAL STATEMENTS
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Accounting for Leases
The Fund's leasing operations consist primarily of operating leases
whereby the cost of the leased equipment is recorded as an asset and
depreciated on a straight-line basis over its estimated useful life,
up to six years. Acquisition fees associated with lease placements
are allocated to equipment when purchased and depreciated as part of
equipment cost. Rental income consists primarily of monthly periodic
rentals due under the terms of the leases. Generally, during the
remaining terms of existing operating leases, the Fund will not
recover all of the undepreciated cost and related expenses of its
rental equipment and is prepared to remarket the equipment in future
years. Upon sale or other disposition of assets, the cost and related
accumulated depreciation are removed from the accounts and the
resulting gain or loss, if any, is reflected in income.
Income Taxes
Federal and State income tax regulations provide that taxes on the
income or benefits from losses of the Fund are reportable by the
partners in their individual income tax returns. Accordingly, no
provision for such taxes has been made in the accompanying financial
statements.
Statement of Cash Flows
For purposes of the statements of cash flows, the Fund considers all
highly liquid debt instruments purchased with a maturity of three
months or less to be cash equivalents.
Net Income per Equivalent Limited Partnership Unit
Net income per equivalent limited partnership unit is computed by
dividing net income allocated to limited partners by the weighted
average number of equivalent limited partnership units outstanding
during the year. The weighted average number of equivalent units
outstanding during the year is computed based on the weighted average
monthly limited partners' capital account balances, converted into
equivalent units at $500 per unit.
Significant Fourth Quarter Adjustments
Currently, the Fund's practice is to review the recoverability of its
undepreciated costs of rental equipment quarterly. The Fund's
policy, as part of this review, is to analyze such factors as
releasing of equipment, technological developments and information
provided in third party publications. Based upon this review, the
Fund recorded an adjustment of approximately $132,000, $82,000 and
$208,000 or $9.85, $5.44 and $11.56 per equivalent limited
partnership unit to write down its rental equipment in the fourth
quarter of 1996, 1995 and 1994, respectively.
F-8
FIDELITY LEASING INCOME FUND VIII, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
3. ALLOCATION OF PARTNERSHIP INCOME, LOSS AND CASH DISTRIBUTIONS
Cash distributions, if any, are made monthly as follows: 99% to the
Limited Partners and 1% to the General Partner, until the Limited
Partners have received an amount equal to the purchase price of their
Units, plus an 11% compounded Priority Return (an amount equal to 11%
compounded annually on the portion of the purchase price not
previously distributed); thereafter, 90% to the Limited Partners and
10% to the General Partner.
Net Losses are allocated 99% to the Limited Partners and 1% to the
General Partner. The General Partner is allocated Net Income equal to
its cash distributions, but not less than 1% of Net Income, with the
balance allocated to the Limited Partners.
Net Income (Losses) allocated to the Limited Partners are allocated to
individual limited partners based on the ratio of the daily weighted
average partner's net capital account balance (after deducting related
commission expense) to the total daily weighted average of the Limited
Partners' net capital account balances.
4. EQUIPMENT LEASED
Equipment on lease consists primarily of computer equipment under
operating leases. A majority of the equipment was manufactured by
IBM and Silicon Graphics. The lessees have agreements with the
manufacturer to provide maintenance for the leased equipment. The
Fund's operating leases are for initial lease terms of 22 to 48
months.
In accordance with Generally Accepted Accounting Principles, the Fund
writes down its rental equipment to its estimated net realizable value
when the amounts are reasonably estimated and only recognizes gains
upon actual sale of its rental equipment. As a result, in 1996, 1995
and 1994, approximately $537,000, $208,000 and $258,000, respectively,
was charged to write-down of equipment to net realizable value. Any
future losses are dependent upon unanticipated technological develop-
ments affecting the computer equipment industry in subsequent years.
The future approximate minimum rentals to be received on
noncancellable operating leases as of December 31 are as follows:
1997 $1,562,000
1998 1,289,000
1999 480,000
__________
$3,331,000
==========
F-9
FIDELITY LEASING INCOME FUND VIII, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
5. RELATED PARTY TRANSACTIONS
The General Partner receives 4% or 2% of gross rental payments from
equipment under operating leases and full pay-out leases,
respectively, for administrative and management services performed on
behalf of the Fund. Full pay-out leases are non-cancellable leases
for which the rental payments due during the initial term of the lease
are at least sufficient to recover the purchase price of the
equipment, including acquisition fees. This management fee is paid
monthly only if and when the Limited Partners have received
distributions for the period from the initial closing through the end
of the most recent calendar quarter equal to a return for such period
at a rate of 11% per year on the aggregate amount paid for their
units.
The General Partner may also receive up to 3% of the proceeds from the
sale of the Fund's equipment for services and activities to be
performed in connection with the disposition of equipment. The
payment of this sales fee is deferred until the Limited Partners have
received cash distributions equal to the purchase price of their units
plus an 11% cumulative compounded priority return. Based on current
estimates, it is not expected that the Fund will be required to pay
this sales fee to the General Partner. As a result, $55,244 of sales
fee accrued by the Fund in prior periods was recorded as part of the
net gain (loss) on sale of equipment during the year ended December
31, 1996.
Additionally, the General Partner and its parent company are
reimbursed by the Fund for certain costs of services and materials
used by or for the Fund except those items covered by the above-
mentioned fees. Following is a summary of fees and costs of services
and materials charged by the General Partner and its parent company
during the years ended December 31:
1996 1995 1994
Management fee $ 86,031 $ 93,347 $137,524
Reimbursable costs 149,847 186,512 101,165
During 1996, the Fund maintained its checking and investment accounts
in Jefferson Bank, a subsidiary of JeffBanks, Inc. in which the
Chairman of Resource America, Inc. serves as a director.
Amounts due from related parties at December 31, 1996 and 1995
represent monies due to the Fund from the General Partner and/or other
affiliated funds for rentals and sales proceeds collected and not yet
remitted the Fund.
Amounts due to related parties at December 31, 1996 and 1995 represent
monies due to the General Partner for the fees and costs mentioned
above, as well as, rentals and sales proceeds collected by the Fund on
behalf of other affiliated funds.
F-10
FIDELITY LEASING INCOME FUND VIII, L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
6. MAJOR CUSTOMERS
For the year ended December 31, 1996, three customers accounted for
approximately 17%, 14% and 12% of the Fund's rental income. For the
year ended December 31, 1995, one customer accounted for
approximately 27%, and two customers generated approximately 13% each
of the Fund's rental income. For the year ended December 31, 1994,
three customers accounted for approximately 26%, 20% and 12% of the
Fund's rental income.
7. CASH DISTRIBUTIONS
Below is a summary of the cash distributions paid to partners during
the years ended December 31:
<TABLE>
For the Quarter Ended 1996 1995 1994
<CAPTION>
<S> <C> <C> <C>
March $ 65,000 $ 322,139 $ 338,292
June 60,000 316,542 323,517
September 60,000 315,321 323,160
December 40,000 151,689 322,772
________ __________ __________
$225,000 $1,105,691 $1,307,741
======== ========== ==========
</TABLE>
In addition, the General Partner declared and paid a cash distribution
of $20,000 in both January and February 1997 for the months ended
November 30 and December 31, 1996 to all admitted partners as of
November 30 and December 31, 1996.
F-11
F-12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 1,279,570
<SECURITIES> 0
<RECEIVABLES> 219,573
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,499,143
<PP&E> 7,621,542
<DEPRECIATION> 4,049,192
<TOTAL-ASSETS> 5,071,493
<CURRENT-LIABILITIES> 80,693
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 4,990,800
<TOTAL-LIABILITY-AND-EQUITY> 5,071,493
<SALES> 2,165,342
<TOTAL-REVENUES> 2,258,564
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,234,191
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 24,373
<INCOME-TAX> 0
<INCOME-CONTINUING> 24,373
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 24,373
<EPS-PRIMARY> 1.62
<EPS-DILUTED> 1.62
</TABLE>
