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




                                   FORM 8-K/A


                                 CURRENT REPORT


                        Under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) December 16, 2003

                       FOX STRATEGIC HOUSING INCOME PARTNERS
               (Exact name of registrant as specified in its charter)


            California                0-16877                 94-3016373
      (State or other jurisdiction  (Commission            (I.R.S. Employer
            incorporation) File Number) Identification Number)


                                55 Beattie Place
                              Post Office Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)


                                 (864) 239-1000
                         (Registrant's telephone number)








Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant hereby amends Item 7. Financial statements and Exhibits of its report
on Form 8-K,  dated  December 16, 2003 (filed with the  Securities  and Exchange
Commission on December 29, 2003 as set forth in the pages attached herein).

Item 7.     Financial Statements and Exhibits

(b) Pro forma financial information.

The following  unaudited pro forma consolidated  balance sheet and statements of
operations  reflect the  operations of the  Registrant  as if  Barrington  Place
Apartments had been sold on January 1, 2002.

The  unaudited pro forma  consolidated  financial  statements  are presented for
illustrative  purposes only and are not necessarily  indicative of the operating
results  or  financial  position  that  would  have  resulted  had the sale been
consummated on the date indicated,  nor do they represent a forecast  thereof at
any future date or for any future period.  This pro forma information  should be
read in conjunction with the Registrant's 2002 Annual Report on Form 10-KSB.

                      PRO FORMA CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                                 (in thousands)

                               September 30, 2003



Investment properties, net                                           $ 6,009
All other assets                                                         463

      Total Assets                                                   $ 6,472


Mortgage notes payable                                               $ 5,237
All other liabilities                                                    551
Partners' equity                                                         684

      Total Liabilities and Partners' Equity                         $ 6,472

The  accompanying  notes  are an  integral  part of these  pro  forma  financial
statements






                  PRO FORMA CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                      (in thousands, except per unit data)


                                      Nine Months Ended       Year Ended
                                      September 30, 2003   December 31, 2002

Total revenues                             $ 1,077              $ 1,517
Total expenses                               1,264                1,604

Net loss                                    $ (187)              $ (87)

Net loss per limited partnership
  unit                                     $ (6.70)              $ --

The  accompanying  notes  are an  integral  part of these  pro  forma  financial
statements








                                    SIGNATURE


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 hereunto duly authorized.



                                    FOX STRATEGIC HOUSING INCOME PARTNERS
                                    (a California Limited Partnership)


                                    By:   FOX PARTNERS VIII
                                          Its General Partner


                                    By:   Fox Capital Management Corporation
                                          Its Managing General Partner


                                    By:   /s/Paul J. McAuliffe
                                          Paul J. McAuliffe
                                          Executive Vice President and Chief
                                          Financial Officer

                                    Date: February 19, 2004