February 11, 2000 Securities and Exchange Commission Filer Support, Edgar Operation Center, Stop 0-7 6432 General Green Way Alexandria, VA 22312 Boston Financial Tax Credit Fund VIII, A Limited Partnership Report on Form 10-QSB for Quarter Ended December 31, 1999 File No. 0-26522 Gentlemen: Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of 1934, filed herewith is one copy of subject report. Very truly yours, /s/Stephen Guilmette Stephen Guilmette Assistant Controller TC8-Q3.DOC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1999 ------------------------------------- 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 0-26522 Boston Financial Tax Credit Fund VIII, A Limited Partnership (Exact name of registrant as specified in its charter) Massachusetts 04-3205879 (State or other jurisdiction of (I.R.S.Employer Identification No.) incorporation or organization) 101 Arch Street, Boston, Massachusetts 02110-1106 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 439-3911 ----------------- 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 . BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Page No. Item 1. Financial Statements Balance Sheet - December 31, 1999 (Unaudited) 1 Statements of Operations (Unaudited) - For the Three and Nine Months Ended December 31, 1999 and 1998 2 Statement of Changes in Partners' Equity (Deficiency) (Unaudited) - For the Nine Months Ended December 31, 1999 3 Statements of Cash Flows (Unaudited) - For the Nine Months Ended December 31, 1999 and 1998 4 Notes to Financial Statements (Unaudited) 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 6 PART II - OTHER INFORMATION Items 1-6 8 SIGNATURE 9 BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) BALANCE SHEET December 31, 1999 (Unaudited) Assets Cash and cash equivalents $ 297,587 Investments in Local Limited Partnerships (Note 1) 21,515,686 Marketable securities, at fair value 1,354,928 Other assets 13,430 ------------- Total Assets $ 23,181,631 ============= Liabilities and Partners' Equity Accounts payable to affiliates $ 400,898 Accrued expenses 39,659 ------------- Total Liabilities 440,557 General, Initial and Investor Limited Partners' Equity 22,761,811 Net unrealized losses on marketable securities (20,737) Total Partners' Equity 22,741,074 ------------- Total Liabilities and Partners' Equity $ 23,181,631 ============= The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) STATEMENTS OF OPERATIONS For the Three and Nine Months Ended December 31, 1999 and 1998 (Unaudited) Three Months Ended Nine Months Ended December 31, December 31, December 31, December 31, 1999 1998 1999 1998 ------------- ------------- -------------- --------------- Revenue: Investment $ 23,506 $ 25,890 $ 67,779 $ 74,207 Other 50 6,115 1,200 7,565 ------------- ------------- -------------- --------------- Total Revenue 23,556 32,005 68,979 81,772 ------------- ------------- -------------- --------------- Expenses: Asset management fees, related party 51,555 50,765 154,665 152,295 General and administrative expenses (includes reimbursements to affiliates in the amounts of $57,340 and $55,836 in 1999 and 1998, respectively) 38,800 39,111 105,844 96,988 Amortization 7,486 9,986 22,457 29,958 ------------- ------------- -------------- --------------- Total Expenses 97,841 99,862 282,966 279,241 ------------- ------------- -------------- --------------- Loss before equity in losses of Local Limited Partnerships (74,285) (67,857) (213,987) (197,469) Equity in losses of Local Limited Partnerships (Note 1) (466,111) (440,055) (1,515,738) (1,370,394) ------------- ------------- -------------- --------------- Net Loss $ (540,396) $ (507,912) $ (1,729,725) $ (1,567,863) ============= ============= ============== =============== Net Loss allocated: To General Partners $ (5,404) $ (5,079) $ (17,297) $ (15,679) To Limited Partners (534,992) (502,833) (1,712,428) (1,552,184) ------------- ------------- -------------- --------------- $ (540,396) $ (507,912) $ (1,729,725) $ (1,567,863) ============= ============= ============== =============== Net Loss per Limited Partnership Unit (36,497 Units) $ (14.66) $ (13.78) $ (46.92) $ (42.53) ============= ============= ============== =============== The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY) For the Nine Months Ended December 31, 1999 (Unaudited) Net Initial Investor Unrealized General Limited Limited Gains Partner Partner Partners (Losses) Total Balance at March 31, 1999 $ (71,432) $ 100 $ 24,562,868 $ 1,053 $ 24,492,589 ------------- ----------- ------------- ---------- ------------- Comprehensive Loss: Net change in net unrealized gains on marketable securities available for sale - - - (21,790) (21,790) Net Loss (17,297) - (1,712,428) - (1,729,725) ------------- ----------- ------------- ---------- ------------- Comprehensive Loss (17,297) - (1,712,428) (21,790) (1,751,515) ------------- ----------- ------------- ---------- ------------- Balance at December 31, 1999 $ (88,729) $ 100 $ 22,850,440 $ (20,737) $ 22,741,074 ============= =========== ============= ========== ============ The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) STATEMENTS OF CASH FLOWS For the Nine Months Ended December 31, 1999 and 1998 (Unaudited) 1999 1998 ------------- ------------- Net cash used for operating activities $ (142,923) $ (23,210) ------------- ------------- Net cash provided by investing activities 260,480 22,782 ------------- ------------- Net increase (decrease) in cash and cash equivalents 117,557 (428) Cash and cash equivalents, beginning of period 180,030 213,966 ------------- ------------- Cash and cash equivalents, end of period $ 297,587 $ 213,538 ============= ============= The accompanying notes are an integral part of these financial statements. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) NOTES TO FINANCIAL STATEMENTS (Unaudited) The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included with the Fund's Form 10-K for the year ended March 31, 1999. In the opinion of management, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the Fund's financial position and results of operations. The results of operations for the periods may not be indicative of the results to be expected for the year. The Managing General Partner has elected to report results of the Local Limited Partnerships on a 90 day lag basis, because the Local Limited Partnerships report their results on a calendar year basis. Accordingly, the financial information of the Local Limited Partnerships that is included in the accompanying financial statements is as of September 30, 1999 and 1998. 1. Investments in Local Limited Partnerships The Fund has acquired an interest in ten Local Limited Partnerships which own and operate multi-family housing complexes. The Fund, as Investor Limited Partner, pursuant to the Local Limited Partnership Agreements, has acquired a 99% interest in the profits, losses, tax credits, and cash flows from operations of the Local Limited Partnerships, with the exception of Springwood, Hemlock Ridge, Pike Place, and West End Place, in which the Fund's interests are 79.20%, 77%, 90% and 90%, respectively. Another partnership sponsored by an affiliate of the General Partner owns the remaining 19.80% limited partner interest in Springwood. Upon dissolution, proceeds will be distributed according to the partnership agreements. The following is a summary of Investments in Local Limited Partnerships at December 31, 1999: Capital Contributions paid to Local Limited Partnerships $ 29,264,859 Cumulative equity in losses of Local Limited Partnerships (8,310,517) Cumulative cash distributions received from Local Limited Partnerships (353,320) Investment in Local Limited Partnerships before adjustment 20,601,022 Excess of investment cost over the underlying net assets acquired: Acquisition fees and expenses 1,048,010 Accumulated amortization of acquisition fees and expenses (133,346) ------------- Investments in Local Limited Partnerships $ 21,515,686 ============= The Fund's share of net losses of the Local Limited Partnerships for the nine months ended December 31, 1999 totaled $1,515,738. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Certain matters discussed herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Fund intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements and is including this statement for purposes of complying with these safe harbor provisions. Although the Fund believes the forward-looking statements are based on reasonable assumptions, the Fund can give no assurance that their expectations will be attained. Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, general economic and real estate conditions and interest rates. Liquidity and Capital Resources As of December 31, 1999, the Fund had cash and cash equivalents of $297,587 as compared to $180,030 at March 31, 1999. This increase is primarily attributable to proceeds from sales and maturities of marketable securities in excess of purchases of marketable securities and cash distributions received from Local Limited Partnerships. These increases are partially offset by cash used for operations. As of December 31, 1999, approximately $1,212,000 of marketable securities has been designated as Reserves, as defined in the Partnership Agreement. The Reserves are established to be used for working capital of the Fund and contingencies related to the ownership of Local Limited Partnership interests. Management believes that the interest income earned on Reserves, along with cash distributions received from Local Limited Partnerships, to the extent available, will be sufficient to fund the Fund's ongoing operations. Reserves may be used to fund operating deficits, if the General Partner deems funding appropriate. Since the Fund invests as a limited partner, the Fund has no contractual duty to provide additional funds to Local Limited Partnerships beyond its specified investment. Thus, as of December 31, 1999, the Fund had no contractual or other obligation to any Local Limited Partnership, which had not been paid or provided for. In the event a Local Limited Partnership encounters operating difficulties requiring additional funds, the Fund might deem it in its best interest to voluntarily provide such funds in order to protect its investment. No such event has occurred to date. Cash Distributions No cash distributions were made during the period ended December 31, 1999. It is expected that cash available for distribution, if any, will not be significant in fiscal year 2000. As funds from temporary investments are paid to Local Limited Partnerships, interest earnings on those funds decrease. In addition, some of the properties benefit from some type of federal or state subsidy, and as a consequence, are subject to restrictions on cash distributions. Results of Operations For the nine months ended December 31, 1999, the Fund's operations resulted in a net loss of $1,729,725, as compared to a net loss of $1,567,863 for the same period in 1998. The increase in net loss is primarily attributable to an increase in equity in losses of the Local Limited Partnerships due to an increase in operating expenses. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) . MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Property Discussions Live Oaks Plantation, located in West Palm Beach, Florida, is experiencing operating deficits due primarily to occupancy fluctuations. The fluctuations in occupancy are primarily due to the majority of first-year leases expiring and management's decision not to renew all the leases due to tenant collection problems. Further compounding the problem is competition from new affordable housing complexes in the area. Accordingly, the Managing General Partner continues to work closely with the Local General Partner and management agent to monitor operations. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) PART II OTHER INFORMATION Items 1-5 Not applicable Item 6 Exhibits and reports on Form 8-K (a) Exhibits - None (b) Reports on Form 8-K - No reports on Form 8-K were filed during the quarter ended December 31, 1999. BOSTON FINANCIAL TAX CREDIT FUND VIII (A Limited Partnership) 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, thereunto duly authorized. DATED: February 11, 2000 BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP By: Arch Street VIII Limited Partnership, its General Partner /s/Randolph G. Hawthorne Randolph G. Hawthorne Managing Director, Vice President and Chief Operating Officer