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August 14, 2006
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Boston Financial Tax Credit Fund VIII, A Limited Partnership
Report on Form 10-QSB for the Quarter Ended June 30, 2006
File Number 0-26522
Dear Sir/Madam:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, filed herewith is a copy of subject report.
Very truly yours,
/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller
TC8-Q1.DOC
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2006
--------------------------------------
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 (Unaudited) - June 30, 2006 1
Statements of Operations (Unaudited) - For the Three
Months Ended June 30, 2006 and 2005 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) - For the Three Months Ended June 30, 2006 3
Statements of Cash Flows (Unaudited) - For the Three
Months Ended June 30, 2006 and 2005 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Items 1-6 11
SIGNATURE 12
CERTIFICATIONS 14
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
BALANCE SHEET
June 30, 2006
(Unaudited)
Assets
Cash and cash equivalents $ 250,374
Investment securities, at fair value 149,062
Investments in Local Limited Partnerships (Note 1) 6,806,882
Other assets 1,738
---------------
Total Assets $ 7,208,056
===============
Liabilities and Partners' Equity
Due to affiliate $ 834,898
Accrued expenses 97,219
---------------
Total Liabilities 932,117
---------------
General, Initial and Investor Limited Partners' Equity 6,276,877
Net unrealized losses on marketable securities (938)
---------------
Total Partners' Equity 6,275,939
---------------
Total Liabilities and Partners' Equity $ 7,208,056
===============
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 Months Ended June 30, 2006 and 2005
(Unaudited)
2006 2005
---------------- ---------------
Revenue:
Investment $ 7,025 $ 4,460
----------------- ----------------
Total Revenue 7,025 4,460
---------------- ----------------
Expense:
Asset management fees, related party 61,653 59,626
Provision for valuation allowance on advances to Local
Limited Partnerships (Note 1) 136,323 -
General and administrative (includes
reimbursements to an affiliate in the amount
of $18,276 and $17,996 in 2006 and
2005, respectively) 87,968 40,832
Amortization 3,437 7,032
---------------- ----------------
Total Expenses 289,381 107,490
---------------- ----------------
Loss before equity in losses of Local Limited Partnerships (282,356) (103,030)
Equity in losses of Local Limited Partnerships (Note 1) (116,682) (138,885)
---------------- ----------------
Net Loss $ (399,038) $ (241,915)
================ =======+=========
Net Loss allocated:
General Partners $ (3,990) $ (2,419)
Limited Partners (395,048) (239,496)
---------------- -----------------
$ (399,038) $ (241,915)
================ ======+==========
Net Loss per Limited Partner Unit
(36,497 Units) $ (10.82) $ (6.56)
================ ======+==========
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 Three Months Ended June 30, 2006
(Unaudited)
Initial Investor Net
General Limited Limited Unrealized
Partners Partner Partner Loss Total
Balance at March 31, 2006 $ (249,587) $ 100 $ 6,925,402 $ (1,079) $ 6,674,836
----------- ----------- -------------- ------------- --------------
Comprehensive Income (Loss):
Change in net unrealized
losses on investment
securities available for sale - - - 141 141
Net Loss (3,990) - (395,048) - (399,038)
----------- ----------- --------------- ------------ --------------
Comprehensive Income (Loss) (3,990) - (395,048) 141 (398,897)
----------- ----------- -------------- ------------ --------------
Balance at June 30, 2006 $ (253,577) $ 100 $ 6,530,354 $ (938) $ 6,275,939
=========== =========== ============== ============ ==============
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 Three Months Ended June 30, 2006 and 2005
(Unaudited)
2006 2005
------------- --------
Net cash used for operating activities $ (20,396) $ (14,929)
Net cash provided by (used for) investing activities (75,896) 834,324
------------- -------------
Net increase (decrease) in cash and cash equivalents (96,292) 819,395
Cash and cash equivalents, beginning 346,666 332,386
------------- -------------
Cash and cash equivalents, ending $ 250,374 $ 1,151,781
============= =============
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 accounting principles generally
accepted in the United States of America. These statements should be read in
conjunction with the financial statements and notes thereto included with the
Fund's Form10-KSB for the year ended March 31, 2006. In the opinion of the
Managing General Partner, 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 of the Fund has elected to report results of the
Local Limited Partnerships in which the Fund has a limited partnership interest
on a 90 day lag basis because the Local Limited Partnerships report their
results on a calendar year basis. Accordingly, the financial information about
the Local Limited Partnerships that is included in the accompanying financial
statements is as of March 31, 2006 and 2005.
1. Investments in Local Limited Partnerships
The Fund has limited partnership interests in ten Local Limited Partnerships,
which were organized for the purpose of owning and operating multi-family
housing complexes, all of which are government assisted. The Fund's ownership
interest in the Local Limited Partnerships is 99%, with the exception of
Springwood, which is 79.20%, Hemlock Ridge, which is 77% and Pike Place and West
End Place, which are 90%. The Fund may have negotiated or may negotiate options
with the Local General Partners to purchase or sell the Fund's interests in the
Local Limited Partnerships at the end of the Compliance Period at nominal
prices. In the event that Local Limited Partnerships are sold to third parties,
or upon dissolution of the Local Limited Partnerships, proceeds will be
distributed according to the terms of each Local Limited Partnership agreement.
The following is a summary of investments in Local Limited Partnerships at June
30, 2006:
Capital contributions and advances paid to Local Limited Partnerships $ 30,649,491
Cumulative equity in losses of Local Limited Partnerships (excluding cumulative
unrecognized losses of $2,862,462) (19,470,636)
Cumulative cash distributions received from Local Limited Partnerships (2,187,743)
---------------
Investments in Local Limited Partnerships before adjustments 8,991,112
Excess investment costs over the underlying assets acquired:
Acquisition fees and expenses 1,048,010
Cumulative amortization of acquisition fees and expenses (311,849)
---------------
Investments in Local Limited Partnerships before valuation allowance 9,727,273
Valuation allowance on investments in Local Limited Partnerships (2,920,391)
---------------
Investments in Local Limited Partnerships $ 6,806,882
===============
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (continued)
(Unaudited)
1. Investments in Local Limited Partnerships (continued)
During the three months ended June 30, 2006, the Fund advanced $136,323 to one
of the Local Limited Partnerships, all of which was reserved. The Fund has
recorded a valuation allowance for its investments in certain Local Limited
Partnerships in order to appropriately reflect the estimated net realizable
value of these investments.
The Fund's share of net losses of the Local Limited Partnerships for the three
months ended June 30, 2006 is $326,915. For the three months ended June 30,
2006, the Fund has not recognized $210,233 of equity in losses relating to five
Local Limited Partnerships where cumulative equity in losses and cumulative
distributions exceeded its total investment in the Local Limited Partnership.
2. Significant Subsidiaries
The following Local Limited Partnerships invested in by the Fund represent more
than 20% of the Fund's total assets or equity as of June 30, 2006 or 2005 or net
losses for the three months ended either June 30, 2006 or 2005. The following
financial information represents the performance of these Local Limited
Partnerships for the three months ended March 31, 2006 and 2005:
Beaverdam Creek Associates, a Limited Partnership 2006 2005
- ------------------------------------------------- --------------- --------
Revenue $ 254,420 $ 238,400
Net Loss $ (1,310) $ (3,600)
Oak Knoll Renaissance, Limited Partnership
Revenue $ 497,993 $ 507,182
Net Income (Loss) $ (27,438) $ 54,853
Green Wood Apartments, A Limited Partnership
Revenue $ 238,576 $ 236,608
Net Loss $ (66,698) $ (86,823)
Schickedanz Brothers Palm
Beach Limited
Revenue $ 451,918 $ 449,900
Net Loss $ (109,552) $ (84,300)
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 its 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.
Critical Accounting Policies
The Fund's accounting polices include those that relate to its recognition of
investments in Local Limited Partnerships using the equity method of accounting.
The Fund's policy is as follows:
The Local Limited Partnerships in which the Fund invests are Variable Interest
Entities ("VIE"s). The Fund is involved with the VIEs as a non-controlling
limited partner equity holder. Because the Fund is not the primary beneficiary
of these VIEs, it accounts for its investments in the Local Limited Partnerships
using the equity method of accounting. As a result of its involvement with the
VIEs, the Fund exposure to economic and financial statement losses is limited to
its investments in the VIEs ($6,806,882 at June 30, 2006). The Fund may be
subject to additional losses to the extent of any financial support that the
Fund voluntarily provides in the future. Under the equity method, the investment
is carried at cost, adjusted for the Fund's share of net income or loss and for
cash distributions from the Local Limited Partnerships; equity in income or loss
of the Local Limited Partnerships is included currently in the Fund's
operations. Under the equity method, a Local Limited Partnership investment will
not be carried below zero. To the extent that equity in losses are incurred when
the Fund's carrying value of the respective Local Limited Partnership has been
reduced to a zero balance, the losses will be suspended and offset against
future income. Income from Local Limited Partnerships, where cumulative equity
in losses plus cumulative distributions have exceeded the total investment in
Local Limited Partnerships, will not be recorded until all of the related
unrecorded losses have been offset. To the extent that a Local Limited
Partnership with a carrying value of zero distributes cash to the Fund, that
distribution is recorded as income on the books of the Fund and is included in
"other revenue" in the accompanying financial statements.
The Fund has implemented policies and practices for assessing
other-than-temporary declines in values of its investments in Local Limited
Partnerships. Periodically, the carrying values of the investments are compared
to their respective fair values. If an other-than-temporary decline in carrying
value exists, a provision to reduce the asset to fair value, as calculated based
primarily on remaining tax benefits, will be recorded in the Fund's financial
statements. Generally, the carrying values of most Local Limited Partnerships
will decline through losses and distributions in amounts sufficient to prevent
other-than-temporary impairments. However, the Fund may record impairment losses
in the future if the expiration of tax credits outpaces losses and distributions
from any of the Local Limited Partnerships.
Liquidity and Capital Resources
At June 30, 2006, the Fund had cash and cash equivalents of $250,374, as
compared to $346,666 at March 31, 2006. The decrease is primarily attributable
to advances paid to Local Limited Partnerships and cash used for operations.
These losses were partially offset by cash distributions received from Local
Limited Partnerships.
The General Partner initially designated 5% of the Gross Proceeds as Reserves,
as defined in the Partnership Agreement. The Reserves were established to be
used for working capital of the Fund and contingencies related to the ownership
of Local Limited Partnership interests. The General Partner may increase or
decrease such Reserves from time to time, as it deems appropriate. At June 30,
2006, $399,436 of cash, cash equivalents and investment securities has been
designated as Reserves.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Liquidity and Capital Resources (continued)
To date, professional fees relating to various Property issues totaling
approximately $62,000 have been paid from Reserves. In the event a Local Limited
Partnership encounters operating difficulties requiring additional funds, the
Fund's management might deem it in its best interest to voluntarily provide such
funds in order to protect its investment. As of June 30, 2006, the Fund has
advanced approximately $1,385,000 to Local Limited Partnerships to fund
operating deficits.
The General Partner believes that the investment income earned on the 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 Fund operating deficits, if the General Partner
deems funding appropriate.
To date, the Fund has used approximately $21,000 of operating funds to replenish
Reserves. If Reserves are not adequate to cover the Fund's operations, the Fund
will seek other financing sources including, but not limited to, the deferral of
Asset Management Fees paid to an affiliate of the General Partner or working
with Local Limited Partnerships to increase cash distributions.
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 June 30, 2006, the Fund had no contractual or other
obligation to any Local Limited Partnership which had not been paid or provided
for.
Cash Distributions
No cash distributions were made during the three months ended June 30, 2006.
Results of Operations
For the three months ended June 30, 2006, the Fund's operations resulted in a
net loss of $399,038, as compared to a net loss of $241,915 for the three months
ended June 30, 2005. The increase in net loss is primarily attributable to an
increase in provision for valuation allowance on advances to Local Limited
Partnerships and an increase in general and administrative expenses. The
increase in provision for valuation allowance on advances to Local Limited
Partnership is the result of an increase in advances made to Local Limited
Partnerships in 2006, as compared to the same three month period of 2005.
General and administrative expenses increased due to increased legal expenses
associated with litigation in which the Fund is currently involved.
Portfolio Update
The Fund is a Massachusetts limited partnership organized to invest in Local
Limited Partnerships which own and operate apartment complexes which are
eligible for low income housing tax credits that may be applied against the
federal income tax liability of an investor. The Fund's objectives are to:
(i) provide investors with annual tax credits which they may use to reduce
their federal income tax liability; (ii) provide limited cash distributions
from the operations of apartment complexes; and (iii) preserve and protect
the Fund's capital. Arch Street VIII Limited Partnership ("Arch Street
L.P."), a Massachusetts limited partnership consisting of Arch Street VIII,
Inc., a Massachusetts corporation ("Arch Street, Inc.") as the sole general
partner and MMA as the sole limited partner, is the sole General Partner of
the Fund. Arch Street L.P. and Arch Street, Inc. are affiliates of MMA. The
fiscal year of the Fund ends on March 31.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Portfolio Update (continued)
As of June 30, 2006, the Fund's investment portfolio consists of limited
partnership interests in ten Local Limited Partnerships, each of which owns and
operates a multi-family apartment complex and each of which has generated Tax
Credits. Since inception, the Fund has generated Tax Credits of approximately
$1,431 per Limited Partner Unit. The aggregate amount of Tax Credits generated
by the Fund was consistent with the objective specified in the Fund's
prospectus.
Properties that receive low income housing Tax Credits must remain in compliance
with rent restriction and set-aside requirements for at least 15 calendar years
from the date the property is placed in service (the "Compliance Period").
Failure to do so would result in the recapture of a portion of the property's
Tax Credits. Between 2008 and continuing through 2009, the Compliance Period of
the ten Properties in which the Fund has an interest will expire. It is unlikely
that the General Partner will be able to dispose of the Fund's Local Limited
Partnership interests concurrently with the expiration of each Property's
Compliance Period. The Fund shall dissolve and its affairs shall be wound up
upon the disposition of the final Local Limited Partnership interest and other
assets of the Fund. Investors will continue to be Limited Partners, receiving
K-1s and quarterly and annual reports, until the Fund is dissolved. The General
Partner has negotiated an agreement that will ultimately allow the Funds to
dispose of its interest in one Local Limited Partnership. The Fund has not
disposed of any Local Limited Partnership interests during the three months
ended June30, 2006.
On August 24, 2004, the Fund, Boston Financial Qualified Housing Limited
Partnership, Boston Financial Qualified Housing Tax Credits L.P. II, Boston
Financial Qualified Housing Tax Credits L.P. III, Boston Financial Qualified
Housing Tax Credits L.P. IV, Boston Financial Qualified Housing Tax Credits L.P.
V, Boston Financial Tax Credit Fund Plus, A Limited Partnership, and Boston
Financial Tax Credit Fund VII, A Limited Partnership (collectively, the
"Partnerships"), and their general partners commenced litigation against Everest
Housing Investors 2, LLC ("Everest 2") and several other Everest-related
entities (collectively, the "Everest Entities") in Massachusetts state court,
seeking a declaratory judgment that certain materials the Everest Entities
sought to inspect are not "books and records" of the Partnerships and that the
Everest Entities are in any case not entitled to inspect said information under
applicable partnership agreements, partnership law or otherwise. On October 7,
2004, the Everest Entities filed an answer and counterclaim against the
Partnerships and their purported general partners, claiming that they breached
applicable partnership agreements, partnership law and their fiduciary duties to
the Everest Entities by failing to make the purported "books and records"
available. On January 12, 2005, the Partnerships and the general partners moved
to amend their complaint to, among other things, add a claim based on Everest
2's breach of a November 24, 2003 letter agreement which compelled Everest 2 to
keep confidential certain information contemporaneously disseminated by four of
the Partnerships to Everest 2. The Court granted this Motion. Discovery in the
matter is ongoing.
The Partnerships and their general partners maintain that the Everest Entities
are not entitled to review the materials requested and/or use the materials in
secondary market transactions because, among other things: (i) they are not
"books and records" of the Partnerships; (ii) the Everest Entities do not seek
to review them for a proper purpose; and (iii) selective disclosure of the
information to the Everest Entities would give them an unfair informational
advantage in secondary market transactions and may violate federal and/or state
securities laws. The Partnerships and their general partners have not formed an
opinion that an unfavorable outcome is either probable or remote, and their
counsel refrains from expressing an opinion as to the likely outcome of the case
or the range of any loss.
Property Discussions
Several Properties in which the Fund has an interest have stabilized operations
and operate above break-even. A few Properties generate cash flow deficits that
the Local General Partners of those Properties fund through project expense
loans, subordinated loans or operating escrows. However, a few Properties have
had persistent operating difficulties that could either: i) have an adverse
impact on the Fund's liquidity; ii) result in their foreclosure; or iii) result
in the General Partner deeming it appropriate for the Fund to dispose of its
interest in the Local Limited Partnership prior to the expiration of the
Compliance Period. Also, the General Partner, in the normal course of the Fund's
business, may arrange for the future disposition of its interest in certain
Local Limited Partnerships. The following Property discussions focus only on
such Properties.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Property Discussions (continued)
As previously reported, the Local General Partner of Live Oaks Plantation,
located in West Palm Beach, Florida, indicated a desire to transfer its interest
in the Local Limited Partnership to a replacement Local General Partner.
Accordingly, the General Partner began working with the Local General Partner to
identify an acceptable replacement. Negotiations to replace the Local General
Partner were then delayed due to an audit by the Internal Revenue Service
("IRS"). The audit focused on the tax treatment of certain items, such as land
improvements, impact fees, utility fees and developer fees. In April 2002, the
Florida office of the IRS issued their report indicating an eligible basis
reduction of approximately $1,000,000, which would reduce the amount of Tax
Credits and losses generated by the Property. The Local General Partner filed an
appeal of the report to the Washington D.C. office of the IRS. The appeal was
successful, and during April 2004 a settlement was reached whereby the eligible
basis was reduced by approximately $93,000. Subsequent to reaching a settlement
with the IRS, negotiations to replace the Local General Partner resumed.
Effective June 28, 2004, an affiliate of the General Partner replaced the Local
General Partner. In June 2005, the Local General Partner interest was
transferred from the affiliate of the General Partner to a replacement Local
General Partner. While occupancy and working capital levels at the Property have
consistently remained adequate, the Property generated significant operating
deficits in 2001 and 2002. The Fund funded slightly more than $1,000,000 of
deficits from Fund Reserves. The General Partner anticipates that cash from
operations will continue to fund the monthly debt service. Occupancy at the
Property averaged 94% for the three months ended March 31, 2006, while debt
service coverage and working capital remained above appropriate levels during
the twelve-month period ending December 31, 2005.
As previously reported, Meadow Wood of Pella, located in Pella, Iowa, had
experienced operating deficits due to reduced revenues resulting from low
occupancy and high expenses. However, consistently acceptable levels of
occupancy over the past 12 months have alleviated revenue issues and returned
the Property to breakeven operations as of March 31, 2006. The Local General
Partner has fulfilled its working capital obligation and will no longer fund
operating deficits, when applicable. A recent modification to the Property's
HOME loan resulting in a reduction to the required annual debt service payment
beginning in 2006 is expected to lead to a further improvement in operations.
The Property remains current on its debt service. The General Partner will
continue to closely monitor Property operations.
As previously reported, in 2004 the Local General Partner of Beaverdam Creek
located in Mechanicsville, Virginia, requested approval for a refinancing on the
Property's first mortgage. As part of the agreement to provide the General
Partner's approval of the refinancing, a put agreement was entered into whereby
the Fund has the right to transfer its interest in the Local Limited Partnership
for a nominal price at any time after December 31, 2009, the end of the
Property's Compliance Period. As a result of the refinancing, which closed on
May 4, 2005, the Fund received Sale or Refinancing Proceeds, as defined in the
Local Limited Partnership Agreement, of $890,727. The General Partner, in
accordance with and as permitted by the Partnership Agreement, retained the
entire amount of net proceeds in Reserves.
As previously reported, turnover at Green Wood Apartments, located in Gallatin,
Tennessee, as a result of few employment opportunities in the immediate area,
continues to cause a decline in Property operations. Rental concessions, in an
effort to alleviate the turnover issue, along with higher utility and
administrative expenses, continue to hinder the Property's ability to operate at
above breakeven. Despite an overall improvement in occupancy levels since 2004
(occupancy was 95% as of March 31, 2006), debt service coverage remained below
an appropriate level as of December 31, 2005. The Local General Partner
continues to fund the operating deficits, enabling the Property to remain
current on its loan obligations. The General Partner will continue to closely
monitor Property operations. The General Partner and Local General Partner have
reached an agreement that may result in a 2006 sale of this Property. Under the
current terms, a sale would result in net proceeds to the Fund of approximately
$370,000 or $10 per Unit and taxable income of approximately $33,000 or $1 per
Unit.
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
31.1 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to section 302
of the Sarbanes-Oxley Act of 2002
32.1 Certification of Principal Executive Officer and
Principal Financial Officer pursuant to section 906
of the Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K - No reports on Form 8-K were filed during the
quarter ended June 30, 2006
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: August 14, 2006 BOSTON FINANCIAL TAX CREDIT FUND VIII,
A LIMITED PARTNERSHIP
By: Arch Street VIII Limited Partnership,
its General Partner
/s/Jenny Netzer
Jenny Netzer
Executive Vice President
MMA Financial, Inc.