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 December 31, 2007
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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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
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-3911
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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 .
Indicate by check mark whether the registrant is a shell company
(defined in Rule 12b-2 of the Exchange Act)
Yes No X .
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION Page No.
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Item 1. Financial Statements
Balance Sheet (Unaudited) - December 31, 2007 1
Statements of Operations (Unaudited) - For the Three and Nine
Months Ended December 31, 2007 and 2006 2
Statement of Changes in Partners' Equity (Unaudited) -
For the Nine Months Ended December 31, 2007 3
Statements of Cash Flows (Unaudited) - For the Nine
Months Ended December 31, 2007 and 2006 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
Item 3A(T). Controls and Procedures 11
PART II - OTHER INFORMATION
Items 1-6 12
SIGNATURE 13
CERTIFICATIONS 14
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
BALANCE SHEET
December 31, 2007
(Unaudited)
Assets
Cash and cash equivalents $ 497,906
Investments in Local Limited Partnerships (Note 1) 7,211,293
---------------
Total Assets $ 7,709,199
===============
Liabilities and Partners' Equity
Due to affiliate $ 666,505
Accrued expenses 45,550
---------------
Total Liabilities 712,055
---------------
General, Initial and Investor Limited Partners' Equity 6,997,144
---------------
Total Liabilities and Partners' Equity $ 7,709,199
===============
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, 2007 and 2006
(Unaudited)
Three Months Ended Nine Months Ended
December 31, December 31, December 31, December 31,
2007 2006 2007 2006
---------------- ---------------- ---------------- ----------
Revenue
Investment $ 9,237 $ 3,365 $ 40,336 $ 15,259
Other - - 222,790 -
---------------- ---------------- ---------------- ---------------
Total Revenue 9,237 3,365 263,126 15,259
---------------- ---------------- ---------------- ---------------
Expenses:
Asset management fees, related party 63,195 63,444 189,585 186,989
Provision for valuation allowance on
advances to Local Limited Partnerships
(Note 1) - (176,323) - (40,000)
General and administrative
(includes reimbursement to affiliate
in the amounts of $52,310 and
$49,117 for the nine months ended
December 31, 2007 and 2006,
respectively) 62,027 35,422 171,622 162,821
Amortization 2,556 3,174 8,904 9,785
---------------- ---------------- ---------------- ---------------
Total Expenses 127,778 (74,283) 370,111 319,595
---------------- ---------------- ---------------- ---------------
Income (Loss) before equity in income
(losses) of Local Limited Partnerships (118,541) 77,648 (106,985) (304,336)
Equity in income (losses) of Local Limited
Partnerships (Note 1) (11,714) (17,528) 205,122 (20,584)
Gain on sale of investments in Local
Limited Partnership - 351,997 - 351,997
---------------- ---------------- ---------------- ---------------
Net Income (Loss) $ (130,255) $ 412,117 $ 98,137 $ 27,077
================ ================ ================ ===============
Net Income (Loss) allocated:
General Partners $ (1,303) $ 320,467 $ 982 $ 316,617
Limited Partners (128,952) 91,650 97,155 (289,540)
---------------- ---------------- ---------------- ---------------
$ (130,255) $ 412,117 $ 98,137 $ 27,077
================ ================ ================ ===============
Net Income (Loss) Per Limited Partner
Unit (36,497) Units $ (3.53) $ 2.51 $ 2.67 $ (7.93)
=============== ================= ================= ===============
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
For the Nine Months Ended December 31, 2007
(Unaudited)
Initial Investor
General Limited Limited
Partners Partner Partner Total
Balance at March 31, 2007 $ 68,990 $ 100 $ 6,829,917 $ 6,899,007
Net Income 982 - 97,155 98,137
----------- ----------- -------------- --------------
Balance at December 31, 2007 $ 69,972 $ 100 $ 6,927,072 $ 6,997,144
=========== =========== ============== ==============
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, 2007 and 2006
(Unaudited)
2007 2006
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Net cash used for operating activities $ (488,371) $ (135,279)
Net cash provided by investing activities 128,391 672,316
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Net increase (decrease) in cash and cash equivalents (359,980) 537,037
Cash and cash equivalents, beginning 857,886 346,666
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Cash and cash equivalents, ending $ 497,906 $ 883,703
============= =============
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 Form 10-KSB for the year ended March 31, 2007. 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 September 30, 2007 and 2006.
Generally, profits, losses, tax credits and cash flows from operations are
allocated 99% to the Limited Partners and 1% to the General Partner. Net
proceeds from a sale or refinancing will be allocated 95% to the Limited
Partners and 5% to the General Partner, after certain priority payments. The
General Partners may have an obligation to fund deficits in their capital
accounts, subject to limits set forth in the Partnership Agreement. However, to
the extent that the General Partners' capital accounts are in a deficit
position, certain items of net income may be allocated to the General Partners
in accordance with the Partnership Agreement.
1. Investments in Local Limited Partnerships
The Fund has limited partnership interests in nine 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
December 31, 2007:
Capital contributions and advances paid to Local Limited Partnerships $ 26,647,252
Cumulative equity in losses of Local Limited Partnerships (excluding cumulative
unrecognized losses of $1,109,485) (15,198,977)
Cumulative cash distributions received from Local Limited Partnerships (2,176,794)
---------------
Investments in Local Limited Partnerships before adjustments 9,271,481
Excess investment costs over the underlying assets acquired:
Acquisition fees and expenses 1,003,989
Cumulative amortization of acquisition fees and expenses (320,109)
---------------
Investments in Local Limited Partnerships before valuation allowance 9,955,361
Valuation allowance on investments in Local Limited Partnerships (2,744,068)
---------------
Investments in Local Limited Partnerships $ 7,211,293
===============
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (continued)
(Unaudited)
1. Investments in Local Limited Partnerships (continued)
The Fund has recorded an impairment 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 income of the Local Limited Partnerships for the nine
months ended December 31, 2007 is $254,381. For the nine months ended December
31, 2007, the Fund has not recognized $459,503 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 December 31, 2007 or 2006 or
net losses for the three months ended either December 31, 2007 or 2006. The
following financial information represents the performance of these Local
Limited Partnerships for the three months ended September 30, 2007 and 2006:
Beaverdam Creek Associates, a Limited Partnership 2007 2006
- ------------------------------------------------- --------------- --------
Revenue $ 307,744 $ 261,560
Net Income (Loss) $ 42,953 $ (19,242)
Oak Knoll Renaissance, Limited Partnership
Revenue $ 468,455 $ 501,440
Net Income (Loss) $ (37,036) $ 61,774
Greenwood Apartments, a Limited Partnership
Revenue N/A $ 242,914
Net Loss N/A $ (75,626)
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 use of
words like "anticipate," "estimate," "intend," "project," "plan," "expect,"
"believe," "could," and similar expressions are intended to identify such
forward-looking statements. 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 and current expectations, 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's exposure to economic and financial statement losses is limited
to its investments in the VIEs ($7,211,293 at December 31, 2007). 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 December 31, 2007, the Fund had cash and cash equivalents of $497,906, as
compared to $857,886 at March 31, 2007. The decrease is primarily attributable
to cash used for operating activities 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 December
31, 2007, $497,906 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 December 31, 2007, the Fund has
advanced approximately $1,208,000 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 $57,000 of Reserves to fund operations.
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 December 31, 2007, 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 nine months ended December 31, 2007.
Results of Operations
Three Month Period
For the three months ended December 31, 2007, the Fund's operations resulted in
a net loss of $130,255, as compared to a net income of $412,117 for the three
months ended December 31, 2006. The decrease in net income is primarily
attributable to a decrease in gain on sale of investments in Local Limited
Partnerships, a decrease in recovery of provision for valuation of advances to
Local Limited Partnerships, and a decrease in other income. The decrease in gain
on sale of investments in Local Limited Partnerships is due to the sale of
investments in one Local Limited Partnership during 2006. The decrease in
recovery of provision for valuation of advances to Local Limited Partnerships
resulted from the reimbursement of advances in 2006 made to Local Limited
Partnerships in previous years. The decrease in other income is due to a
decrease in distributions from Local Limited Partnerships with carrying values
of zero.
Nine Month Period
For the nine months ended December 31, 2007, the Fund's operations resulted in a
net income of $98,137, as compared to a net income of $27,077 for the nine
months ended December 31, 2006. The increase in net income is primarily
attributable to a change in equity in losses in Local Limited Partnerships and
an increase in other income partially offset by a decrease in gain on sale of
investments in Local Limited Partnerships and a decrease in recovery of
provision for valuation of advances to Local Limited Partnerships. The change in
equity in losses of Local Limited Partnerships is primarily due to an increase
in unrecognized losses by the Partnership of Local Limited Partnerships with
carrying values of zero. The increase in other income is due to an increase in
distributions from Local Limited Partnerships that were sold in prior years. The
decrease in gain on sale of investments in Local Limited Partnerships is due to
the sale of investments in one Local Limited Partnership during 2006. The
decrease in recovery of provision for valuation of advances to Local Limited
Partnerships resulted from the reimbursement of advances in 2006 made to Local
Limited Partnerships in previous years.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
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.
As of December 31, 2007, the Fund's investment portfolio consists of limited
partnership interests in nine 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
$1,429 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 December 31, 2008 through December 31, 2009, the Compliance
Period of the nine 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
Fund to dispose of its interest in one Local Limited Partnership. The Fund has
not disposed of any Local Limited Partnership interests during the nine months
ended December 31, 2007.
The Fund is not a party to any pending legal or administrative proceeding, and
to the best of its knowledge, no legal or administrative proceeding is
threatened or contemplated against it.
Property Discussions
A majority of the Properties in which the Fund has an interest had stabilized
operations and operated above break-even at September 30, 2007. A few Properties
have generated cash flow deficits in prior periods that the Local General
Partners of those Properties funded through project expense loans, subordinated
loans or operating escrows. However, a few Properties have previously
experienced 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, in the event below breakeven operations recur. 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.
As previously reported, turnover at Green Wood Apartments, located in Gallatin,
Tennessee, as a result of few employment opportunities in the immediate area,
was the main cause for below breakeven operations at the Property. Rental
concessions, provided in an effort to alleviate the turnover issue, had proven
successful, at least in the short term, as rental revenue increased to a level
sufficient to result in above breakeven operations at June 30, 2006. Occupancy
averaged 92% throughout the six-month period ending June 30, 2006 while debt
service coverage and
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)
working capital were at acceptable levels as of June 30, 2006. As a result of a
prior agreement, Green Wood Apartments was sold on November 30, 2006. This sale
resulted in net proceeds to the Fund of $528,320 or $14.60 per Unit and resulted
in 2006 taxable income of $459,116, or $12.68 per Unit. For financial reporting
purposes, $176,323 represented repayment of prior advances made to the Local
Limited Partnership and $351,997 represents gain on sale. The Managing General
Partner, in accordance with and as permitted by the Partnership Agreement,
retained the entire amount of net proceeds in Reserves. The Fund no longer has
an interest in this Local Limited Partnership.
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, low visibility and turnover at the resident manager
level had caused occupancy and debt service coverage at Meadow Wood of Pella,
located in Pella, Iowa, to fall below acceptable levels at March 31, 2007. Since
then, occupancy has improved to 93% at June 30, 2007, helping to raise debt
service coverage and working capital to acceptable levels.
The Managing General Partner anticipates that the Fund's interest in the Local
Limited Partnership that owns Spring Wood Apartments, located in Tallahassee,
Florida, will be terminated upon the expected sale of the Property in mid 2008.
Under the current terms, this sale is expected to result in net proceeds to the
Fund of approximately $1,500,000, or $41.43 per Unit. This sale would result in
2008 taxable income projected to also be approximately $1,500,000, or $41.43 per
Unit.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
CONTROLS AND PROCEDURES
Item 3A(T). Controls and Procedures.
As of the end of the period covered by this report, with the participation of
the Fund's management, the Fund's principal executive officer and principal
financial officer conducted an evaluation of the Fund's disclosure controls and
procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange
Act). Based on this evaluation, our principal executive officer and principal
financial officer concluded that our disclosure controls and procedures were
effective as of December 31, 2007, to provide reasonable assurance that
information required to be disclosed in our reports filed or submitted under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the Securities and Exchange Commission's rules and forms.
Changes in Internal Control over Financial Reporting.
During the fiscal quarter ended December 31, 2007, there has been no change in
our internal control over financial reporting that has materially affected, or
is reasonably likely to materially affect, our internal control over financial
reporting.
BOSTON FINANCIAL TAX CREDIT FUND VIII, A LIMITED PARTNERSHIP
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits
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.
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 14, 2008 BOSTON FINANCIAL TAX CREDIT FUND VIII,
A LIMITED PARTNERSHIP
By: Arch Street VIII Limited Partnership,
its General Partner
/s/Gary Mentesana
Gary Mentesana
President
Arch Street VIII Limited Partnership