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

                                    Form 13F

                               FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:       06/30/02

Check here if Amendment [  ] ; Amendment Number:  ___
This Amendment (Check only one.):   [  ]  is a restatement
                                    [  ]  adds new holdings entries
Institutional Investment Manager Filing this Report:

Name:             SC VIII Management, LLC
Address:          3000 Sand Hill Road
                  Bldg 4, Suite 280
                  Menlo Park, CA  94025

Form 13F File Number:      28-06131

The institutional  investment  manager filing this report and the person by whom
it is signed hereby  represent  that the person signing the report is authorized
to  submit  it,  that all  information  contained  herein is true,  correct  and
complete,  and  that it is  understood  that  all  required  items,  statements,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:    Douglas M. Leone
Title:   Managing Member
Phone:   (650) 854-3927

Signature, Place, and Date of Signing:

Douglas M. Leone  Menlo Park, California    08/07/02

Report Type (Check only one.):

[X]      13F  HOLDINGS  REPORT.  (Check here if all  holdings of this  reporting
         manager are reported in this report.)

[ ]      13F NOTICE. (Check here if no holdings reported are in this report, and
         all holdings are reported by other reporting manager(s).)

[ ]      13F  COMBINATION  REPORT  (Check here if a portion of the  holdings for
         this  reporting  manager are  reported in this report and a portion are
         reported by other reporting manager(s).)




                              FORM 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:                   0
Form 13F Information Table Entry Total:              3
Form 13F Information Table Value Total:              $8,972
(Thousands)

List of Other Included Managers:

Provide  a  numbered  list of the  name(s)  and Form 13F file  number(s)  of all
institutional  investment  managers  with respect to which this report is filed,
other than the manager filing this report.

NONE









                                                       SC VIII MANAGEMENT, LLC
                                                     FORM 13F INFORMATION TABLE
                                                           AS OF 06/30/02

                                                                                                                 VOTING AUTHORITY
                                                           VALUE      SHARES/   SH/  PUT/  INVSTMT   OTHER    ---------------------
        NAME OF ISSUER          TITLE OF CLASS    CUSIP   (x$1000)    PRN AMT   PRN  CALL  DSCRETN  MANAGERS    SOLE   SHARED  NONE
- ------------------------------ ---------------- --------- --------   ---------  ---  ----  -------  --------  -------  ------  ----
                                                                                        
i2 TECHNOLOGIES                COMMON           465754109       42    28,465     SH         SOLE                28,465
VA LINUX                       COMMON           91819B105    4,191 4,191,093     SH         SOLE             4,191,093
YAHOO                          COMMON           984332106    4,739   321,068     SH         SOLE               321,068