EXHIBIT 8.1


                       (Letterhead of Brown & Wood LLP)


                                        October 28, 1996



Firestone Retail Credit Corporation
c/o JH Management Company
One International Place, Suite 520
Boston, Massachusetts  02110-2624

          Re:  Bridgestone/Firestone Master Trust
               Asset Backed Certificates, Series 1996-1
               Registration Statement on Form S-1      
               (Registration No. 333-07185)                
               --------------------------------------------

Ladies and Gentlemen:

     We have acted as special federal income tax counsel to Firestone Retail
Credit Corporation, a Massachusetts corporation (the "Registrant"), in
connection with the issuance and sale of its Asset Backed Certificates,
Series 1996-1, Class A and Class B that evidence interests in a trust
consisting primarily of a portfolio of account balances generated or to be
generated under a private label credit card program established by Credit
First National Association (the "Certificates").  The Certificates will be
issued pursuant to a Pooling and Servicing Agreement among the Registrant,
Bridgestone/Firestone, Inc., as servicer, and The Fuji Bank and Trust
Company, as trustee.  We have advised the Registrant with respect to certain
federal income tax consequences of the proposed issuance of the Certificates.

This advice is summarized under the headings "Summary of Terms -- Certain
Federal Income Tax Consequences" and "Federal 

Income Tax Consequences" in the form of prospectus forming a part of the
Registration Statement on Form S-1 (the "Registration Statement"), filed with
the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the "Act"), on the date hereof for the registration of such
Certificates under the Act.  Such description does not purport to discuss all
possible federal income tax ramifications of the proposed issuance, but with
respect to those tax consequences which are discussed, in our opinion, the
description is accurate in all material respects.

     We hereby consent to the filing of this letter as an exhibit to the
Registration Statement and to a reference to this firm (as special federal
income tax counsel to the Registrant) under the headings "Federal Income Tax
Consequences" and "Legal Matters" in the Prospectus forming a part of the
Registration Statement, without implying or admitting that we are "experts"
within the meaning of the Act or the rules and regulations of the Commission

issued thereunder, with respect to any part of the Registration Statement,
including this exhibit.

                                        Very truly yours,


                                        /s/ Brown & Wood LLP