Exhibit 8.1



                                  March 7, 2005



BMW FS Securities LLC
300 Chestnut Ridge Road
Woodcliff Lake, New Jersey  07677

                  RE:      BMW VEHICLE OWNER TRUST ASSET BACKED
                           CERTIFICATES AND NOTES
                           ------------------------------------

Ladies and Gentlemen:

           We have acted as counsel to BMW FS Securities LLC, a Delaware limited
liability company (the "Company"), in connection with the preparation and filing
with the Securities and Exchange Commission of the Company's Registration
Statement (Registration No. 333-122561) on Form S-3, as amended to the date
hereof (together with the exhibits thereto, the "Registration Statement"),
relating to the registration by the Company of Trust Certificates and Trust
Notes (collectively, the "Securities"). As described in the Registration
Statement, the Securities will be issued in series (and may be issued in classes
within any given series), with each series being issued by a trust (each, a
"Trust") to be formed by the Company pursuant to a Trust Agreement (each, a
"Trust Agreement") between the Company, a trustee to be determined and such
other parties to be determined.

           In so acting, we have examined originals or copies, certified or
otherwise identified to our satisfaction, of the Registration Statement,
including the Prospectus which is a part thereof (the "Prospectus"), a draft of
the Trust Agreement, a draft of an Indenture, and such corporate records,
agreements, documents and other instruments (the aforementioned documents
together, the "Documents"), and have made such inquiries of such officers and
representatives of the Company and the Trust and such other persons, as we have
deemed relevant and necessary as a basis for the opinion hereinafter set forth.
In such examination, we have assumed the authenticity of all documents submitted
to us as originals, the conformity to original documents of all documents


submitted to us as certified or photostatic copies, the authenticity of the
originals of such latter documents, the genuineness of all signatures, and the
correctness of all representations made therein. (The terms of the Documents are
incorporated herein by reference.) We have further assumed that the final
executed Documents will be substantially the same as those which we have
reviewed and that there are no agreements or understandings between or among the
parties to the Documents with respect to the transactions contemplated therein
other than those contained in the Documents.

           Based on the foregoing, subject to the next succeeding paragraph, and
assuming full compliance with all the terms of the Documents, we confirm the
opinion included in the Prospectus under the caption "Material Income Tax
Consequences," insofar as such statements constitute matters of law or legal
conclusions and except to the extent qualified therein.

           The foregoing opinion is based on the facts as set forth in the
Registration Statement and on current provisions of the Internal Revenue Code of
1986, as amended, the Treasury Regulations promulgated thereunder, published
pronouncements of the Internal Revenue Service, and case law, any of which may
be changed at any time with retroactive effect. Further, you should be aware
that opinions of counsel are not binding on the Internal Revenue Service or the
courts. We express no opinion either as to any matters not specifically covered
by the foregoing opinion or as to the effect on the matters covered by this
opinion of the laws of any other jurisdictions. Additionally, we undertake no
obligation to update this opinion in the event there is either a change in the
legal authorities, in the facts, including the taking of any action by any party
to any of the transactions described in the Documents pursuant to an opinion of
counsel as required by any of the Documents relating to such transactions, or in
the Documents on which this opinion is based, or an inaccuracy in any of the
representations or warranties upon which we have relied in rendering this
opinion.

           We consent to the references in the Prospectus under the caption
"Material Income Tax Consequences" to our firm and to the use of this opinion as
an exhibit to the Registration Statement.

                                               Very truly yours,



                                               /s/ Weil, Gotshal & Manges LLP