Exhibit 8.1

                                March 19, 2002



Insight Health Services Corp.
4400 MacArthur Boulevard
Newport Beach, CA 92660

Gentlemen:

                  We have served as special counsel for Insight Health Services
Corp., a Delaware corporation ("Insight") and Insight Health Services Holdings
Corp. ("Holdings"), in connection with the issuance by Insight of 9 7/8% Senior
Subordinated Notes due 2011, in the aggregate principal amount of $225 million
as of October 30, 2001 (the "Initial Notes") and the subsequent offer by Insight
(the "Exchange Offer") to exchange all of the Initial Notes for new 9 7/8%
Senior Subordinated Notes due 2011, in the aggregate principal amount of $225
million (the "Exchange Notes"). In this capacity, we have participated in the
preparation of a registration statement on Form S-4 (the "Registration
Statement") filed pursuant to the Securities Act of 1933, as amended (the
"Securities Act") including the prospectus relating to the issuance of the
Exchange Notes (the "Prospectus"). Unless otherwise defined, capitalized terms
referred to herein have the meanings set forth in the Prospectus. All section
references, unless otherwise indicated, are to the United States Internal
Revenue Code of 1986, as amended (the "Code").

                  We understand the facts relating to the Exchange Offer to be
as follows:

                  On October 30, 2001, Insight completed the private offering of
the Initial Notes. In connection with that offering, Insight and certain
guarantors entered into a registration rights agreement with the initial
purchasers of the Initial Notes pursuant to which Insight agreed, among other
things: (i) to file a registration statement with respect to the Exchange Offer
within 120 days after the original issue date of the Initial Notes; (ii) to use
its reasonable best efforts to cause the Exchange Offer registration statement
to be declared effective within 180 days after the original issue date of the
Initial Notes, (iii) once the registration statement is declared effective, to
offer the Exchange Notes in exchange for the surrender of the Initial Notes; and
(iv) to keep the Exchange Offer open for not less than 30 business days after
notice of the Exchange Offer is mailed to holders of the Initial Notes.

                  The terms of the Exchange Notes and of the Initial Notes are
identical in all material respects, except that the Exchange Notes will be
freely transferable by the holders,

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except as specifically provided in the Prospectus. For each Initial Note
surrendered to Insight pursuant to the Exchange Offer, the holder of such Note
will receive an Exchange Note having a principal amount equal to that of
surrendered Initial Note. The Exchange Notes will be issued pursuant to the same
indenture as governs the Initial Notes.

                  You have requested our opinion regarding certain U.S. federal
income tax consequences of the consummation of this Exchange Offer. This opinion
is being rendered to you in response to such request. In rendering this opinion,
we have relied, with your consent, upon the facts, statements, descriptions and
representations set forth in the Prospectus (including the Schedules and
Exhibits thereto) and such other documents pertaining to the Exchange Offer as
we have deemed necessary or appropriate.

                  In connection with rendering this opinion, we have also
assumed (without any independent investigation) that:

                  1. Original documents (including signatures) are authentic,
documents submitted to us as copies conform to the original documents, and there
has been (or will be by the date on which the Exchange Notes are issued pursuant
to the Exchange Offer) due execution and delivery of all documents where due
execution and delivery are prerequisites to effectiveness thereof;

                  2. Any statement made in any of the documents referred to
herein as being "to the best of the knowledge" of any person or party, or
similarly qualified, is correct without such qualification; and

                  3. All statements, descriptions and representations contained
in any of the documents referred to herein or otherwise made to us are true,
correct and complete in all material respects and, at the consummation of the
transactions contemplated by the Exchange Offer, will be true, correct and
complete and no actions have been (or will be) taken which are inconsistent with
such statements, descriptions and representations.

                  Based on our examination of the foregoing items and subject to
the assumptions, exceptions, limitations and qualifications set forth herein, it
is our opinion that, if the Exchange Offer is consummated in accordance with the
Prospectus, the exchange of Initial Notes for Exchange Notes by holders of
Initial Notes pursuant to the Exchange Offer will not constitute an "exchange"
for U.S. federal income tax purposes because such exchange will not effect a
"significant modification" of the Initial Notes within the meaning of U.S.
Treasury Regulation 1.1001-3..

                  This opinion represents and is based upon our best judgment
regarding the application of U.S. federal income tax laws arising under the
Code, existing judicial decisions, Treasury regulations and published rulings
and procedures. Our opinion is not binding upon the

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Internal Revenue Service or the courts, and there is no assurance that the
Internal Revenue Service will not successfully assert a contrary position.
Furthermore, no assurance can be given that future legislative, judicial or
administrative changes, on either a prospective or retroactive basis, would not
adversely affect the accuracy of the conclusions stated herein. Nevertheless, we
undertake no responsibility to advise you of any new developments in the
application or interpretation of the U.S. federal income tax laws.

                  This opinion addresses only the U.S. federal income tax
matters relating to the Exchange Offer that are expressly set forth above, and
does not address any other federal, state, local or foreign tax consequences
that may result from the Exchange Offer or any other transaction (including any
transaction undertaken in connection with the Exchange Offer).

                  No opinion is expressed as to any transaction other than the
Exchange Offer as described in the Prospectus or to any transaction whatsoever,
including the Exchange Offer, if all the transactions described in the
Prospectus are not consummated in accordance with the descriptions of them in
the Prospectus, or if any of the representations, warranties, statements and
assumptions upon which we relied are not true, correct and complete at all
relevant times. In the event any one of the representations, warranties,
statements or assumptions upon which we have relied to issue this opinion is
incorrect, our opinion might be adversely affected and may not be relied upon.

                  This opinion is intended solely for the benefit of Insight,
Holdings and exchanging holders of Initial Notes and may not be relied upon by
any other person. We hereby consent to the filing of this opinion with the
Securities and Exchange Commission (the "Commission") as an exhibit to the
Registration Statement and to the use of our name in the Prospectus under the
captions "Certain Federal Income Tax Considerations - Exchange Offer" and "Legal
Matters." In giving this opinion, we do not admit that we are within the
category of persons whose consent is required under Section 7 of the Securities
Act or the rules and regulations of the Commission.

                                        Very truly yours,

                                        /s/ Kaye Scholer LLP