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                                                                     Exhibit 8.1

                         [PROSKAUER ROSE LLP LETTERHEAD]

August 5, 1999

BR Holding, Inc.
4370 Peachtree Road, N.E.
Atlanta, Georgia 30319

Re: Form S-4 Registration Statement under the Securities Act of 1933

Dear Sirs :

            We have acted as your counsel in connection with the Agreement and
Plan of Merger (the "Reorganization Agreement" and the merger contemplated
thereby, the "Reorganization"), by and among BR Holding, Inc. ("BR Holding"),
Bull Run Corporation ("Bull Run") and a wholly-owned subsidiary of BR Holding,
and the Agreement and Plan of Merger (the "Merger Agreement" and the mergers
contemplated thereby, the "Mergers"), dated as of February 15, 1999, as amended
to date, by and among BR Holding, Bull Run, Capital Sports Properties, Inc.
("Capital"), Host Communications, Inc. ("Host") and Universal Sports America,
Inc. ("Universal") and various subsidiaries. In that connection, we have
participated in the preparation of a Registration Statement on Form S-4 under
the Securities Act of 1933 which contains a proxy statement/prospectus
(collectively, the "Proxy Statement/Prospectus"), relating to the exchange of BR
Holding common stock for Bull Run common stock in the Reorganization and the
exchange of BR Holding common stock and cash for the outstanding stock of
Capital, Host and Universal not already owned directly or indirectly by BR
Holding.

            We have examined the Reorganization Agreement, the Merger Agreement,
the Proxy Statement/Prospectus, the representation letter of BR Holding (dated
the date hereof) delivered to us for purposes of this opinion, and such other
documents and corporate records as we have deemed necessary or appropriate for
purposes of this opinion. In addition, we have assumed that (i) the
Reorganization and the Mergers will be consummated in the manner contemplated in
the Proxy Statement/Prospectus and in accordance with the Reorganization
Agreement and Merger Agreement, (ii) the statements concerning the
Reorganization and the Mergers set forth in the Proxy Statement/Prospectus are
accurate and complete, (iii) the representations made to us by BR Holding in the
representation letter are accurate and complete and (iv) insofar as such BR
Holding representation letter contemplates or describes the

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BR Holding, Inc.
August 5, 1999
Page

occurrence or absence of certain future events, such future events will in fact
occur or fail to occur, as so contemplated or described.

            Based upon the foregoing, it is our opinion that the descriptions of
the Federal income tax consequences to certain holders of outstanding shares of
Bull Run, Capital, Host and Universal common stock who participate in the
Reorganization and Mergers, contained in the Proxy Statement/Prospectus under
the headings, "Proposal 1: Approval of the Creation of a Holding Company
Structure - - Material Federal Income Tax Consequences" and "Proposal 2:
Approval of the Issuance of BR Holding Shares in the Mergers - - Material
Federal Income Tax Consequences," correctly set forth the material Federal
income tax consequences for such holders.

            In addition, based upon the foregoing, we confirm our opinions set
forth in the second paragraph under the heading, "Proposal 1: Approval of the
Creation of a Holding Company Structure -- Material Federal Income Tax
Consequences," and in the second paragraph under the heading, Proposal 2:
Approval of the Issuance of BR Holding Shares in the Mergers - Material Federal
Income Tax Consequences," in the Proxy Statement/Prospectus.

            We hereby consent to the filing of this opinion as an exhibit to
Bull Run's Registration Statement on Form S-4 and to the reference to this firm
in the sections captioned "Proposal 1: Approval of the Creation of a Holding
Company Structure - - Material Federal Income Tax Consequences" and "Proposal 2:
Approval of the Issuance of BR Holding Shares in the Mergers - - Material
Federal Income Tax Consequences" in the Proxy Statement/Prospectus. In giving
this consent, we do not thereby admit that we come within the category of
persons whose consent is required under Section 7 of the Securities Act of 1933,
as amended, or the rules and regulations of the Securities and Exchange
Commission thereunder.

                                Very truly yours,

                                Proskauer Rose LLP

                                By /s/ Alan P. Parnes
                                   -----------------------------
                                   Alan P. Parnes
                                   A Member of the Firm