EXHIBIT 8.01(c)

                                  May 19, 1997

Tudor Fund For Employees L.P.
c/o Second Management LLC
 General Partner
600 Steamboat Road
Greenwich, Connecticut 06830

Ladies and Gentlemen:

          We have acted as your counsel in connection with the preparation and
filing with the Securities and Exchange Commission of Post-Effective Amendment
No. 8 to the Registration Statement on Form S-1, SEC File No. 33-33982
("Registration Statement"), relating to the registration under the Securities
Act of 1933 as amended of Units of Limited Partnership Interest ("Units") in
Tudor Fund For Employees L.P. ("Partnership"), a limited partnership organized
under the Delaware Revised Uniform Limited Partnership Act.

          We hereby consent to the filing of this letter as an exhibit to the
Registration Statement and to the references made to us in the Prospectus
constituting a part of the Registration Statement under the captions "Principal
Risk Factors", "Federal Income Tax Aspects", "State and Local Income Tax
Aspects", and "Legal Matters".

                              Very truly yours,


                              /s/ Cadwalader, Wickersham & Taft