EXHIBIT 8.1
 
                               KIRKLAND & ELLIS
               PARTNERSHIPS INCLUDING PROFESSIONAL CORPORATIONS
 
                                Citicorp Center
                             153 East 53rd Street
                         New York, New York 10022-4675
 
                                 212 446-4800
 
                                                                     Facsimile:
                                                                   212 446-4900
 
                                March 18, 1998
 
Sealy Mattress Company
Halle Building
10th Floor
1228 Euclid Avenue
Cleveland, Ohio 44115
 
  Re: Offer by Sealy Mattress Company to Exchange its (i) Series B 9 7/8%
      Senior Subordinated Notes due 2007 for any and all its 9 7/8% Senior
      Subordinated Notes due 2007 and (ii) Series B 10 7/8% Senior
      Subordinated Discount Notes due 2007 for any and all its 10 7/8% Senior
      Subordinated Discount Notes due 2007
 
  We have acted as special counsel to Sealy Mattress Company (the "Company")
in connection with its offer (the "Exchange Offer") to Exchange its: (i)
Series B 9 7/8% Senior Subordinated Notes due 2007 (the "Senior Subordinated
Exchange Notes") for any and all of its 9 7/8% Senior Subordinated Notes due
2007 (the "Senior Subordinated Notes"); and (ii) Series B 10 7/8% Senior
Subordinated Discount Notes due 2007 (the "Senior Subordinated Discount
Exchange Notes" and, together with the Senior Subordinated Exchange Notes, the
"Exchange Notes") for any and all of its 10 7/8% Senior Subordinated Discount
Notes due 2007 (the "Senior Subordinated Discount Notes" and, together with
the Senior Subordinated Notes, the "Notes").
 
  You have requested our opinion as to certain United States federal income
tax consequences of the Exchange Offer. In preparing our opinion, we have
reviewed and relied upon the Company's Registration Statement on Form S-4,
filed with the Securities and Exchange Commission on March  , 1998 (the
"Registration Statement"), and such other documents as we deemed necessary.
 
  On the basis of the foregoing, it is our opinion that the exchange of the
Notes for Exchange Notes pursuant to the Exchange Offer will not be treated as
an "exchange" for United States federal income tax purposes.
 
  The opinions set forth above are based upon the applicable provisions of the
Internal Revenue Code of 1986, as amended; the Treasury Regulations
promulgated or proposed thereunder; current positions of the Internal Revenue
Service (the "IRS") contained in published revenue rulings, revenue
procedures, and announcements; existing judicial decisions; and other
applicable authorities. No tax rulings have been sought from the IRS with
respect to any of the matters discussed herein. Unlike a ruling from the IRS,
opinions of counsel are not binding on the IRS. Hence, no assurance can be
given that the opinions stated in this letter will not be successfully
challenged by the IRS or by a court. We

 
express no opinion concerning any United States federal income tax
consequences of the Exchange Offer except as expressly set forth above.
 
  We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to this firm and the summarization
of this opinion under the section titled "Certain Federal Income Tax
Consequences" in the Registration Statement.
 
                                          Very truly yours,
 
                                          /s/ Kirkland & Ellis
 
                                          Kirkland & Ellis
 
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