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                         [KIRKLAND & ELLIS LETTERHEAD]


                                                                   Exhibit 8.1


                                October 30, 2000



R.J. Tower Corporation
5211 Cascade Road, Suite 300
Grand Rapids, Michigan  49546

                  Re:      R.J. Tower Corporation
                           Registration Statement on Form S-4
                           Registration No. 333-45528
                           --------------------------

Ladies and Gentlemen:

                  We are issuing this opinion letter in our capacity as special
legal counsel to R.J. Tower Corporation, a Michigan corporation (the "Issuer"),
in connection with the proposed offer by the Issuer to exchange (the "Exchange
Offer") of up to (U)150,000,000 in aggregate principal amount of the Issuer's
9.25% Senior Notes due 2010 (the "Exchange Notes") for and in replacement of the
Issuer's outstanding 9.25% Senior Notes due 2010 (the "Old Notes"), pursuant to
a Registration Statement on Form S-4 (Registration No. 333- 45528) originally
filed with the Securities and Exchange Commission (the "Commission") on
September 11, 2000, under the Securities Act of 1933, as amended (the "Act")
(such Registration Statement, as amended or supplemented, is hereinafter
referred to as the "Registration Statement").

                  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 Registration Statement and such other
documents as we have deemed necessary.

                  On the basis of the foregoing, it is our opinion that the
exchange of the Old Notes for the Exchange Notes pursuant to the Exchange Offer
will not be treated as a taxable "exchange" for United



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R.J. Tower Corporation
October 30, 2000
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States federal income tax purposes because the Exchange Notes do not differ
materially in kind or extent from the Old Notes. The Exchange Notes received by
a holder of Old Notes will be treated as a continuation of the Old Notes in the
hands of such holder and, as a result, there will be no federal income tax
consequences to such holder as a result of such holder's exchange of Old Notes
for Exchange Notes.

                  The opinion set forth above is 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 ruling has been sought from the IRS with respect
to any of the matters discussed herein. Unlike a ruling from the IRS, an opinion
of counsel is not binding on the IRS. Hence, no assurance can be given that the
opinion stated in this letter will not be successfully challenged by the IRS or
by a court. We express no opinion concerning any tax consequences of the
Exchange Offer except as expressly set forth above.

                  We hereby consent to the filing of this opinion as Exhibit 8.1
to the Registration Statement. We also consent to the reference to our firm
under the heading "United States Federal Income Tax Consequences." In giving
this consent, we do not hereby admit that we are in the category of persons
whose consent is required under Section 7 of the Act or the rules and
regulations of the Commission promulgated thereunder.



                                                     Sincerely,

                                                     /s/ KIRKLAND & ELLIS

                                                     Kirkland & Ellis