Exhibit 8.1




                         [Hunton & Williams' Letterhead]



                                 April 1, 1997




Deutsche Financial Capital
   Securitization LLC
7800 McCloud Road
Greensboro, North Carolina  27409-9634


Ladies and Gentlemen:

                  We have acted as counsel to Deutsche Financial Capital
Securitization LLC, a North Carolina limited liability company (the "Seller"),
in connection with the Seller's Registration Statement on Form S-3 (the
"Registration Statement"), filed with the Securities and Exchange Commission
under the Securities Act of 1933, as amended (the "Act"), for the registration
under the Act of $500,000,000 aggregate principal amount of Pass-Through
Certificates (the "Certificates") representing interests in one or more trusts
(each a "Trust") to be established by the Seller. The Certificates of each Trust
will be issued pursuant to a form of Pooling and Servicing Agreement, including
Standard Terms thereto, among the Seller, a trustee to be named therein, and
Oakwood Acceptance Corporation, a North Carolina Corporation, as servicer (a
"Pooling and Servicing Agreement").

                  We have reviewed the originals or copies of (i) the Articles
of Association, Operating Agreement, and other organizational documents of the
Seller; (ii) certain resolutions of the Board of Directors of Deutsche Financial
Capital Securitization Corp., the manager of the Seller; (iii) the Pooling and
Servicing Agreement, including the forms of the Certificates annexed thereto;
(iv) the Registration Statement and the prospectus included therein; and (v)
such other documents as we have deemed necessary or appropriate as a basis for
the opinion set forth below.

                  Based on the foregoing, we are of the opinion that the legal
conclusions contained in the Registration Statement under the caption "Certain
Federal Income Tax Consequences" are correct in all material respects, and the
discussion thereunder does not omit any material provision with respect to the
matters covered. You should be aware that this opinion represents our
conclusions as to the application of existing law to a transaction as described







Deutsche Financial Capital
   Securitization LLC
April 1, 1997
Page 2

above. There can be no assurance that contrary positions will not be taken by
the Internal Revenue Service or that the law will not change.

                  We hereby consent to the filing of this opinion as an exhibit
to the Registration Statement. We also consent to the references to Hunton &
Williams under the caption "Certain Federal Income Tax Consequences" in the
Prospectus. In giving this consent, we do not admit that we are in the category
of persons whose consent is required by Section 7 of the Act or the rules and
regulations promulgated thereunder by the Securities and Exchange Commission.

                  No opinion has been sought and none has been given concerning
the tax treatment of the issuance and sale of the Certificates under the laws of
North Carolina or any other state.

                                                     Very truly yours,



                                                     /s/ Hunton & Williams