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                                                                     Exhibit 8.1



                       [LETTERHEAD OF KIRKLAND & ELLIS]



                                March 5, 2003


MDP Acquisitions plc
Arthur Cox Building
Earlsfort Terrace
Dublin 2
Ireland


Re:      MDP Acquisitions plc
         Amendment 1
         Registration Statement on Form F-4
         File No. 333-101456
         Filed November 25, 2002

Ladies and Gentlemen:

         You have requested our opinion concerning material U.S. federal income
tax consequences of participating in the exchange offer and of acquiring,
owning, or disposing of the notes described in the Registration Statement on
Form F-4 filed with the Securities and Exchange Commission on November 25, 2002,
pursuant to the Securities Act of 1933, as amended, by MDP Acquisitions plc
(the "Registration Statement").

         Our opinion, under the law in effect on the date hereof, is set forth
in the Registration Statement under the caption "Taxation/United States
Taxation.

         The opinion set forth therein is based on the applicable provisions of
the Internal Revenue Code of 1986, as amended; the Treasury Regulations
promulgated or proposedthereunder; 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, all of which are subject to change, possibly with retroactive
effect.

         In conclusion, we should note that unlike a ruling from the IRS,
opinions of counsel are not binding on the IRS. Hence, no assurance can be given
that the opinion stated in the Registration Statement

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will not be successfully challenged by the IRS or rejected by a court. We
express no opinion concerning any Federal income tax matter other than those
discussed in the Registration Statement.

         We hereby consent to the filing of this letter as an exhibit to the
Registration Statement and to the reference to us under the heading "Legal
Matters" in the Registration Statement. By 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 thereunder.

                                           Very truly yours,

                                           /s/ KIRKLAND & ELLIS

                                           KIRKLAND & ELLIS