Exhibit 8

                      [Letterhead of Willkie Farr & Gallagher]


April 23, 1998

Trump Atlantic City Associates
Trump Atlantic City Funding III, Inc.
2500 Boardwalk
Atlantic City, New Jersey 08401

Ladies and Gentlemen:

You have requested our opinion as tax counsel to Trump Atlantic City 
Associates ("Trump AC") and Trump Atlantic City Funding III, Inc. 
("Funding III") concerning certain of the federal income and estate tax 
consequences in connection with the registration statement on Form S-4, 
originally filed with the Securities and Exchange Commission (the "SEC") on 
January 9, 1998 (No. 333-43975) (which registration statement is hereinafter 
referred to as the "Registration Statement").  Capitalized terms used herein 
and not otherwise defined shall have the meanings set forth in the 
Registration Statement.

In rendering this opinion, we have reviewed the Registration Statement and 
such other documents that we deemed relevant.  We have made inquiry as to the 
underlying facts that we considered to be relevant to the conclusion set 
forth in this letter.  Further, the opinion expressed in this letter is based 
upon certain factual representations set forth in the Registration Statement 
and the assumption that the transactions will occur as described therein.  We 
have no reason to believe that these representations and facts are not true 
but have not independently attempted to verify them.  To the extent that we 
have examined and relied upon original documents or copies thereof in 
rendering the opinion expressed below, we have assumed (i) the authenticity 
of all documents submitted to us as originals, (ii) the conformity to 
authentic original documents of all documents submitted to us as copies, and 
(iii) the genuineness of all signatures.

Based on such facts, assumptions and representations and our review of such 
documents and information as we believed appropriate, and subject to the 
qualifications stated below, as of the date hereof, we are of the opinion 
that, under current law, the material federal income and estate tax 
consequences resulting from the Exchange Offer to a holder of Trump AC and 
Funding III's 11 1/4% First Motgage Notes (TAC III) due 2006, Series A will 
generally be as is described in the discussion of "Federal Income Tax 
Considerations" in the Registration Statements, and we adopt and incorporate 
that discussion in this opinion.



Trump Atlantic City Associates
Trump Atlantic City Funding III, Inc.
Page 2


This opinion is given as of the date hereof and is based on the Internal 
Revenue Code of 1986, as amended, regulations, rulings and decisions in 
effect as of the date hereof, all of which are subject to change (possibly 
with retroactive effect) by legislation, administrative action or judicial 
decision.  Any such change may adversely affect or render inaccurate the 
opinion expressed herein. Further, any variation or difference in the facts 
from those set forth in the Registration Statement may affect the conclusion 
stated herein.

No opinion is expressed as to any matter not discussed herein.

This opinion is furnished to you solely for use in connection with the 
Registration Statement.  We hereby consent to the filing of this opinion as 
an Exhibit to the Registration Statement and to the use of our name in the 
Registration Statement and in the proxy statement-prospectus included therein.

Very truly yours,


/s/ Willkie Farr & Gallagher 



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