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EXHIBIT 8.1
[Letterhead of Fulbright & Jaworski L.L.P.]
TEPPCO Partners, L.P.
2929 Allen Parkway
P.O. Box 2521
Houston, Texas 77252-2521
Dear Sirs:
We have acted as special counsel for TEPPCO Partners, L.P., a
Delaware limited partnership (the "Partnership"), in connection with the
offering of units representing limited partner interests ("Units") in the
Partnership pursuant to the Registration Statement on Form S-3 (Registration No.
333-37112) of the Partnership, as amended by Amendment No. 1 dated October 6,
2000, and as supplemented by the prospectus supplement dated October 19, 2000
(collectively, the "Registration Statement").
We have been requested to furnish our opinion as to the material
federal income tax consequences to an investor of acquiring Units in the
offering made pursuant to the prospectus dated October 11, 2000 (the
"Prospectus") included within the Registration Statement. In response to such
request we have prepared the section of the Prospectus entitled "Tax
Considerations" as such opinion.
We consent to the reference to our firm under the caption "Tax
Considerations" in the Prospectus and to the filing of this confirmation and
consent as an Exhibit to the Registration Statement.
Very truly yours,
/s/ Fulbright & Jaworski L.L.P.
