Exhibit 8.1

600 Travis, Suite 4200
Houston, Texas 77002
713.220.4200 Phone
713.220.4285 Fax
andrewskurth.com

July 17, 2006

Basic Energy Services, Inc.
400 W. Illinois, Suite 800
Midland, TX 79701

Ladies and Gentlemen:

     We have acted as counsel to Basic Energy Services, Inc., a Delaware corporation (the “Corporation”), in connection with the preparation and filing of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Act”), relating to the offer to exchange up to $225,000,000 aggregate principal amount of 7.125% Senior Notes due 2016 that have not been registered under the Act to be offered by the Corporation in exchange (the “Exchange Offer”) for a like principal amount of its issued and outstanding 7.125% Senior Notes due 2016 that have been registered under the Act.

     In arriving at the opinion expressed below, we have examined the Registration Statement, including the prospectus included therein and the documents incorporated by reference therein, and we have made such investigations of law as we have deemed appropriate as a basis for the opinion expressed below.

     Subject to the qualifications and assumptions stated in the Registration Statement and the limitations and qualifications set forth herein, the description of the United States federal income tax considerations appearing under the heading “Material United States Federal Income Tax Considerations” in the prospectus contained in the Registration Statement constitutes our opinion of the material United States federal income tax consequences of the Exchange Offer.

     This opinion letter is limited to the matters set forth herein, and no opinions are intended to be implied or may be inferred beyond those expressly stated herein. Our opinion is rendered as of the date hereof and we assume no obligation to update or supplement this opinion or any matter related to this opinion to reflect any change of fact, circumstances, or law after the date hereof. Furthermore, our opinion is not binding on the Internal Revenue Service or a court. In addition, we must note that our opinion represents merely our best legal judgment on the matters presented and that others may disagree with our conclusion. There can be no assurance that the Internal Revenue Service will not take a contrary position or that a court would agree with our opinion if litigated.

Austin                Dallas               Houston                London                Los Angeles                New York               The Woodlands                Washington, D.C.

Basic Energy Services, Inc.
July 17, 2006
Page 2

     We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to our firm in the prospectus forming a part of the Registration Statement under the caption “Legal matters.” In giving this consent, however, we do not hereby admit that we are within the category of persons whose consent is required under section 7 of the Act or the rules and regulations of the Commission issued thereunder.

Very truly yours,

/s/ ANDREWS KURTH LLP