EXHIBIT 8.1

                                October 21, 2002

Las Vegas Sands, Inc.
Venetian Casino Resort, LLC
3355 Las Vegas Boulevard South
Room 1A
Las Vegas, Nevada 89109

Ladies and Gentlemen:

    We have acted as United States federal income tax counsel for Las Vegas
Sands, Inc. and Venetian Casino Resort, LLC (together, the "Issuers") in
connection with the offer to exchange $850,000,000 aggregate principal amount of
new 11% Mortgage Notes due 2010 (the "Exchange Notes"), for the same aggregate
principal amount of substantially identical 11% Mortgage Notes due 2010 that
were issued by the Issuers pursuant to the Offering Circular dated as of
May 22, 2002 (the "Initial Notes") in an offering that was exempt from
registration under the Securities Act of 1933, as amended (the "Securities
Act").

    We have been requested to render our opinion as to certain tax matters in
connection with the Registration Statement on Form S-4 (the "Registration
Statement"), relating to the registration by the Issuers of the Exchange Notes
to be offered in the Exchange Offer, filed by the Issuers with the Securities
and Exchange Commission (the "Commission") pursuant to the Securities Act and
the rules and regulations of the Commission promulgated thereunder. Capitalized
terms used but not defined herein have the respective meanings ascribed to them
in the Registration Statement.

    In rendering our opinion, we have examined originals or copies, certified or
otherwise identified to our satisfaction, of such agreements and other documents
as we have deemed relevant and necessary and we have made such investigations of
law as we have deemed appropriate as a basis for the opinion expressed below. In
our examination, we have assumed, without independent verification, (i) the
authenticity of original documents, (ii) the accuracy of copies and the
genuineness of signatures, (iii) that the execution and delivery by each of the
Issuers of each document to which it is a party and the performance by such
party of its obligations thereunder have been authorized by all necessary
measures and do not violate or result in a breach of or default under such
party's certificate or instrument of formation and by-laws or the laws of such
party's jurisdiction of organization, (iv) that each such agreement represents
the entire agreement between the parties with respect to the subject matter
thereof, (v) the parties to each agreement have compiled, and will comply, with
all of their respective covenants, agreements and undertakings contained therein
and (vi) the transactions provided for by each agreement were and will be
carried out in accordance with their terms.

    The opinion set forth below is limited to the Internal Revenue Code of 1986,
as amended, administrative rulings, judicial decisions, treasury regulations and
other applicable authorities, all as in effect on the date hereof. The statutory
provisions, regulations, and interpretations upon which our opinion is based are
subject to change, and such changes could apply retroactively. Any such change
could affect the continuing validity of the opinion set forth below.

    The opinion set forth herein has no binding effect on the United States
Internal Revenue Service or the courts of the United States. No assurance can be
given that, if the matter were contested, a court would agree with the opinion
set forth herein.

    We hereby confirm that the discussion set forth under the caption "Certain
United States Federal Income Tax Considerations" in the prospectus contained in
the Registration Statement is our opinion. Such discussion does not, however,
purport to discuss all United States federal income

tax consequences and is limited to those United States federal income tax
consequences specifically discussed therein and subject to the qualifications
set forth therein.

    In giving the foregoing opinion, we express no opinion other than as to the
federal income tax laws of the United States of America.

    Furthermore, in rendering our opinion, we have made no independent
investigation of the facts referred to herein and have relied for the purpose of
rendering this opinion exclusively on those facts that have been provided to us
by you and your agents, which we assume have been, and will continue to be,
true.

    We are furnishing this letter in our capacity as United States federal
income tax counsel to the Company. This letter is not to be used, circulated,
quoted or otherwise referred to for any other purpose, except as set forth
below. We assume no responsibility to advise you of any subsequent changes in
existing laws or facts, nor do we assume any responsibility to update this
opinion.

    We hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement. The issuance of such consent does not concede that we
are an "expert" for purposes of the Securities Act.


                                        
                                                        Very truly yours,

                                           /s/ PAUL, WEISS, RIFKIND, WHARTON & GARRISON

                                           PAUL, WEISS, RIFKIND, WHARTON & GARRISON




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