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                                                                     EXHIBIT 8.4

Writer's Direct:
Telephone:         (242) 328-6287
Telefax:           (242) 328-0386
E-Mail:            gaw@gtclaw.com

VIA TELEFAX: 503-795-4086
VIA E-MAIL: BOSLD@PerkinsCoie.com

Our Ref: GAW/ml/T-185/5565/23

Teekay Shipping Corporation
TK House, Bayside Executive Park
West Bay and Blake Road
P.O. Box AP-59213
Nassau, Commonwealth of the Bahamas

Dear Sirs:

RE: REGISTRATION STATEMENT ON FORM F-4

In connection with the Registration Statement on Form F-4 filed by Teekay
Shipping Corporation, a Republic of The Marshall Islands corporation ("Teekay"),
with the Securities and Exchange Commission pursuant to the Securities Act of
1933, as amended, and the rules and regulations thereunder, prepared in
connection with the exchange offer of US$250 million Senior Notes due 2011 of
Teekay (the "Registration Statement"), we have been requested to render our
opinion as to the matters hereinafter set forth.

In this regard, we have examined a draft as at July 11th, 2001, identified to
our satisfaction, of the Registration Statement and the related Prospectus (the
"Documents"), and in our examination of same, we have assumed, without
independent investigation, the authenticity of all such Documents, the power,
authority and legal right of all parties thereto to enter into and perform their
respective obligations under the said Documents and the due authorization,
execution and delivery of the said Documents by all of the parties to those
Documents to which they are a party. We have also assumed the accuracy and
completeness of all factual representations made in the Documents.

Based upon and subject to the foregoing we are of the opinion that the summary
set forth under the heading "Business - Taxation of Teekay - Bahamian Taxation"
and "Tax Considerations - Bahamian Taxation" in the Prospectus forming a part of
the Registration Statement is accurate and describes the Bahamian tax
consequences expected to be relevant to the prospective initial purchasers of
the Senior Notes Due 2011 offered pursuant to the Prospectus.

We hereby consent to the use of our name in the Registration Statement and in
the related Prospectus as the same appears under the captions "Business -
Taxation of Teekay - Bahamian Taxation" and "Tax Considerations - Bahamian
Taxation" and "Legal Matters," and to the use of this opinion as an exhibit to
the Registration Statement.

Our opinion expressed above is limited to the laws of the Commonwealth of The
Bahamas as in effect on the date hereof. Insofar as the Registration Statement
and the related Prospectus are expressed to be governed by any other system of
law, we have

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assumed with your approval the validity and enforceability of same under the
applicable system of law.

This opinion is solely for the benefit of and may be relied upon by Teekay. This
opinion may not be relied upon by any other person or entity without the prior
written approval of the undersigned.

Yours faithfully,
GRAHAM, THOMPSON & CO.

/s/ Gilbert A. Ward

PER:  Gilbert A. Ward