EXHIBIT 8.2

                              Dated: June 12, 2008


SUNTECH POWER HOLDINGS CO., LTD.
17-6 Changjiang South Road
New District, Wuxi
Jiangsu Province 214028
People's Republic of China


Ladies and Gentlemen:

     We are qualified lawyers of the People's Republic of China (the "PRC") and
as such are qualified to issue this opinion on the laws of the PRC. We have
acted as PRC counsel to Suntech Power Holdings Co., Ltd., a Cayman Islands
exempted company incorporated with limited liability (the "Company"), in
connection with the Registration Statement on Form F-3 (the "Registration
Statement") filed by the Company with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended, relating to the
registration by the Company of $575,000,000 aggregate principal amount of 3.00%
convertible senior notes due 2013 (the "Securities") and ordinary shares, par
value $0.01 per share, of the Company ("Ordinary Shares") underlying the
American Depositary Shares into which the Securities are convertible, for resale
by the holders of the Securities, pursuant to the Company's obligations under a
registration rights agreement dated as of March 17, 2008 by and among the
Company, Goldman Sachs (Asia) L.L.C., ABN AMRO Bank N.V., Hong Kong Branch and
UBS Securities LLC (collectively, the "Initial Purchasers"). The Securities were
issued under an indenture (the "Indenture") dated as of March 17, 2008, between
the Company and Wilmington Trust Company, as trustee and securities agent (the
"Trustee").

     In delivering this opinion letter, we have reviewed and relied upon: (i)
the Registration Statement, (ii) the Indenture, and (iii) a form of the
Securities.

     In rendering the opinion described below, we have assumed the genuineness
of all signatures, the legal capacity of natural persons, the authenticity of
all documents submitted to us as originals, the conformity to original documents
of all documents



submitted to us as duplicates or certified or conformed copies and the
authenticity of the originals of such latter documents. We have also assumed
that the transactions related to the issuance of the Securities will be
consummated in accordance with the terms of the documents described herein.

     Based upon the foregoing, and subject to the qualifications, assumptions
and limitations stated herein and in the Registration Statement, we are of the
opinion that the statements set forth in the Registration Statement under the
caption "Taxation--People's Republic of China Taxation" insofar as they purport
to constitute summaries of matters of PRC tax law and regulations or legal
conclusions with respect thereto, constitute accurate summaries of the matters
described therein in all material respects.

     This opinion is rendered on the basis of the PRC Laws (other than the laws
of Hong Kong, Macao or Taiwan) effective as at the date hereof. We express no
opinion with respect to the transactions referred to herein or in the
Registration Statement other than as expressly set forth herein. We do not
express any opinion herein concerning any law other than the tax law of PRC.

     We hereby consent to the filing of this opinion letter as Exhibit 8.2 to
the Registration Statement and to the use of our name in the Registration
Statement.



                                      Very truly Yours,


                                             /s/ GRANDALL LEGAL GROUP (SHANGHAI)
                                             -----------------------------------
                                             GRANDALL LEGAL GROUP (SHANGHAI)

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