EXHIBIT 8.1


                               ALTHEIMER & GRAY
                                  SUITE 4000
                             10 SOUTH WACKER DRIVE
                         CHICAGO, ILLINOIS 60606-7482
                                (312) 715-4000


                                 June 27, 2001


Danka Business Systems PLC
11201 Danka Circle North
St. Petersburg, FL  33716


Re:  Material Federal Income Tax Consequences of the Exchange of Old Notes for
     Cash, New senior subordinated Notes, New 10% Notes, or any Combination
     thereof

Ladies and Gentlemen:

1.   We have acted as United States tax counsel to Danka Business Systems PLC
(the "Company") in connection with the registration by the Company under the
United States Securities Act of 1933, as amended (the "Securities Act") of up to
$100,000,000 in principal amount of new zero coupon senior subordinated notes
due April 1, 2004 (the "new senior subordinated notes") and up to $200,000,000
in principal amount of new 10% subordinated notes due April 1, 2008 (the "new
10% notes") to be issued by the Company in connection with an offer by the
Company (the "Exchange Offer") to exchange the new senior subordinated notes and
the new 10% notes for up to $200,000,000 in principal amount of the Company's
6.75% convertible subordinated notes due April 1, 2002 (the "old notes"). You
have requested our opinion as to material federal income tax consequences of the
exchange of old notes of the Company for cash, new senior subordinated notes, or
new 10% notes, or any combination of cash, new senior subordinated notes and new
10% notes. While our opinion discusses the material anticipated United States
federal income tax consequences, it does not purport to discuss all United
States tax consequences and is limited to those United States tax consequences
specifically discussed in the Registration Statement under the caption "Material
United States Federal Income Tax Consequences."

2.   Capitalized terms used herein and not otherwise defined herein have the
respective meanings assigned to them in the Registration Statement.

3.   We have examined and relied on copies of such corporate records of the
Company and other documents, including the Registration Statement on Form S-4
filed by the Company, and reviewed such matters of law as we have deemed
necessary or appropriate for the purpose of this opinion. We have not made any
independent investigation in rendering these opinions other than as described
herein.

4.   Our opinion is based upon existing United States federal income tax laws,
regulations, United States Internal Revenue Service administrative
pronouncements and judicial decisions. All such authorities are subject to
change, either prospectively or


retroactively.  No assurance can be provided as to the effect of any such change
upon our opinion.

5.   We have not sought and will not seek any rulings from the United States
Internal Revenue Service with respect to any consequences discussed in our
opinion. Our opinion has no binding effect on the United States Internal Revenue
Service or the courts of the United States. There can be no assurance that the
United States Internal Revenue Service or a United States court would agree with
our opinion if the matter were contested.

6.   We have advised the Company in connection with the material United States
federal income tax consequences to holders of old notes of participating in the
Exchange Offer and of acquiring, owning and disposing of the new notes. We
confirm that the statements of law and legal conclusions contained in the
Registration Statement under the caption "Material United States Federal Income
Tax Consequences" are our opinion. While our opinion discusses the material
anticipated United States federal income tax consequences, it does not purport
to discuss all United States tax consequences and is limited to those United
States tax consequences specifically discussed therein.

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

8.   This opinion is expressed as of the date hereof and we assume no
responsibility to update this opinion.

9.   We are furnishing this letter in our capacity as United States tax counsel
to the Company. This letter is not to be used, circulated, quoted or otherwise
referred to for any other purposes, except as set forth in the Registration
Statement.

10.  We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Prospectus that is a part of the Registration Statement. In
giving such consent, we do not hereby admit that we are in the category of
persons whose consent is required under Section 7 of the Securities Act.


                                       Very truly yours,

                                       /s/  Altheimer & Gray

                                       Altheimer & Gray