Attached files
| file | filename |
|---|---|
| S-1 - FORM S-1 - ECA Marcellus Trust I | l42148sv1.htm |
| EX-5.1 - EX-5.1 - ECA Marcellus Trust I | l42148exv5w1.htm |
| EX-23.1 - EX-23.1 - ECA Marcellus Trust I | l42148exv23w1.htm |
| EX-23.4 - EX-23.4 - ECA Marcellus Trust I | l42148exv23w4.htm |
Exhibit 8.1
March 11, 2011
ECA Marcellus Trust I
1209 Orange Street
Wilmington, Delaware 19801
1209 Orange Street
Wilmington, Delaware 19801
RE: ECA MARCELLUS TRUST I REGISTRATION STATEMENT ON FORM S-1
Ladies and Gentlemen:
We have acted as counsel for Energy Corporation of America (“ECA”), a West Virginia
Corporation, and ECA Marcellus Trust I (the “Trust”), a Delaware statutory trust, with respect to
certain legal matters in connection with the offer and sale of common units representing beneficial
interests in the Trust. We have also participated in the preparation of a Registration Statement on
Form S-1 and the amendments thereto being collectively referred to herein as the “Registration
Statement” to which this opinion is an exhibit. In connection therewith, we prepared the discussion
(the “Discussion”) set forth under the caption “Federal Income Tax Considerations” in the
Registration Statement.
All statements of legal conclusions contained in the Discussion, unless otherwise
noted, are our opinion with respect to the matters set forth therein as of the effective date of
the Registration Statement. In addition, we are of the opinion that the Discussion with respect to
those matters as to which no legal conclusions are provided is an accurate discussion of such
federal income tax matters (except for the representations and statements of fact by ECA, included
in the Discussion, as to which we express no opinion).
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement
and to the use of our name in the Registration Statement. This consent does not constitute an
admission that we are “experts” within the meaning of such term as used in the Securities Act of
1933, as amended, or the rules and regulations of the Securities and Exchange Commission issued
thereunder.
| Very truly yours, |
||||
| /s/ VINSON & ELKINS L.L.P. | ||||
| Vinson & Elkins L.L.P. | ||||
Vinson & Elkins LLP Attorneys at Law |
Trammell Crow Center, 2001 Ross Avenue, Suite 3700 |
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