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                                                                     Exhibit 8.2


                       [Letterhead of Shearman & Sterling]



(212) 848-4376

                                                   July 12, 2001

Bunge Limited
50 Main Street
White Plains, New York 10606

Ladies and Gentlemen:

            We have acted as special United States federal income tax counsel to
Bunge Limited, a Bermuda corporation (the "Issuer"), in connection with the
preparation and filing by the Issuer with the Securities and Exchange Commission
(the "Commission") under the Securities Act of 1933, as amended (the "Act"), of
a registration statement on Form F-1, and the prospectus included therein (the
"Registration Statement"). Pursuant to the Registration Statement, the Issuer is
offering 17,600,000 of its common shares to the public (the "Offering").

            We hereby confirm that the discussion under the caption "Taxation-
United States Federal Income Tax Consequences," insofar as such discussion
represents legal conclusions or statements of United States federal income
tax law, subject to the limitations and conditions set forth therein, and
except for the specific discussion regarding the Issuer's possible U.S.
federal income tax characterization as a passive foreign investment company
under the caption "--Passive Foreign Investment Company Status," constitutes
our opinion as to the material United States federal income tax consequences
relevant to the acquisition, ownership and disposition of the common shares
in the context of the Offering.

            No opinion is expressed as to any other matter, including any
aspects of state, local or non-United States tax law. This opinion is based
on current United States federal income tax law and administrative practice,
and we do not undertake to advise you as to any future changes in such law or
practice that may affect our opinion unless we are specifically retained to
do so. We hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the reference to us in the Registration
Statement under the captions "Taxation - United States Federal Income Tax
Consequences" and "Legal Matters." In giving such consent, we do not hereby
admit that we are within the category of persons whose consent is required
under Section 7 of the Act, and the rules and regulations of the Commission
promulgated thereunder.

                                                      Very truly yours,

                                                      /s/ Shearman & Sterling
