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                                                                     Exhibit 8.2



                       [Letterhead of Shearman & Sterling]




(212) 848-4376
                                  July 30, 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 20,240,000 of its common shares to the public (the
"Offering"), which includes 2,640,000 common shares that the underwriters have
the option to purchase to cover over-allotments, if any.

                  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 of the Issuer 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



