Exhibit 8.4
                                                                     -----------

                                                               6225 Smith Avenue
                                                  Baltimore, Maryland 21209-3600
                                              main 410.580.3000 fax 410.580.3001


                                            May 3, 2002



To the Persons Listed on
Schedule A Hereto

Ladies and Gentlemen:

          We have acted as special Maryland counsel in connection with the
transactions contemplated by (i) the Amended and Restated Origination Trust
Agreement, dated as of June 30, 1999 (the "Origination Trust Agreement") by and
among Raven Funding LLC, a Delaware limited liability company ("SPV"), as
successor settlor and initial beneficiary, PHH Vehicle Management Services LLC,
a Delaware limited liability company ("VMS"), as existing settlor and initial
beneficiary and the successor UTI Trustee, and Wilmington Trust Company, a
Delaware banking association (the "Delaware Trustee") which created a Delaware
business trust known as the "D.L. Peterson Trust" (the "Trust"); (ii) the
Amended and Restated Limited Liability Company Agreement of Raven Funding LLC
dated as of the 28th day of October, 1999, as amended (the "Raven LLC
Agreement"); and (iii) the Amended and Restated Limited Liability Company
Agreement of Chesapeake Funding LLC (formerly known as Greyhound Funding LLC)
(the "Issuer") dated as of October 28, 1999, as amended (the "Chesapeake LLC
Agreement"). Capitalized terms used herein and not otherwise defined shall have
the respective meanings set forth in the Definitions List attached as Schedule I
to the Base Indenture, dated as of June 30, 1999, as amended as of October 28,
1999 (the "Base Indenture") between the Issuer and JP Morgan Chase Bank
(formerly known as The Chase Manhattan Bank) (the "Indenture Trustee").

          In connection  with the transaction  contemplated by the  Registration
Statement  on Forms  S-1 and S-3  filed by the  Issuer  and the  Trust  with the
Securities  and Exchange  Commission  under the  Securities Act of 1933, for the
registration  of  $650,000,000  principal  amount of the Issuer's  Series 2002-1
Floating Rate Callable  Asset Backed Notes,  you have requested our advice as to
the Maryland state income tax  classification  applicable to the Trust,  the SPV
and the Issuer (each, a "Pass-Through Entity").

          In  rendering  the  opinions  set  forth  below,  we  have  with  your
permission made the following assumptions:

          1.   None  of the  Pass-Through  Entities  will  be  classified  as an
association  taxable as a  corporation  for  United  States  federal  income tax
purposes.

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                                      To the Persons Listed on Schedule A Hereto
                                                                     May 3, 2002
                                                                          Page 2



          2.   Each of the  Pass-Through  Entities is a business  entity (within
the  meaning  of  Section  301.7701-2(a)  of  Title  26 of the  Code of  Federal
Regulations)  that is  classified  either as a  partnership  for  United  States
federal  income tax  purposes or as an entity that is  disregarded  as an entity
separate from its owner for United States federal income tax purposes.

          3.   None  of  the   Pass-Through   Entities  is  a  publicly   traded
partnership  within the meaning of Section 7704 of the Internal  Revenue Code of
1986, as amended (the "Code").

          Based on the foregoing,  and subject to the  qualifications  set forth
herein, it is our opinion that, under Maryland law in effect on the date hereof,
none of the Pass-Through Entities will be treated as an association taxable as a
corporation for Maryland state income or franchise tax purposes.

          In the case of any  Pass-Through  Entity that is not a business entity
(within the meaning of Section  301.7701-2(a) of Title 26 of the Code of Federal
Regulations),  the items of income,  deduction  and credit of such  entity  will
belong to its  beneficial  owners for Maryland state income tax purposes so that
no Maryland state income tax will be imposed on such entity.

          It should be noted  that,  if any  member,  beneficial  owner or other
owner of an equity interest of any  Pass-Through  Entity is an individual who is
not a resident of the state of Maryland, the Pass-Through Entity will be subject
to state income tax (at the highest  marginal  rate  applicable  to  nonresident
individuals) on such nonresident  owner's  distributive share of the part of the
Pass-Through  Entity's income derived from business carried on in Maryland.  Any
such state income tax imposed on a  Pass-Through  Entity would be withheld  from
amounts otherwise  distributable to the nonresident individual owner. As used in
this  paragraph,  "individual"  means a natural person or a person holding legal
title to the  interest  in the  Pass-Through  Entity for the use and  benefit of
another person.

          We hereby  consent to the filing of this  opinion as an exhibit to the
Registration  Statement  referred  to above  and the  reference  to us under the
captions "Material Federal and Certain State Income Tax Consequences" and "Legal
Matters" in the Registration Statement.

          Except for the  opinion set forth  above,  we express no opinion as to
any other tax  consequences  of the  Pass-Through  Entities  to any party  under
United States federal, state, local or foreign laws.

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                                      To the Persons Listed on Schedule A Hereto
                                                                     May 3, 2002
                                                                          Page 3



          We express no  opinion as to the laws of any  jurisdiction  other than
the laws of the State of Maryland.  The opinions  expressed  herein concern only
the tax laws (excluding principles of conflict of laws) of the State of Maryland
as currently in effect.  We assume no obligation  to supplement  this opinion if
any  applicable  laws change  after the date hereof or if we become aware of any
facts that might change the opinions expressed herein after the date hereof.

          This opinion is being  furnished to you solely in connection  with the
closing of the  transactions  described  herein and is solely for the benefit of
you,  your  members or  beneficial  owners and the holders of the Series  2002-1
Notes,  as the case may be, and is not to be used,  circulated,  quoted,  filed,
relied  upon or  otherwise  referred  to by any  other  person  or for any other
purpose without our express prior written consent.



                                        Very truly yours,

                                        /s/ Piper Marbury Rudnick & Wolfe LLP



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                                      To the Persons Listed on Schedule A Hereto
                                                                     May 3, 2002
                                                                          Page 4


                                      Schedule A


Chesapeake Funding LLC