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                                                                     EXHIBIT 8.1

                            [Form of Closing Opinion
         of Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP]

                                       , 2001

Ashford.com, Inc.
3800 Buffalo Speedway, Suite 400
Houston, Texas 77098

Ladies and Gentlemen:

   This opinion is being delivered to you pursuant to Section 6.1(e) of the
Agreement and Plan of Reorganization (the "Agreement") dated as of January 3,
2001, by and among Ashford.com, Inc., a Delaware corporation ("Acquiror"),
Ashford-Guild Art Corporation, a Delaware corporation that is a wholly-owned
subsidiary of Acquiror ("Merger Sub"), and Guild.com, Inc., a Delaware
corporation ("Target"). Pursuant to the Agreement, Merger Sub will merge with
and into Target (the "Merger"), and Target will be the surviving entity.

   Except as otherwise provided, capitalized terms referred to herein have the
meanings set forth in the Agreement. All section references, unless otherwise
indicated, are to the Internal Revenue Code of 1986, as amended (the "Code").

   We have acted as legal counsel to Acquiror in connection with the Merger. As
such, and for the purpose of rendering this opinion, we have examined (or will
examine on or prior to the Effective Time of the Merger) and are relying (or
will rely) upon (without any independent investigation or review thereof) the
truth and accuracy, at all relevant times, of the statements, covenants,
representations and warranties contained in the following documents (including
all schedules and exhibits thereto):

  1. The Agreement;

  2. The registration statement filed with the Securities and Exchange
     Commission on Form S-4, which includes the proxy statement/prospectus of
     Acquiror and Target;

  3. Representations made to us in by Acquiror and Merger Sub in a letter of
     even date herewith;

  4. Representations made to us by Target in a letter of even date herewith;
     and

  5. Such other instruments and documents related to the formation,
     organization and operation of Acquiror, Merger Sub and Target or to the
     consummation of the Merger and the transactions contemplated thereby as
     we have deemed necessary or appropriate.

   In connection with rendering this opinion, we have assumed or obtained
representations (and are relying thereon, without any independent investigation
or review thereof) that:

  1. Original documents (including signatures) are authentic, documents
     submitted to us as copies conform to the original documents, and there
     has been (or will be by the Effective Time of the Merger) due execution
     and delivery of all documents where due execution and delivery are
     prerequisites to effectiveness thereof;

  2. Any representation or statement made "to the best knowledge of" or
     otherwise similarly qualified is correct without such qualification, and
     all statements and representations, whether or not qualified are true
     and will remain true through the Effective Time.

  3. As to all matters in which a person or entity making a representation
     has represented that such person or entity either is not a party to,
     does not have, or is not aware of any plan, intention, understanding
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     or agreement to take an action, there is in fact no plan, intention,
     understanding or agreement and such action will not be taken;

  4. The Merger will be consummated pursuant to the Agreement and will be
     effective under the laws of the state of Delaware;

  5. The shareholders of Target do not, and will not on or before the
     Effective Time of the Merger, have an existing plan or intent to dispose
     of an amount of Acquiror Common Stock to be received in the Merger (or
     to dispose of Target Capital Stock in anticipation of the Merger) such
     that the shareholders of Target will not receive and retain a meaningful
     continuing equity ownership in Acquiror that is sufficient to satisfy
     the continuity of interest requirement as specified in Treas. Reg.
     (S)1.368-1(b) and as interpreted in certain Internal Revenue Service
     rulings and federal judicial decisions;

  6. After the Merger, Target will hold "substantially all" of its and Merger
     Sub's properties within the meaning of Section 368(a)(2)(E)(i) of the
     Code and the regulations promulgated thereunder and will continue its
     historic business or use a significant portion of its historic assets in
     a business;

  7. To the extent any expenses relating to the Merger (or the "plan of
     reorganization" within the meaning of Treas. Reg. (S)1.368-1(c) with
     respect to the Merger) are funded directly or indirectly by a party
     other than the incurring party, such expenses will be within the
     guidelines established in Revenue Ruling 73-54, 1973-1 C.B. 187; any
     expenses paid on behalf of Target shareholders will not exceed one
     percent (1%) of the total consideration that will be issued in the
     Merger to Target shareholders in exchange for their shares of Target
     stock;

  8. No Target shareholder guaranteed any Target indebtedness outstanding
     during the period immediately prior to the Merger, and at all relevant
     times, including as of the Effective Time of the Merger, (i) no
     outstanding indebtedness of Acquiror, Merger Sub or Target has or will
     represent equity for tax purposes; (ii) no outstanding equity of
     Acquiror, Merger Sub Target has or will represent indebtedness for tax
     purposes; and (iii) no outstanding security, instrument, agreement or
     arrangement that provides for, contains or represents either a right to
     acquire Target capital stock (or to share in the appreciation thereof)
     constitutes or will constitute "stock" for purposes of Section 368(c) of
     the Code;

  9. An opinion of counsel, received by Target from Briggs & Morgan, P.A.,
     substantially identical in substance to this opinion, has been delivered
     and not withdrawn; and

  10. The Merger will be reported by Acquiror, Merger Sub and Target on their
      respective federal income tax returns in a manner consistent with the
      opinion set forth below.

   Based on our examination of the foregoing items and subject to the
assumptions, exceptions, limitations and qualifications set forth herein, we
are of the opinion that, for federal income tax purposes, the Merger will be a
"reorganization" as defined in Section 368(a) of the Code.

   In addition to the assumptions set forth above, this opinion is subject to
the exceptions, limitations and qualifications set forth below.

  1. This opinion represents and is based upon our best judgment regarding
     the application of federal income tax laws arising under the Code,
     existing judicial decisions, administrative regulations and published
     rulings and procedures. Our opinion is not binding upon the Internal
     Revenue Service or the courts, and there is no assurance that the
     Internal Revenue Service will not successfully assert a contrary
     position. Furthermore, no assurance can be given that future
     legislative, judicial or administrative changes, on either a prospective
     or retroactive basis, would not adversely affect the accuracy of the
     conclusions stated herein. Nevertheless, we undertake no responsibility
     to advise you of any new developments in the application or
     interpretation of the federal income tax laws.
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  2. This opinion concerning certain of the U.S. federal tax consequences of
     the Merger is limited to the specific U.S. federal tax consequences
     presented above, and does not address any other federal, state, local or
     foreign tax consequences that may result from the Merger or any other
     transaction (including any transaction undertaken in connection with the
     Merger).

  3. No opinion is expressed as to any transaction other than the Merger as
     described in the Agreement or to any transaction whatsoever, including
     the Merger, if all the transactions described in the Agreement are not
     consummated in accordance with the terms of the Agreement and without
     waiver or breach of any material provision thereof or if all of the
     representations, warranties, statements and assumptions upon which we
     relied are not true and accurate at all relevant times. In the event any
     one of the statements, representations, warranties or assumptions upon
     which we have relied to issue this opinion is incorrect, our opinion
     might be adversely affected and may not be relied upon.

  4. This opinion has been delivered to you for the purpose of satisfying the
     conditions set forth in Section 6.1(e) of the Agreement and is intended
     solely for your benefit; it may not be relied upon for any other purpose
     or by any other person or entity, and may not be made available to any
     other person or entity without our prior written consent.

                                          Very truly yours,

                                          GUNDERSON DETTMER STOUGH VILLENUEVE
                                          FRANKLIN & HACHIGIAN, LLP