Exhibit 8.1

JONES DAY

77 WEST WACKER    •    CHICAGO, ILLINOIS 60601-1692

TELEPHONE: (312) 782-3939    •    FACSIMILE: (312) 782-8585

January 18, 2012

DDR Corp.

3300 Enterprise Parkway

Beachwood, Ohio 44122

Re:    18,975,000 Common Shares, $0.10 Par Value Per Share

Ladies and Gentlemen:

We are acting as counsel for DDR Corp., an Ohio corporation (the “Company”), in connection with the issuance of up to 18,975,000 common shares, $0.10 par value per share (the “Common Shares”), of the Company pursuant to (i) the Underwriting Agreement, dated January 11, 2012 (the “Underwriting Agreement”), by and among the Company and Goldman, Sachs & Co., Citigroup Global Markets Inc., Wells Fargo Securities, LLC and PNC Capital Markets LLC, (ii) the letter agreement, dated January 11, 2012 (the “Goldman Forward Agreement”), between the Company and Goldman, Sachs & Co. and (iii) the letter agreement, dated January 11, 2012 (together with the Goldman Forward Agreement, the “Forward Agreements”), between the Company and Citibank, N.A., acting through Citigroup Global Markets Inc. as agent. The issuance of the Common Shares is discussed in the prospectus supplement dated January 11, 2012 (the “Prospectus Supplement”), which supplements the prospectus dated October 13, 2009 (the “Prospectus”). The Prospectus was part of the Company’s Registration Statement No. 333-162451 on Form S-3 (the “Registration Statement”), filed by the Company on October 13, 2009 with the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 (the “Act”).

You have requested our opinion concerning certain federal income tax considerations relating to the Company, including with respect to its election to be taxed as a real estate investment trust under the Internal Revenue Code of 1986, as amended (the “Code”). In connection with our opinion, we have reviewed and are relying upon (i) the Registration Statement (including the exhibits thereto), the Prospectus and the Prospectus Supplement, (ii) the Second Amended and Restated Articles of Incorporation of the Company, as amended, as in effect on the date hereof, (iii) the Amended and Restated Code of Regulations of the Company as in effect on the date hereof, (iv) the Underwriting Agreement, (v) the Forward Agreements and (vi) such other documents, records and instruments that we have deemed necessary or appropriate for purposes of our opinion, and have assumed their accuracy as of the date hereof. For purposes of our review, we have also assumed, with your consent, the authenticity of all documents we have examined as well as the genuineness of signatures and the validity of the indicated capacity of each party executing a document. In addition, we have relied upon the factual representations contained in a certificate, dated as of the date hereof (the “Officer’s

JONES DAY

DDR Corp.

January 18, 2012

Page 2

Certificate”), executed by a duly appointed officer of the Company, setting forth certain representations relating to the organization and operation of the Company.

We have made such investigations of law and fact as we have deemed appropriate as a basis for our opinion. However, for purposes of our opinion, we have not made an independent investigation of the facts set forth in the Officer’s Certificate. Our opinion is conditioned on the accuracy and completeness of the factual representations made in the Officer’s Certificate and in the Registration Statement (including the Prospectus and Prospectus Supplement) and any change or inaccuracy in the factual representations referred to in the Registration Statement (including the Prospectus and Prospectus Supplement) or the Officer’s Certificate may affect our conclusions set forth herein.

Our opinion is based upon current provisions of the Code, the legislative history thereto, the existing applicable United States federal income tax regulations promulgated or proposed under the Code, published judicial authority and currently effective published rulings and administrative pronouncements of the Internal Revenue Service (the “IRS”), all of which are subject to change at any time, possibly with retroactive effect, and subject to differing interpretations.

Based upon and subject to the foregoing and the qualifications set forth below, it is our opinion that

Other than as expressly stated above, we express no opinion on any issue relating to the Company or to any investment therein. The qualification and taxation of the Company as a REIT depend upon the ability of the Company to meet on a continuing basis, through actual annual operating and other results, the various requirements under the Code and the Treasury Regulations promulgated thereunder and described in the Prospectus Supplement with regard to,

JONES DAY

DDR Corp.

January 18, 2012

Page 3

among other things, the sources of its income, the composition of its assets, the level of its distributions to holders of the Company’s shares and the diversity of ownership of the Company’s shares. Jones Day will not review the compliance of the Company with these requirements on a continuing basis. Accordingly, no assurance can be given that the actual results of the operations of the Company, the sources of its income, the nature of its assets, the level of the Company’s distributions to shareholders and the diversity of ownership of the Company’s shares for 2012 and subsequent taxable years will satisfy the requirements under the Code and the applicable Treasury Regulations for qualification and taxation as a REIT.

In rendering our opinion, we are expressing our views only as to the United States federal income tax laws. We do not undertake to advise you of the effect of changes in matters of law or fact occurring subsequent to the date hereof. This opinion is not binding upon the IRS or the courts. There can be no assurance, and none is hereby given, that the IRS will not take a position contrary to one or more of the positions reflected in the foregoing opinion or that our opinion will be upheld by the courts if challenged by the IRS.

We hereby consent to the filing of this opinion as Exhibit 8.1 to the Registration Statement filed by the Company to effect registration of the Common Shares under the Act and to the reference to us under the caption “Certain U.S. Federal Income Tax Considerations” in the Prospectus Supplement constituting a part of such Registration Statement. In giving such consent, we do not hereby admit that we are included in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the SEC promulgated thereunder.

Very truly yours,

/s/ Jones Day