Instructions for Form 8082

(Rev. January 2024)

For use with Form 8082 (Rev. 10-2023)

Notice of Inconsistent Treatment or

Administrative Adjustment Request (AAR)

Department of the Treasury

Internal Revenue Service

Section references are to the Internal Revenue Code 

unless otherwise noted.

Contents Page

Reminders ................................ 1

General Instructions ......................... 1

Purpose of Form ......................... 1

Definitions ............................. 2

Who Must File .......................... 3

How and When To File .................... 5

Specific Instructions ......................... 7

Part I—General Information ................. 7

Part II—Inconsistent or Administrative 

Adjustment Request (AAR) Items ........... 9

Part III—Explanations .................... 12

Figuring the IU ......................... 12

Future Developments

For the latest information about developments related to 

Form 8082 and its instructions, such as legislation 

enacted after they were published, go to IRS.gov/

Form8082.

What’s New

Part I, line 1. Item C2 has been added to Part I to 

indicate whether a BBA AAR has adjustments that don't 

result in an imputed underpayment.

Reminders

Bipartisan Budget Act of 2015 (BBA). BBA created a 

new centralized partnership audit regime generally 

effective for partnership tax years beginning after 2017. 

The Tax Equity and Fiscal Responsibility Act of 1982 

(TEFRA) generally applied to tax years beginning before 

2018. BBA repealed TEFRA and the electing large 

partnership (ELP) rules. Consequently, former ELPs are 

now treated as other partnerships under the BBA regime.

Although BBA repealed the ELP rules for partnership 

tax years beginning after 2017, and although Form 

1065-B and its instructions are obsolete for tax years 

beginning after 2017, Form 1065-B is referred to in these 

instructions to assist former ELPs filing amended returns.

Election into BBA for tax years beginning before 

2018. Certain partnerships may elect to have the new 

centralized partnership audit regime apply to a return filed 

for an eligible tax year when filing an AAR. See AAR With 

Election Into the Centralized Partnership Audit Regime 

Under BBA, later, for information on how to make the 

election. An election can also be made upon notification of 

an audit. See Regulations section 301.9100-22 for 

additional details.

Increased research credit reported by a BBA partnership. If an increased research credit is reported by a BBA 

partnership, the BBA partnership doesn’t file an amended 

return. Instead, the BBA partnership must file an AAR and 

attach the following five items of information to that AAR.

1. Identify all the business components to which the 

section 41 research credit relates for that tax year.

2. For each business component, identify all research 

activities performed.

3. Name the individuals who performed each research 

activity.

4. The information each individual sought to discover.

5. The total qualified employee wage expenses, total 

qualified supply expenses, and total qualified contract 

research expenses for the claim year. This may be done 

using Form 6765, Credit for Increasing Research 

Activities.

As part of the AAR process, the BBA partnership will 

also submit Form 8985, Pass-Through 

Statement—Transmittal/Partnership Adjustment Tracking 

Report, and Form 8986, Partner’s Share of Adjustment(s) 

to Partnership-Related Item(s), to the IRS and send Forms 

8986 to its partners. The BBA partnership isn’t required to 

provide the five items of information again on Forms 8985 

and 8986. The BBA partners don’t need to attach the five 

items of information to their original returns to which their 

Forms 8986 are attached. For more information, see 

Research Credit Claims (Section 41) on Amended 

Returns Frequently Asked Questions at IRS.gov/

businesses/corporations/research-credit-claimssection-41FAQ.

General Instructions

Unless otherwise noted, references to sections 6221 

through 6241 are to Internal Revenue Code sections as 

amended by BBA and are referred to as “BBA 

proceedings.”

Purpose of Form

Notice of inconsistent treatment. If you’re a partner in 

a TEFRA or BBA partnership, an S corporation 

shareholder, a beneficiary of an estate or trust, an owner 

of a foreign trust, or a residual interest holder in a real 

estate mortgage investment conduit (REMIC), you must 

generally report items consistent with the way they were 

reported by the partnership to the IRS on Schedule K-1, 

Schedule K-3, Form 8986 (issued with a BBA AAR), 

Dec 26, 2023 Cat. No. 62051N
Schedule Q, and/or a foreign trust statement. However, 

there may be reasons why you wish to report these items 

differently. Use Form 8082 for this purpose.

Note. A partner is bound to finally determined 

adjustments on Form 8986 resulting from a BBA 

partnership audit and may not use Form 8082 to report the 

items differently.

Use Form 8082 to notify the IRS of any inconsistency 

between your tax treatment of an item and the way the 

pass-through entity treated and reported the same item on 

its return. Also use the form to notify the IRS if you didn’t 

receive Schedule K-1, Schedule Q, and/or a foreign trust 

statement from the foreign trust by the due date for filing 

your return (including extensions). Additionally, based on 

the instructions for Schedule K-2, if the pass-through 

entity was required to provide a Schedule K-3 but didn’t, 

use Form 8082 to notify the IRS of this. However, for tax 

years beginning before 2018, don’t file Form 8082 as a 

partner in an ELP. Instead, you must report all partnership 

items in a manner consistent with the way the partnership 

reported them on Schedule K-1 (Form 1065-B), Partner's 

Share of Income (Loss) From an Electing Large 

Partnership.

AAR under TEFRA. Form 8082 is also used if you’re 

filing an AAR electronically to correct a previously e-filed 

Form 1065, U.S. Return of Partnership Income. An AAR is:

• A request by the tax matters partner (TMP) to correct 

items on the original partnership return;

• A request by a TEFRA partner (other than a partner in 

an ELP), or residual interest holder, to correct 

pass-through items on that person's income tax return; or

• A request by an ELP to correct items on the original 

TEFRA partnership return.

Protective TEFRA AARs. Generally, a protective AAR is 

a request for credit or refund based on current litigation or 

expected changes in tax law or other legislation. The TMP 

or partner with authority (PWA) files a protective AAR 

when the right to a refund is contingent on future events 

and may not be determinable until after the period for filing 

an AAR has expired. Protective AARs are subject to AAR 

statutes set forth in sections 6227, 6228, and 6229 (prior 

to amendment by BBA).

If you're a TMP filing on behalf of the partnership, the 

petition period described in section 6228 (prior to 

amendment by BBA) can be extended by using Form 

9248, Agreement to Extend the Time to File a Petition for 

Adjustment by the Tax Matters Partner With Respect to 

Partnership Items. A protective AAR must clearly state 

that it is a protective AAR, alert the IRS to the essential 

nature of the adjustment, and specify the line item to be 

protected.

AAR under BBA. Use Form 8082 if the partnership 

representative (PR) (on behalf of the partnership) is filing 

an AAR electronically to adjust a previously e-filed Form 

1065. Also refer to the Instructions for Form 1065.

BBA created a new centralized partnership audit 

regime generally effective for partnership tax years 

beginning after 2017, replacing the consolidated audit 

proceedings under sections 6221 through 6234 enacted 

by TEFRA. All partnerships with tax years beginning after 

2017 are subject to the centralized partnership audit 

regime unless they make a valid election under section 

6221(b). See section 6221(b) and the Instructions for 

Form 1065 for information on which partnerships are 

eligible to make this election.

Definitions

TEFRA partnership. The consolidated audit 

proceedings of sections 6221 through 6234 (prior to 

amendment by BBA) are referred to as “TEFRA 

proceedings”; partnerships that are subject to TEFRA 

proceedings are referred to as “TEFRA partnerships.” An 

AAR filed by the TMP of the TEFRA partnership is a 

TEFRA AAR. Any partner in a TEFRA partnership may file 

an AAR using Form 8082. TEFRA proceedings won’t 

apply to partnerships with tax years beginning after 2017.

NonTEFRA partnership. A partnership with a tax year 

beginning before 2018 that isn’t subject to TEFRA 

proceedings and didn't elect into BBA for that tax year 

beginning after November 2, 2015, and before January 1, 

2018, is referred to as a “nonTEFRA partnership.”

Pass-through entity. A partnership (including an ELP), S 

corporation, estate, trust, or REMIC.

Item. Any item of a partnership, S corporation, estate, 

trust, or REMIC required to be taken into account for the 

pass-through entity's tax year by the partners, 

shareholders, beneficiaries, owners, or residual interest 

holders of that pass-through entity.

Tax matters partner (TMP). If the partnership is subject 

to the TEFRA procedures, it can designate a partner as 

the TMP for the tax year for which the return is filed. The 

TMP is a general partner (in most cases, the TMP must 

also be a U.S. person) designated by the partnership to 

represent the partners in the consolidated audit and 

litigation proceedings under sections 6221 through 6234 

(TEFRA proceedings). The designation is made by 

completing the Designation of Tax Matters Partner section 

on Form 1065 used for tax years beginning before 2018.

Additionally, a REMIC may designate a tax matters 

person in the same manner in which a partnership may 

designate a TMP under Regulations section 301.6231(a)

(7)-1. When applying that section, treat all holders of a 

residual interest in the REMIC as general partners. The 

designation may be made by completing the Designation 

of Tax Matters Person section on page 3 of Form 1066, 

U.S. Real Estate Mortgage Investment Conduit (REMIC) 

Income Tax Return, for tax years beginning before 2018.

For a limited liability company (LLC), a member of the 

LLC is treated as a partner and a member-manager is 

treated as a general partner. A member-manager is any 

owner of an interest in the LLC who, alone or together with 

others, has continuing exclusive authority to make 

management decisions necessary to conduct the 

business for which the LLC was formed. If there are no 

elected or designated member-managers, each owner is 

treated as a member-manager. For details, see 

Regulations section 301.6231(a)(7)-2.

BBA partnership. A partnership subject to the 

centralized partnership audit regime is a BBA partnership. 

All partnerships with tax years beginning after 2017 are 

2 Instructions for Form 8082 (Rev. Jan. 2024)
BBA partnerships unless they make a valid election out of 

the centralized partnership audit regime. A partner in a 

BBA partnership is referred to as a “BBA partner.” An AAR 

filed by a BBA partnership is referred to as a “BBA AAR” 

and must be filed by the PR.

Partnership representative (PR). If the partnership is 

subject to the centralized partnership audit regime, 

section 6223 provides that the partnership must designate 

a partner or other person with a substantial presence in 

the United States as the PR who shall have the sole 

authority to act on behalf of the partnership. If the 

designated PR is an entity, the partnership must also 

appoint a designated individual (DI) to act on behalf of the 

entity PR. The partnership and all partners are bound by 

the actions of the PR in dealings with the IRS under BBA.

Partner with authority (PWA). Each ELP must 

designate a partner (or other person) as the PWA who 

shall have the sole authority to act on behalf of the 

partnership. See section 6255(b)(1) (prior to amendment 

by BBA). If the partnership fails to designate a PWA, the 

IRS can select any partner to serve as the partner with 

such authority. The PWA has the authority to file an AAR 

on behalf of the partnership. The PWA does this by filing 

Form 8082.

NonBBA partnership. Under BBA, certain partnerships 

with 100 or fewer eligible partners for the tax year can 

elect out of the centralized partnership audit regime. For 

additional information, see the Instructions for Form 1065. 

A partnership that elects out of the centralized partnership 

audit regime is referred to as a “nonBBA partnership.”

Partnership-related items (PRIs). For BBA 

partnerships, under section 6241(2)(B), a PRI is any item 

or amount with respect to the partnership that is relevant 

in determining the income tax liability of any person, 

without regard to whether the item or amount appears on 

the partnership's return. This includes an imputed 

underpayment (IU) and an item or amount relating to any 

transaction with, basis in, or liability of the partnership.

Adjustment year. For BBA partnerships, the adjustment 

year is the partnership tax year in which:

• An adjustment pursuant to the decision of a court in a 

proceeding brought under section 6234, such decision 

becomes final;

• An AAR is filed under section 6227; or

• A notice of final partnership adjustment is mailed under 

section 6231 or, if the partnership waives the limitations 

on assessments under section 6232(b), the waiver is 

executed by the IRS.

Reviewed year. For BBA partnerships, the reviewed year 

is the partnership’s tax year to which a partnership 

adjustment relates.

Reporting year. Reporting year is the partner’s tax 

year(s) that includes the date the AAR partnership 

furnished Forms 8986 to its partners.

Reviewed year pass-through partner. For purposes of 

these instructions, under BBA, a reviewed year 

pass-through partner is a pass-through entity that held an 

interest in a BBA partnership at any time during the 

reviewed year, which is the partnership tax year to which 

the partnership adjustment relates. For example, if the 

BBA AAR is filed to make an adjustment to income for the 

2022 tax year, 2022 is the reviewed year.

Schedule K-1. An annual schedule reporting the 

partner's, shareholder's, or beneficiary's share of income, 

deductions, credits, etc., from a partnership, S 

corporation, estate, or domestic trust.

Schedule K-2. An extension of Form 1065, Schedule K, 

used to report items of international tax relevance from the 

operation of a partnership.

Schedule K-3. An extension of Schedule K-1 (Form 

1065) generally used to report to partners their share of 

the items reported on Schedule K-2.

Schedule Q. A quarterly schedule reporting the residual 

interest holder's share of taxable income or net loss from 

the REMIC.

Form 8985, Pass-Through Statement—Transmittal/

Partnership Adjustment Tracking Report. Form 8985 

is used to summarize and transmit Forms 8986 (by an 

audited partnership, a partnership filing an AAR, or a 

pass-through partner) in situations where the partners are 

taking into account the adjustments. Form 8985 is also 

used to report payments made and related calculations by 

a pass-through partner, if applicable. See the instructions 

for these forms for further information.

Form 8986, Partner’s Share of Adjustment(s) to Partnership-Related Item(s). Form 8986 was created for 

partnerships to show each partner’s share of adjustments 

to PRI as a result of a BBA audit or BBA AAR for situations 

where the partners are taking into account the 

adjustments.

Foreign trust statement. Any of the following annual 

statements furnished by a foreign trust to its owners or 

beneficiaries.

• Foreign Grantor Trust Owner Statement.

• Foreign Grantor Trust Beneficiary Statement.

• Foreign Nongrantor Trust Beneficiary Statement.

Who Must File

Notice of inconsistent treatment. Generally, file Form 

8082 if any of the following apply.

• You believe an item wasn’t properly reported on the 

Schedule K-1 or Schedule K-3 you received from the 

partnership, or on a Form 8986 received from an AAR 

partnership (but not an audited partnership), S 

corporation, estate, or domestic trust; the Schedule Q you 

received from the REMIC; or the foreign trust statement 

you received from the foreign trust.

• You believe an item shown on your schedule or 

statement is incorrect but it isn’t an item that otherwise 

has to be reported on your tax return. For example, if you 

believe that the percentage shown as your ownership of 

capital at the end of the year wasn’t properly reported on 

Schedule K-1, file Form 8082 to report this, even though 

you aren’t otherwise required to report that percentage on 

your tax return. If you discover this kind of inconsistency 

after filing your original return, file an amended return to 

report it. In the space provided on the amended return for 

writing explanations, enter “See attached Form 8082.” If 

the correction doesn’t affect your tax return, no amounts 

Instructions for Form 8082 (Rev. Jan. 2024) 3
need to be entered on the amended return if the Form 

8082 item is the only reason for filing the amended return.

• The pass-through entity hasn’t filed a tax return or given 

you a Schedule K-1, Schedule Q, or foreign trust 

statement by the time you're required to file your tax return 

(including extensions), and there are items you must 

include on your return.

• If the pass-through entity didn’t provide you 

Schedule K-3, and it was required to do so according to 

the instructions for Schedule K-2.

If you don't notify the IRS that you're reporting an 

item (Part I, line 1, box a) inconsistently, any 

deficiency (including any late filing or late payment 

penalties applicable to the deficiency) that results from an 

adjustment to make your amount or other treatment of the 

item consistent with the amount or treatment of the item 

on the pass-through entity's return may be assessed 

immediately. An inconsistent item can exist on either your 

original or amended return.

AAR under TEFRA. File Form 8082 if any of the 

following apply.

• You’re requesting an administrative adjustment to 

correct a previously filed partnership return for a TEFRA 

partnership. S corporations, estates, and trusts can’t file 

an AAR (see Who May Not File below for details).

• You’re a partner in a TEFRA partnership (other than a 

partner in an ELP) or residual interest holder in a REMIC 

requesting an administrative adjustment to correct 

pass-through items on your income tax return.

AAR under BBA. File Form 8082 if you're the PR or DI 

requesting an administrative adjustment to correct a 

previously filed partnership return on behalf of the BBA 

partnership.

When a partnership’s federal return is changed for 

any reason, it may affect its state return. For more 

information, contact the state tax agency with 

which the state return is filed.

Who May Not File

Don't use Form 8082 to file a notice of inconsistent 

treatment or an AAR if any of the following apply.

• If you’re a REMIC and want to correct items on the 

original REMIC return. Instead, file Form 1065-X.

• For any amount of loss, deduction, or credit from 

Schedule K-1, Schedule K-3, Schedule Q, Form 8986, or 

the foreign trust statement that you don't report on your 

return because the amount is otherwise limited by law 

(such as a loss limited by the at-risk or passive activity 

rules).

• If you’re a partner, and all five of the following elements 

apply.

° The tax year of the partnership began prior to 

January 1, 2018.

° The partnership didn’t make an early election into 

BBA.

° Your partnership had no more than 10 partners at 

any one time during the tax year. A married couple 

(and their estates) are treated as one partner.

CAUTION

!

TIP

° Each partner was either an individual (other than a 

nonresident alien) or an estate of a deceased partner, 

or a C corporation.

° The partnership didn’t have an election in effect 

under section 6231(a)(1)(B)(ii) (prior to amendment by 

BBA) for the tax year to have the TEFRA consolidated 

audit rules apply.

• If you're a partner in a partnership with a tax year 

beginning after December 31, 2017, that has an election 

out of BBA in effect pursuant to section 6221(b).

• If you’re a BBA partnership, you may not file an AAR 

solely for the purpose of changing the PR. See the 

Instructions for Form 8979, Partnership Representative 

Revocation, Designation, and Resignation, for more 

information.

• You may not file a BBA AAR after the prescribed time to 

do so (see How and When To File, later).

• If you’re a BBA partnership that has received a notice of 

administrative proceeding, you may not file an AAR.

• If you’re a partner and the BBA partnership in which 

you’re an investor has received a notice of administrative 

proceeding, a Form 8082 with respect to inconsistent 

treatment of partnership items from that BBA partnership 

can’t be filed.

• A partner may not file an AAR on behalf of the BBA 

partnership in which it’s a partner unless doing so is in its 

capacity as the PR for that partnership.

• If you’re a shareholder in an S corporation, except as a 

notice of inconsistent treatment when the shareholder's 

return isn’t consistent with the return of the S corporation. 

Form 8082 can’t be filed by a shareholder to request an 

administrative adjustment to their tax return to correct S 

corporation items. Instead, the shareholder must file an 

amended income tax return.

• If you’re a beneficiary of an estate or domestic trust, or a 

beneficiary or an owner of a foreign trust, except as a 

notice of inconsistent treatment when the beneficiary's or 

owner's return isn’t consistent with the return of the estate 

or trust. Form 8082 can’t be filed by a beneficiary or owner 

to request an administrative adjustment to their tax return 

to correct estate or trust items. Instead, the beneficiary or 

owner must file an amended income tax return.

• If you're a residual interest holder and your REMIC had 

no more than one residual interest holder at any one time 

during the tax year.

• If you're a residual interest holder in a REMIC that at 

any time during the tax year beginning prior to January 1, 

2018, had more than one residual interest holder; and

° Each residual interest holder was either an individual 

(other than a nonresident alien), an estate, or a C 

corporation; and

° The REMIC didn't have an election in effect under 

section 6231(a)(1)(B)(ii) (prior to amendment by BBA) 

for the tax year to have the TEFRA consolidated audit 

rules apply; and

° The REMIC didn't have an election in effect pursuant 

to section 1101(g)(4) for the tax year to early elect into 

BBA.

• If you're a residual interest holder in a REMIC with a tax 

year beginning after December 31, 2017, that has an 

election out of BBA in effect pursuant to section 6221(b).

• If you’re a partner in an ELP for tax years before 2018. 

Partners must report all partnership items consistently 

4 Instructions for Form 8082 (Rev. Jan. 2024)
with their treatment on the partnership return as shown on 

Schedule K-1 (Form 1065-B). Only the partnership may 

file an AAR.

Interest and Penalties

If you disregard the requirements for filing Form 8082, you 

may be subject to the accuracy-related penalty under 

section 6662 or the fraud penalty under section 6663. 

Either penalty is in addition to any tax that results from a 

computational adjustment to make your amount or 

treatment of the item consistent with the amount or 

treatment of the item on the pass-through entity's return.

Interest. Generally, interest is charged on taxes not paid 

by the due date, even if an extension of time to file is 

granted. Interest is also charged on penalties imposed for 

negligence, fraud, substantial valuation misstatements, 

substantial understatements of tax, and reportable 

transaction understatements. The interest is charged from 

the due date (including extensions) to the date of 

payment. The interest charge is figured at a rate 

determined under section 6621.

Late payment penalty. The penalty for not paying the 

tax when due is usually 1/2 of 1% of the unpaid tax for 

each month or part of a month that the tax remains 

unpaid. The penalty can’t exceed 25% of the unpaid tax.

Other penalties. Penalties can also be imposed for 

negligence, substantial understatements of tax, reportable 

transaction understatements, and fraud. See sections 

6662, 6662A, and 6663.

Interest and penalties applicable to IU. Except when 

the partnership elects to have its partners take into 

account the adjustments, BBA partnership interest and 

penalties are the following.

• The interest figured with respect to any IU is the interest 

that would be determined under chapter 67 for the period 

beginning on the day after the return due date for the 

reviewed year and ending on the return due date for the 

adjustment year as defined under section 6225(d)(2) or, if 

earlier, the date the IU is paid.

• Any penalty, addition to tax, or additional amount that is 

determined at the partnership level is applied as if that 

BBA partnership had been an individual subject to tax 

under chapter 1 for the reviewed year and the IU were an 

actual underpayment (or understatement) for that year for 

purposes of part II of subchapter A of chapter 68.

Election to apply the alternative to payment of the IU. 

If the partners must take into account the adjustments 

because the BBA partnership filed an AAR and there are 

adjustments that don't result in an IU or if a BBA 

partnership elects the alternative to payment of the IU 

under sections 6227(b)(2) and 6226(c), interest shall be 

determined:

• At the partner level;

• From the due date of the return for the tax year to which 

the increase is attributable, determined by taking into 

account any increases attributable to a change in tax 

attributes for a tax year under section 6226(b)(2) until the 

date of payment; and

• At the section 6621(a)(2) underpayment rate.

How Many Forms To Complete

You must complete and file a separate form for each 

pass-through entity for which you’re reporting an 

inconsistent or AAR item. If you’re reporting more than 

four inconsistent or AAR monetary items from one 

pass-through entity, use additional Forms 8082 because 

Part II only provides four lines (8 through 11). You don’t 

need to complete lines 8 through 11 if not reporting a 

change to the amount or treatment of a monetary item; 

however, you must include an explanation of the 

change(s) in Part III.

How and When To File

Don’t file Form 8082 by itself.

• If you file Form 8082 as a notice of inconsistent 

treatment, complete a single copy of the form, attach it to 

your tax return, and file it when you file your original return.

• If a TMP, PR, or ELP files Form 8082 as an AAR on 

behalf of the partnership, the TMP, PR, or ELP must 

complete the form, attach it to the partnership's amended 

tax return, and file it with the service center where the 

original return was filed.

• If a partner in a TEFRA partnership or residual interest 

holder files Form 8082 as an AAR, it must be filed in 

duplicate. The original copy is filed with the partner's or 

residual interest holder's amended income tax return, and 

the other copy is filed with the service center where the 

pass-through entity return is filed. See Notice of 

inconsistent treatment filed with return, later, under Part II.

Generally, a pass-through entity may file an AAR to 

change items on its return:

1. Within 3 years after the later of:

• The date on which the pass-through entity return for 

that year is filed, or

• The last day for filing the pass-through entity return 

for that year (excluding extensions);

2. In the case of a TEFRA partnership or REMIC, 

before a notice of final partnership administrative 

adjustment for that year is mailed to the TMP or tax 

matters person; or, in the case of an ELP, before the 

mailing to the partnership of a notice of partnership 

administrative adjustment with respect to that year; or

3. In the case of a BBA partnership, before a notice of 

an administrative proceeding with respect to the tax year 

is mailed under section 6231.

A partnership return or a REMIC return is generally due 

by the 15th day of the 3rd month following the close of the 

partnership's or REMIC's tax year. The tax year of a 

REMIC always ends on December 31.

Special rules apply if the period of limitations has been 

extended by agreement and in the case of a TEFRA AAR 

that relates to the deductibility of bad debts or worthless 

securities. See sections 6227 (prior to amendment by 

BBA) and 6251 for details.

What To Attach

If applicable, attach the following items to Form 8082.

• If the corrected amount involves an item that must be 

supported with a schedule, statement, or form, attach the 

appropriate schedule, statement, or form. Include the 

entity's name and employer identification number (EIN) on 

Instructions for Form 8082 (Rev. Jan. 2024) 5
any attachments. See the instructions for Forms 1065, 

1065-B, or 1066 (as applicable) for a list of forms that may 

be required.

Note. If the attachments needed to support the corrected 

amount include copies of forms or schedules from 

previously filed tax returns, enter at the top of each 

previously filed form or schedule, “Copy Only—Don't 

Process.”

• A BBA partnership must attach a schedule to Form 

8082 that supports the position(s) reported. If the 

partnership doesn’t make an election under section 

6227(b)(2) to have the adjustments taken into account by 

the reviewed year partners and would like to modify per 

section 6227(b)(1), it must attach a Form 8980, 

Partnership Request for Modification of Imputed 

Underpayments Under IRC Section 6225(c), that supports 

any modifications made to the IU as described in sections 

6225(b) and 6225(c) and as applied to a BBA AAR under 

section 6227(b)(1). See Modifications to an Imputed 

Underpayment Included in an Administrative Adjustment 

Request in Pub. 5346, Instructions for Form 8980.

• Attach Forms 8985 and 8986, as applicable. Form 8986 

is used by BBA partnerships to furnish and transmit each 

partner’s share of adjustments to PRIs. See the 

instructions for Forms 8985 and 8986 for more 

information.

• If the AAR is a request for an electronically deposited 

refund of $1 million or more, attach Form 8302, Electronic 

Deposit of Tax Refund of $1 Million or More.

Judicial Review of an AAR (for 

Returns Subject to the TEFRA 

Procedures or ELPs)

If the IRS fails to act on an AAR, the TMP or PWA may file 

a petition for judicial review with the U.S. Tax Court, U.S. 

Court of Federal Claims, or U.S. District Court. The TMP 

or PWA must file the petition before the date that is 2 

years after the date the TMP or PWA filed the AAR, but 

not until after the date that is 6 months from the date of 

such filing. The 2-year period may be extended if the IRS 

and the TMP or PWA agree in writing. For more details, 

see sections 6228 (prior to amendment by BBA) and 

6252.

Special Rules for ELPs for Tax Years 

Beginning Before 2018

An ELP may file an AAR to adjust partnership items. 

However, a partner may not file an AAR. Generally, the 

ELP has two choices for handling the adjustment.

1. It can combine the adjustment with the same 

partnership item for the year in which the IRS allows the 

adjustment and pass it through to the current partners for 

that year. However, if the adjustment involves a reduction 

in a credit that exceeds the amount of that credit for the 

partnership tax year in which the adjustment is allowed, 

the partnership must pay tax in an amount equal to that 

excess amount.

2. It may elect to not pass the adjustment through to 

current partners by paying tax on any IU that results from 

the adjustment, as explained in section 6242(b)(4), prior 

to amendment by BBA.

In either case, the partnership is liable for any interest 

and penalties on the IU that result from the adjustment. 

See section 6242(b) for details. Interest is figured on the 

IU for the period beginning on the day after the due date 

(excluding extensions) of the partnership return for the 

adjusted year and ending on the due date (excluding 

extensions) of the partnership return for the tax year the 

adjustment takes effect, or, if earlier, the date the 

partnership paid the tax due under (2) above. The 

adjusted year is the partnership tax year in which the item 

being adjusted arose.

How to file. Attach Form 8082 to an amended Form 

1065-B for the adjusted year. Enter in the top margin of 

the amended return, “See attached Form 8082 for AAR 

per IRC section 6251.” Be sure to check box G(4) on 

page 1 of the amended return. Identify in Part II of Form 

8082 the amount and treatment of any item the 

partnership is changing from the way it was reported on 

the original return. If the partnership elects to pay the tax, 

enter it on line 26 of page 1 of the amended Form 1065-B. 

Don't enter any other amounts on the amended Form 

1065-B. Attach a computation of the tax to Form 8082. 

The IRS will bill the partnership for any interest and 

penalties it owes.

If the income, deductions, credits, or other information 

provided to any partner on Schedule K-1 is incorrect, file 

an amended Schedule K-1 (Form 1065-B) for that 

partner(s) with Form 8082. Also give the partner(s) a copy.

AAR With Election Into the 

Centralized Partnership Audit Regime 

Under BBA

Certain partnerships may elect to have the new 

centralized partnership audit regime apply to a return filed 

for an eligible tax year when filing an AAR under section 

6227. An eligible tax year is any tax period beginning after 

November 2, 2015, and before January 1, 2018. Only 

partnerships can file an AAR under section 6227. A 

partnership may not make this election where:

• An AAR has been filed on behalf of the partnership 

under section 6227(c) (prior to amendment by BBA), or

• An amended return for the partnership has been filed. 

See Regulations section 301.9100-22(c)(4).

An AAR filed for an eligible tax year before January 1, 

2018, will be treated as an AAR filed on behalf of a 

TEFRA partnership or as an amended return filed on 

behalf of a nonTEFRA partnership, as applicable. An AAR 

filed after January 1, 2018, for an eligible tax year without 

a statement attached to the AAR on which the partnership 

makes the election into the centralized partnership audit 

regime will be treated as an AAR filed on behalf of a 

TEFRA partnership or as an amended return filed on 

behalf of a nonTEFRA partnership, as applicable. Once 

made, an election may only be revoked with the consent 

of the IRS.

Note. An AAR filed with respect to a 2018 short tax 

period return by a partnership that is subject to the 

centralized partnership audit regime must meet the 

requirements under section 6227.

6 Instructions for Form 8082 (Rev. Jan. 2024)
Making the election. To make the election, the 

partnership must enter across the top of Form 1065 used 

to file the AAR, “Election under Section 1101(g)(4)” and 

attach a statement to the AAR. For the statement 

requirement, the partnership can use Form 7036, Election 

Under Section 1101(g)(4) of the Bipartisan Budget Act of 

2015. If Form 7036 isn’t used, the partnership may 

prepare its own statement with the following information.

• The partnership's name and taxpayer identification 

number (TIN), and the partnership tax year for which the 

election is being made.

• The name, TIN, address, and daytime telephone 

number of the individual who signs the statement.

• Language indicating that the partnership is electing 

application of section 1101(c) of BBA for the partnership 

return for the eligible tax year.

• The information required to properly designate the PR 

as defined by section 6223, which must include the name, 

TIN, address, and daytime telephone number of the PR.

• The following representations must be made on the 

statement of election.

° The partnership isn’t insolvent and doesn’t 

reasonably anticipate becoming insolvent before 

resolution of any adjustment with respect to the 

partnership tax year for which the election is being 

made.

° The partnership hasn’t voluntarily filed, and doesn’t 

reasonably anticipate filing, a petition for relief under 

title 11 of the United States Code.

° The partnership isn’t subject to, and doesn’t 

reasonably anticipate becoming subject to, an 

involuntary petition for relief under title 11 of the United 

States Code.

° The partnership has sufficient assets, and 

reasonably anticipates having sufficient assets, to pay 

a potential IU with respect to the partnership tax year 

that may be determined under subchapter C of 

chapter 63 of the Internal Revenue Code, as amended 

by BBA.

• A representation, signed under penalties of perjury, that 

the individual signing the statement is duly authorized to 

make the election described in Regulations section 

301.9100-22 and that, to the best of the individual's 

knowledge and belief, all of the information contained in 

the statement is true, correct, and complete.

• The statement must be signed and dated by the TMP, 

as defined under section 6231(a)(7) (prior to amendment 

by BBA), and the applicable regulations, or an individual 

who has the authority to sign the partnership return for the 

tax year. The fact that an individual dates and signs the 

statement making the election shall be prima facie 

evidence that the individual is authorized to make the 

election on behalf of the partnership.

Imputed underpayment (IU). Partnerships filing an AAR 

with an election into the centralized partnership audit 

regime under BBA will need to determine if any 

partnership adjustment as defined by section 6241(2) 

results in an IU as described in section 6225(b). See 

section 6225(c), excluding paragraphs (2), (7), and (9), for 

guidance regarding the modification rules that may apply 

to an IU.

If modification is applied to an IU, the AAR must include 

detailed documentation to support all modifications made 

to the IU.

Unless the partnership elects under section 6227(b)(2) 

to have the partners take the adjustments into account, if 

the partnership adjustment results in an IU, the 

partnership must report and pay the IU and any interest 

and penalty associated with the IU at the time the AAR is 

submitted. See Interest and penalties applicable to IU, 

earlier.

Unless the calculation of the IU contains a permitted 

rate modification per section 6225(c)(4), the IU will be 

figured using the highest rate in effect under section 1 or 

11 for the tax year to which the adjustment relates. Enter 

“BBA Imputed Underpayment” in the bottom margin of 

page 1 (Form 1065) and include the IU and any interest or 

penalties related to the IU.

If the partnership elects under section 6227(b)(2) to 

have the partners take the adjustments into account or 

there are adjustments that don't result in an IU, the 

partnership is required to furnish statements to each 

partner of the partnership for the reviewed year, and file 

statements with the AAR. See the instructions for Forms 

8985 and 8986 for more information.

Note. BBA partnerships must file an AAR instead of an 

amended return and won’t attach amended Schedules 

K-1 to the AAR. See IRS.gov/BBAAAR for instructions for 

electronically submitting a BBA AAR.

Filing an AAR electronically. If the AAR is filed 

electronically, and an election is being made under 

section 1101(g)(4) of BBA, the partnership uses Form 

1065 and Form 8082 including the statement “Election 

Under Section 1101(g)(4).”

Specific Instructions

Specific instructions for most of the lines have been 

provided. Lines that aren’t explained are self-explanatory. 

If, after reading the instructions, you're unable to complete 

an item in Part I or Part II, enter “See Part III” in the entry 

space for that item and provide the information there.

Note. If the pass-through entity didn’t file a return or give 

you a Schedule K-1, Schedule K-3 (and according to the 

instructions for Schedule K-2, the pass-through entity was 

required to provide one to you), Schedule Q, and/or 

foreign trust statement by the time you're required to file 

your return, complete Parts I and II to the best of your 

knowledge.

Name and Identifying Number

Enter the legal name of the entity and identifying number 

on the appropriate lines.

Part I—General Information

Line 1

Check box (a) if you believe an item wasn’t properly 

reported on Schedule K-1, Schedule K-3, Schedule Q, 

Form 8986 (only issued with respect to an AAR), and/or 

foreign trust statement you received, or if you haven’t 

received a Schedule K-1, Schedule K-3 (that the 

Instructions for Form 8082 (Rev. Jan. 2024) 7
pass-through entity was required to provide according to 

the instructions for Schedule K-2), Schedule Q, or foreign 

trust statement by the time you're required to file your tax 

return (including extensions).

Check box (b) if you're filing an AAR on which you're 

requesting a change in the amount or treatment of any 

item from the way you reported it on your return as 

originally filed or as you later amended it.

Note. A partnership-partner that is also a BBA 

partnership that is filing an AAR that is inconsistent with a 

Schedule K-1, Schedule K-3, and/or Form 8986 it 

received (only with respect to an AAR) will check both 

boxes (a) and (b). A partner (including a 

partnership-partner) can’t file inconsistently with a Form 

8986 it is issued with respect to an audited partnership.

Subject to the particular filing rules, an AAR can be filed 

by partnerships subject to TEFRA proceedings (TEFRA 

AAR), partnerships subject to BBA proceedings (BBA 

AAR), and ELPs. An AAR can also be filed by the 

following partners.

• Partners of a TEFRA partnership.

• Residual interest holders (of REMICs subject to 

TEFRA).

• Partnership-partners in a BBA partnership (but only for 

the purpose of providing notice of inconsistent treatment 

with the AAR). See Regulations section 301.6227-1(a) 

referring to Regulations section 301.6222-1. See Part II, 

later.

For Partnership Tax Years Beginning Before 

January 1, 2018 (Unless Electing Into BBA)

TEFRA AAR. The consolidated audit proceedings of 

sections 6221 through 6234 (prior to amendment by BBA) 

are referred to as “TEFRA proceedings.” Partnerships that 

are subject to TEFRA proceedings are referred to as 

“TEFRA partnerships.” An AAR filed by the TMP of the 

TEFRA partnership is a TEFRA AAR. Form 8082 is also 

used by any partner in a TEFRA partnership filing an AAR. 

TEFRA proceedings won’t apply to partnerships with tax 

years beginning after 2017. A partnership with a tax year 

beginning before 2018 that isn’t subject to TEFRA 

proceedings is referred to as a “nonTEFRA partnership.”

TEFRA partnerships requesting substituted return 

treatment. A substituted return requests that the 

treatment of an item shown on the AAR be substituted for 

the treatment of the item on the pass-through entity's 

return. If the IRS allows substituted return treatment, the 

changes shown on the amended return will be treated as 

corrections of mathematical or clerical errors, and the IRS 

may assess any resulting tax to the partners or residual 

interest holders without a deficiency or entity-level 

proceeding, or partners or residual interest holders may 

file an amended return requesting a refund. See section 

6227(c)(1) (prior to amendment by BBA).

If you’re a TMP filing a TEFRA AAR on behalf of the 

partnership and requesting substituted return treatment, 

attach a statement to Form 8082 indicating that you're 

requesting substituted return treatment.

If the request isn’t treated as a substituted return, the 

partners or residual interest holders may file an amended 

return requesting a refund. The IRS may conduct an 

examination of the pass-through entity’s return, or take no 

action on the request. When a request isn’t treated as a 

substituted return, the IRS can’t assess tax without a 

deficiency or entity-level proceeding. See section 6227(c)

(2) (prior to amendment by BBA).

In either case, if you’re a TMP filing an AAR 

electronically, file an amended Form 1065, but don't enter 

any amounts on the form itself. Attach Form 8082 and 

identify the amount and treatment of any item you're 

changing from the way it was reported on the original 

return. The TMP must sign the amended return.

Attach amended Schedules K-1 showing the corrected 

amounts for each partner.

ELP AAR. The ELP procedures were repealed for tax 

years beginning after 2017. However, ELPs filing an AAR 

after 2017 for a tax year that began before 2018 will use 

Form 8082.

For Partnership Tax Years Beginning After 2017 

and Partnerships Electing Into BBA for Tax Years 

Beginning After November 2, 2015, and Before 

January 1, 2018

BBA AAR. All partnerships with tax years beginning after 

2017 are subject to the centralized partnership audit 

regime unless an eligible partnership makes a valid 

election under section 6221(b) to elect out of the 

centralized partnership audit regime.

Partnerships electing into BBA for tax years beginning 

after November 2, 2015, and before January 1, 2018, are 

also subject to the centralized partnership audit regime. 

Partnerships that are subject to the centralized 

partnership audit procedures of sections 6221 through 

6241 are referred to as “BBA partnerships.” A partnership 

with a tax year beginning after 2017 that isn’t subject to 

BBA proceedings because it has made a valid election 

under section 6221(b) is referred to as a “nonBBA 

partnership.” An AAR filed by a BBA partnership is a BBA 

AAR.

If a BBA partnership files an AAR and it needs to make 

its partners aware of their allocable share of adjustments, 

it will furnish to each partner for the reviewed year a Form 

8986 reflecting the partner’s share of the adjustments (and 

shouldn't provide amended Schedules K-1 or K-3). The 

partnership is also required to file with the AAR any Forms 

8986 required to be furnished to partners along with Form 

8985. See the instructions for these forms for further 

information.

The partnership will need to furnish such statements to 

make its partners aware of their allocable share of 

adjustments when (1) the adjustments in the BBA AAR 

result in an IU of zero or less than zero, or the adjustments 

don’t result in an IU; or (2) the adjustments in the BBA 

AAR do result in an IU greater than zero but (as an 

alternative to payment) the BBA partnership makes a valid 

election under section 6227(b)(2) to have each reviewed 

partner take its share of adjustments into account. See 

items B, C, and D that follow.

8 Instructions for Form 8082 (Rev. Jan. 2024)
Item A. If the "Yes" box is checked, complete Form 

8979 and attach it to the AAR. See the Instructions for 

Form 8979.

Item B. BBA partnerships filing an AAR will need to 

determine if the partnership adjustments result in an IU. 

See Figuring the IU, later, for information on how to figure 

the IU. The BBA partnership should consider all available 

guidance issued by the IRS in making a determination of 

whether or not the AAR results in an IU. Also see IU Under 

the Centralized Partnership Audit Regime, later, for 

discussion of the IU.

Note. An IU calculation must always be made and 

presented on the AAR. This even applies when the IU is 

zero or less than zero, or the adjustments don't result in an 

IU. See Figuring the IU, later, under Part III for more 

information.

Item C1. If the adjustments contained in the BBA AAR 

result in an IU, the partnership must pay the IU at the 

same time the AAR is filed. However, under section 

6227(b)(2), the partnership can elect to have its reviewed 

year partners take the adjustments into account. This is an 

election to push out the adjustments to the partners as an 

alternative to payment of the IU. See section 6226(a)(2) 

for details. If this valid election is made, the partnership is 

no longer liable for the IU.

Item C2. The partnership will need to furnish Forms 

8986 to each reviewed year partner reflecting the partner's 

share of adjustments for when the adjustments don't result 

in an IU (for example, the adjustments in the BBA AAR 

result in an IU of zero or less than zero; or there is a net 

negative adjustment).

The partnership is also required to file with the AAR all 

Forms 8986 furnished to partners and Form 8985. See the 

instructions for these forms for further information.

Item D. Each reviewed year partner is required to take 

into account its share of adjustments requested in a BBA 

AAR if the partnership adjustments result in a positive IU 

and the partnership makes the alternative to payment 

election discussed under Item C1, earlier. Additionally, 

each reviewed year partner is required to take into 

account its share of any adjustments requested in a BBA 

AAR resulting in an IU of zero or less than zero, or that 

don't result in an IU. The determination of whether or not 

an adjustment results in an IU amount is discussed earlier 

under Item B.

The partnership is required to furnish each reviewed 

year partner with a Form 8986 reporting its share of the 

BBA AAR adjustments. The PR must attest to the 

partnership’s compliance with this requirement. The PR 

will manually sign Form 8082 under item D to declare 

under penalties of perjury that all statements have been 

provided to the reviewed year partners as required by 

these instructions. If filing electronically, Form 8082 should 

be attached as a PDF to Form 1065.

Item E. Under section 6227(b)(1), the partnership may 

modify the IU resulting from adjustments reported in a 

BBA AAR in accordance with the provisions under section 

6225(c), disregarding the provisions under paragraphs 

(2), (7), and (9). Any modification made to the IU under 

section 6227(b)(1) must be disclosed and fully explained 

on Form 8980 included with the AAR.

Note. If the partnership makes an election to push out the 

adjustments to the partners as alternative to payment of 

the IU, the modifications to the IU are disregarded and 

aren’t included on the statements provided to the 

partners.

Lines 2 Through 6

Generally, the information for these lines can be found on 

Schedule K-1, Form 8986, Schedule Q, or the foreign trust 

statement.

Line 6—Tax Year of Pass-Through Entity

If you’re a partner filing a notice of inconsistent treatment 

from a Form 8986 received as a result of a BBA 

partnership AAR, use the date contained in Part II, box D 

(Review year of the partnership), from the Form 8986.

Part II—Inconsistent or Administrative 

Adjustment Request (AAR) Items

TEFRA partnerships and ELPs filing AARs. If a 

TEFRA partnership/ELP is filing an AAR to change items 

that were reported on its original return, do the following.

1. Determine the required changes to be made.

2. Complete Form 8082 to identify the changes being 

made.

a. On Form 8082, check box (b) under Part I, line 1.

b. See Lines 8 Through 11, later, for how to complete 

Part II, columns (a) through (e).

3. Complete Form 1065.

a. File an amended Form 1065 (checking box G5).

b. The TMP must sign the amended return.

c. Attach amended Schedules K-1 showing the 

corrected amounts for each partner.

4. File Form 8082 along with Form 1065 and attach 

any other supporting documents required.

5. Give a copy of the amended Schedules K-1 to the 

applicable partners.

TEFRA partner filing an AAR. If a partner in a TEFRA 

partnership is filing an AAR to change items associated 

with its investment in the TEFRA partnership that were 

reported on its original return, do the following.

1. Determine the required changes to be made.

2. Complete Form 8082 to identify the changes being 

made.

a. On Form 8082, check box (b) under Part I, line 1.

b. See Lines 8 Through 11, later, for how to complete 

Part II, columns (a) through (e).

3. Complete the applicable amended return.

4. File Form 8082 along with the applicable amended 

return and attach any other supporting documents 

required.

Partner filing a notice of inconsistent treatment for a 

Schedule K-1 received from a TEFRA partnership. If 

a partner doesn’t receive a Schedule K-1 from a TEFRA 

partnership or does receive a Schedule K-1 but disagrees 

with some or all of the reported treatment and/or amounts, 

it may file a notice of inconsistent treatment by doing the 

following.

Instructions for Form 8082 (Rev. Jan. 2024) 9
1. On Form 8082, check box (a) under Part I, line 1.

2. See Lines 8 Through 11, later, for how to complete 

Part II, columns (a) through (e).

3. File Form 8082 along with the applicable return and 

attach any other supporting documents required.

BBA partnerships filing AARs. If a BBA partnership is 

filing an AAR to change items that were reported on its 

original return, do the following.

1. Determine the required changes to be made.

2. Complete Form 8082 to identify the changes being 

made.

a. On Form 8082, check box (b) under Part I, line 1.

b. See Lines 8 Through 11, later, for how to complete 

Part II, columns (a) through (e).

3. Figure an IU and determine if there are any 

adjustments that don't result in an IU.

4. Determine if you'll pay the IU or push out the 

adjustments to the partners.

a. If paying an IU, complete Form 1065 and report the 

IU appropriately. Complete Forms 8985 and 8986 

(pushout package) pertaining to the adjustments that 

don't result in an IU (if applicable).

b. If pushing out all the adjustments to the reviewed 

year partners, complete Form 1065 (see the 

Administrative Adjustment Request (AAR) section of 

the Form 1065 instructions). Also complete Forms 

8985 and 8986.

5. File Form 8082 along with Form 1065, and attach 

any other supporting documents required, including 

copies of Forms 8985 and 8986 (if applicable).

6. If applicable, distribute the Forms 8986 to reviewed 

year partners according to the Form 8986 instructions.

Partner filing a notice of inconsistent treatment for a 

Schedule K-1 or Schedule K-3 received from a BBA 

partnership. When a partner receives a Schedule K-1 or 

Schedule K-3 from a BBA partnership, it must generally 

file consistently with that Schedule K-1 or Schedule K-3. 

However, a partner may file inconsistently if it provides 

valid notice to the IRS of inconsistent treatment.

Notice of inconsistent treatment filed with return. If 

a pass-through partner doesn’t receive a Schedule K-1 or 

Schedule K-3 (and the pass-through entity was required to 

provide one according to the instructions for 

Schedule K-2) from a BBA partnership or does receive a 

Schedule K-1 or Schedule K-3 but disagrees with some or 

all of the reported treatment or amounts, it may file a 

notice of inconsistent treatment with its return (original or 

amended/AAR). To do so, as a pass-through partner, 

you’ll include Form 8082 with your return (for example, 

Form 1065, Form 1120-S) and prepare your return using 

the treatment or amounts you determine are correct, do 

the following.

1. On Form 8082, check box (a) under Part I, line 1 

(and box (b), if applicable).

2. See Lines 8 Through 11, later, for how to complete 

Part II, columns (a) through (e).

3. File Form 8082 along with the applicable return and 

attach any other supporting documents required.

Pass-through partner filing a notice of inconsistent 

treatment for a Form 8986 received from a BBA partnership filing an AAR. When a pass-through partner 

receives Form 8986 as a result of an AAR filed by a BBA 

partnership in which it’s an indirect or direct investor, that 

pass-through partner will (prior to the date contained in 

box F of Part II on Form 8986) take one of the following 

actions.

• Push out all the adjustments that are on the Form 8986 

to its partners, shareholders, or beneficiaries. The 

pass-through partner will prepare and file with the IRS 

Form 8985 and Forms 8986.

• For the adjustments resulting in an IU, pay the IU on 

those adjustments and prepare and issue to its partners, 

shareholders, or beneficiaries Forms 8986 for those 

adjustments that don't result in an IU. The pass-through 

partner will prepare and file with the IRS Form 8985 and 

Forms 8986.

Note. Pass-through partners aren’t permitted to apply 

modifications to the IU.

• Where Form 8986 only contains adjustments that don't 

result in an IU, prepare and issue to its partners, 

shareholders, or beneficiaries Forms 8986 for those 

adjustments.

However, a pass-through partner may file inconsistently 

if it provides valid notice to the IRS of inconsistent 

treatment.

Note. Any partner (including a pass-through partner) that 

receives Form 8986, as a result of an audit, isn’t permitted 

to treat items on that Form 8986 inconsistently and must 

report consistently with the information provided on Form 

8986.

Notice of inconsistent treatment filed with Form 

8985. A pass-through partner receiving Form 8986 (as a 

result of a BBA partnership filing an AAR, and not as a 

result of an audit) may (prior to the date contained in box F 

in Part II of Form 8986) file inconsistently from that Form 

8986 if the pass-through partner provides valid notice to 

the IRS of inconsistent treatment. To provide a notice of 

inconsistent treatment in these circumstances as a 

pass-through partner, do one of the following.

1. Prepare Form 8985 and Forms 8986 for all 

adjustments (including any items that are treated 

inconsistently, as reported on Form 8082) in accordance 

with the instructions for Forms 8985 and 8986.

a. Using all adjustments, whether being treated 

consistently or inconsistently, prepare Forms 8986 for 

your partners, shareholders, or beneficiaries according 

to the Instructions for Form 8986. Complete Form 

8985 according to its instructions.

b. Complete Form 8082. Attach the completed Form 

8082 and a copy of the Form 8986 received to the 

completed Form 8985 and Forms 8986 to be filed with 

the IRS.

2. Pay the IU for all adjustments (including any items 

that are treated inconsistently as reported on Form 8082).

a. Prepare Form 8985 (and Forms 8986 for partners, if 

applicable) according to the instructions for Forms 

8985 and 8986. Form 8985 should be prepared using 

10 Instructions for Form 8082 (Rev. Jan. 2024)
the adjustments that are being treated both 

consistently and inconsistently.

b. Complete Form 8082. Attach the completed Form 

8082 and a copy of the Form 8986 received to Form 

8985 (and Forms 8986, if applicable) to be filed with 

the IRS.

c. In making the IU calculation for Form 8985, the 

adjustments should be determined for each item 

(including any item treated inconsistently) by taking 

the difference between the amount you previously 

reported and the amount you're now reporting.

d. Additionally, for any of the consistently and 

inconsistently treated adjustments that don't result in 

an IU, prepare Forms 8986 for your partners, 

shareholders, or beneficiaries according to the 

Instructions for Form 8986.

See Lines 8 Through 11, later, for how to complete Part II, 

columns (a) through (e).

Other than pass-through partner filing a notice of inconsistent treatment from a BBA partnership. If 

you're a partner (other than a pass-through partner) filing 

inconsistently from a BBA partnership (that is, 

inconsistently from a Schedule K-1, Schedule K-3, and/or 

Form 8986 you received as a result of a BBA partnership 

filling an AAR, and not as a result of an audit), complete 

Form 8082 and attach it to your original or amended 

return. If filing inconsistently from a Form 8986 (received 

as a result of a BBA partnership filing an AAR and not as a 

result of an audit), attach Form 8082 to your reporting year 

return that corresponds to the Form 8986 received. Attach 

a copy of the Form 8986 received from which you’re filing 

inconsistently. See Reporting year, earlier. See Lines 8 

Through 11 below for how to complete Part II, columns (a) 

through (e).

Lines 8 Through 11 

Note. Lines 8 through 11 are only required if reporting a 

change to the amount or treatment of a monetary number.

Column (a). 

AAR. If you’re filing an AAR, enter the line number and 

description from the form for which you’re making the 

change. For example, if you’re changing the amount 

reported on Schedule K, line 1, enter “Schedule K, line 1.”

Inconsistent treatment. If you received a 

Schedule K-1, Schedule K-3, Schedule Q, Form 8986 (as 

a result of a BBA AAR, and not as a result of an audit), 

and/or foreign trust statement, enter the line number and 

description shown on the form. Otherwise, enter a 

complete description of the item.

If you didn’t receive a Schedule K-1, Schedule K-3, 

Schedule Q, and/or foreign trust statement but are still 

reporting estimated amounts on your original filing, enter a 

completed description of the item and where you're 

reporting the estimated amount on your original return. For 

example, if you're a BBA partnership-partner providing 

notice of inconsistent treatment for a Form 8986 received, 

as a result of a BBA AAR, and not as a result of an audit, 

enter the information from the first three columns of Form 

8986, Part V, that you're treating inconsistently.

Column (b). 

AAR. If you’re filing an AAR, check the box under 

“Amount of item” if you’re changing the amount from what 

was previously filed. Check the box under “Treatment of 

item” if you’re reporting the amount unchanged but are 

changing another treatment of the item. Check both boxes 

if you’re changing the amount and another treatment 

besides amount.

Inconsistent treatment. If you believe that the amount 

of any item shown on Schedule K-1, Schedule K-3, 

Schedule Q, Form 8986 (as a result of a BBA AAR, and 

not as a result of an audit), and/or a foreign trust statement 

wasn’t properly reported, check “Amount of item.”

If you believe that treatment of any item (other than the 

amount of the item) wasn’t properly reported (such as a 

long-term capital loss that a partner thinks should be an 

ordinary loss), check “Treatment of item.”

Check both parts of column (b) if either (1) or (2) below 

applies.

1. You believe that both the amount and another 

treatment (besides the amount) of the item shown on 

Schedule K-1, Schedule K-3, Schedule Q, Form 8986 (as 

a result of a BBA AAR, and not as a result of an audit), 

and/or a foreign trust statement weren’t properly reported, 

or you believe an item was omitted from the form.

2. The pass-through entity didn’t file a return or give 

you a Schedule K-1, Schedule K-3 (and the pass-through 

entity was required to provide one to you according to the 

instructions for Schedule K-2), Schedule Q, and/or foreign 

trust statement.

Note. If you check only “Treatment of item,” you don't 

need to complete columns (d) and (e).

Column (c). 

AAR. If you’re filing an AAR, report the amount you 

previously reported for the item listed in column (a).

Inconsistent treatment. If you attach Form 8082 to 

your return, to make a notice of inconsistent treatment, 

enter the amount as shown on the Schedule K-1, 

Schedule K-3, Schedule Q, and/or foreign trust statement 

you received.

If the pass-through entity didn’t file a return, or if you 

didn’t receive a schedule or statement, or if you're 

reporting items that you believe were omitted, enter zero 

in column (c).

If you receive Form 8986 as a result of a BBA AAR (and 

not as a result of an audit), do the following to make a 

notice of inconsistent treatment.

• Pass-through partner preparing Form 8985, attach 

Form 8082 to the Form 8985 you file.

• Other than pass-through partner, attach Form 8082 to 

the copy of the return (or amended return) you file.

If treating any liabilities or capital items reported to you 

on Form 8986, Part IV, inconsistently, enter the item 

amount from Form 8986, Part IV, “Corrected” column, in 

Form 8082, Part II, column (c).

If treating an item of income, gain, loss, deduction, or 

credits, or other items reported to you on Form 8986, Part 

V, inconsistently, enter the sum of Form 8986, Part V, 

columns (d) and (h), in Form 8082, Part II, column (c).

Instructions for Form 8082 (Rev. Jan. 2024) 11
If treating any items reported to you on Form 8986, Part 

VI, inconsistently, enter that item amount from Form 8986 

in Form 8082, Part II, column (c).

Column (d). Enter the amount you’re reporting as the 

correct amount in column (d).

Column (e). Enter the net increase or decrease for each 

line being changed in column (e). Enter as a positive the 

amount by which column (d) exceeds column (c) or enter 

as a negative the amount by which column (c) exceeds 

column (d). Use parentheses around all amounts that are 

negative. Explain the reason for the change (increase or 

decrease) in Part III.

Part III—Explanations

Explain in detail the reasons you're reporting an 

inconsistent or corrected amount or item as follows.

• If you believe that the amount or other type of treatment 

of any item shown on Schedule K-1, Schedule K-3, 

Schedule Q, Form 8986 (as a result of a BBA AAR, and 

not as a result of an audit), and/or a foreign trust statement 

wasn’t properly reported, state how you think the item 

should be treated and why.

• If the pass-through entity hasn’t filed a tax return by the 

time you're required to file your tax return, enter as the 

explanation, “Partnership (S corporation, Estate, Trust, or 

REMIC) return not filed.”

• If the pass-through entity didn’t give you a 

Schedule K-1, Schedule K-3 (and the pass-through entity 

was required to provide one to you according to the 

instructions for Schedule K-2), Schedule Q, and/or foreign 

trust statement by the time you're required to file your tax 

return, enter as the explanation, “Schedule K-1 

(Schedule K-3, Schedule Q, and/or foreign trust 

statement) not received.”

IU Under the Centralized Partnership Audit 

Regime

BBA AARs must always include a computation of the IU 

(even when the IU is zero or less than zero, or the 

adjustments don't result in an IU), as determined under 

section 6225(b). Documentation should be included with 

the AAR that supports the computation of the IU amount. 

The BBA partnership should consider all available 

guidance issued by the IRS when figuring the IU amount 

for an AAR. If the calculated IU amount results in an 

amount greater than zero and the partnership doesn't 

elect under section 6227(b)(2) to have its reviewed year 

partners take the adjustments into account, the IU amount 

should be reported on Form 1065, page 1, line 26.

If the adjustments requested in the AAR result in an IU, 

generally the partnership must pay the IU. Adjustments 

requested in the AAR that don't result in an IU must be 

taken into account by each reviewed year partner as if the 

partnership had made an election under section 6227(b)

(2), but only with regard to those adjustments that don't 

result in an IU. In this instance, see Forms 8985 and 8986 

and the related instructions for reporting amounts not 

included in the IU.

When filing an AAR, the partnership may elect under 

section 6227(b)(2) to have the reviewed year partners take 

into account adjustments resulting in an IU. If the 

partnership makes the election, the partnership isn't liable 

for, nor required to pay, the IU related to the adjustments. 

Additionally, if the IU calculation results in an amount that 

is zero or less than zero, or the adjustments don't result in 

an IU, then all adjustments are taken into account by the 

reviewed year partners. However, the partnership may 

have withholding and reporting obligations under 

chapter 3 or chapter 4 with respect to the adjustments 

taken into account by the reviewed year foreign partners. 

See Forms 8985 and 8986 and their related instructions 

for how to report these adjustments to reviewed year 

partners.

If the partnership elects under section 6227(b)(2) to 

have its reviewed year partners take all the adjustments 

into account, all modifications by the partnership (that 

would have been allowed had the partnership paid an IU) 

aren’t allowed and are disregarded.

Under section 6227(b)(1), the partnership may modify 

the IU resulting from adjustments reported in a BBA AAR 

in accordance with the provisions under section 6225(c), 

disregarding the provisions under sections 6225(c)(2), (7), 

and (9). Any modification made to the IU under section 

6227(b)(1) must be disclosed and fully explained in 

documentation included with the AAR. If modifications are 

applied to the IU, complete and attach Form 8980 and 

report the modified IU amount on Form 1065, page 1, 

line 26.

Note. Regarding modifications, see Item E under Part I, 

earlier.

The applicability of interest and penalties is discussed 

above. The BBA AAR may include a prepayment for 

interest and penalties. If making prepayments, the AAR 

should include documentation that supports the 

calculations. A payment made with Form 1065 should 

detail the portions of the payment that are for the IU, the 

prepaid estimated interest, and the prepaid estimated 

penalties. The total of all three should be reflected on 

Form 1065, page 1, line 26.

Under section 6232(b), partnerships filing a BBA AAR 

that have adjustments that result in an IU, and don't elect 

the alternative to payment of the IU (by not electing to 

push out the adjustments to the reviewed year partners), 

must pay the IU, which should be shown on Form 1065, 

page 1, line 26, at the same time that the AAR is filed. 

When paying by check, include the name of the 

partnership, “Form 1065,” the TIN of the partnership, the 

tax year, and “BBA AAR Imputed Underpayment.” Checks 

must be made payable to “United States Treasury” and 

included with the BBA AAR. If making an electronic 

payment, choose the payment description “BBA AAR 

Imputed Underpayment” from the list of payment types.

Figuring the IU

Definitions

Reallocation grouping. In general, any adjustment that 

allocates or reallocates a PRI to and from a partner or 

partners is a reallocation adjustment, except for an 

adjustment to a credit or to a creditable expenditure. Each 

reallocation adjustment generally results in at least two 

separate adjustments, each of which becomes a separate 

subgrouping.

12 Instructions for Form 8082 (Rev. Jan. 2024)
Credit grouping. Any adjustment to a PRI that is 

reported or could be reported by a partnership as a credit 

on the partnership’s return, including a reallocation 

adjustment to such PRI, is placed in the credit grouping.

Creditable expenditure grouping. Any adjustment to a 

PRI where any person could take the item that is adjusted 

(or item as adjusted if the item wasn’t originally reported 

by the partnership) as a credit, including a reallocation 

adjustment to a creditable expenditure, is placed in the 

creditable expenditure grouping.

Residual grouping. Any adjustment to a PRI that 

doesn’t belong in the reallocation, credit, or creditable 

expenditure grouping is placed in the residual grouping. 

This grouping also includes any adjustment to a PRI that 

derives from an item that wouldn’t have been required to 

be allocated by the partnership to a partner under section 

704(b), such as an adjustment to a liability amount on the 

balance sheet.

Subgrouping. Each adjustment is subgrouped 

according to how the adjustment would be required to be 

taken into account separately under section 702(a). In 

general, a subgrouping follows Schedules K, K-1, K-2, 

and K-3 line items, including any alpha codes related to a 

Schedule K-1, K-2, or K-3 line item.

Negative adjustment. A negative adjustment is any 

adjustment that is a decrease in an item of gain or income; 

an increase in an item of loss or deduction; an increase in 

an item of credit or creditable expenditure; a decrease in 

an item of tax, penalty, addition to tax, or additional 

amount for which the partnership is liable under chapter 1; 

or a decrease to an IU calculated by the partnership for 

the tax year.

Positive adjustment. A positive adjustment is any 

adjustment that isn't a negative adjustment.

Net positive adjustment. An amount that is greater than 

zero which results from netting adjustments within a 

grouping or subgrouping. A net positive adjustment 

includes a positive adjustment that wasn’t netted with any 

other adjustment. A net positive adjustment includes a net 

decrease in an item of credit (or creditable expenditure).

Net negative adjustment. Any amount which results 

from netting adjustments within a grouping or subgrouping 

that isn't a net positive adjustment. A net negative 

adjustment includes a negative adjustment that wasn’t 

netted with any other adjustment.

Total netted partnership adjustments (TNPA). The 

sum of all net positive adjustments in the reallocation 

grouping and the residual grouping.

Adjustments not resulting in an IU. After grouping, 

subgrouping, and netting the adjustments, the result of 

netting with respect to any grouping or subgrouping that 

includes a particular partnership adjustment is a net 

negative adjustment or the IU calculation results in an 

amount that is zero or less than zero. Any adjustments that 

don't result in an IU are taken into account by the reviewed 

year partners in accordance with Regulations section 

301.6227-3.

Formula for Figuring the IU

Figuring the IU

TNPA x rate* =

+ Sum of net positive adjustments 

to creditable expenditure and 

credit groupings: 

= Total IU

* Highest rate in effect for the reviewed year under section 1 or 11.

The process of taking the adjustments shown on the AAR 

and inputting them into the formula shown in the previous 

table requires an understanding of the concepts of 

grouping, subgrouping, and netting. There are seven 

steps necessary in figuring an IU. The first three steps 

focus on grouping, subgrouping, and netting.

Steps in Figuring the IU

Step 1—Grouping

Place each adjustment into one of four groupings: 

reallocation, credit, creditable expenditure, and residual 

groupings.

Reallocation grouping. A reallocation adjustment 

generally consists of at least two adjustments, one 

positive and one negative, with each in a separate 

subgrouping.

• One part of the reallocation adjustment reverses the 

effect of the improper allocation of a PRI.

• The other part of the adjustment makes the proper 

allocation of the PRI.

• Under the AAR rules, if one of the reallocation 

adjustments is negative, such negative adjustments must 

be pushed out to the proper partner(s).

Don't net reallocation adjustments. As each part of 

a reallocation adjustment is placed in a separate 

subgrouping within the reallocation grouping, 

those adjustments can’t be netted in accordance with the 

netting rules.

Example. $100 of ordinary income is being 

reallocated from Partner A to Partner B. For purposes of 

figuring the IU, there will be two adjustments, each in a 

separate subgrouping: a negative adjustment of $100 

(reversing improper allocation to Partner A) and a positive 

adjustment of $100 (making proper allocation to Partner 

B). These two adjustments can’t be netted. As a result, the 

total net positive adjustment in the reallocation grouping is 

$100 and will be included in the TNPA.

Credit grouping. 

• Generally, a decrease in credits is treated as a positive 

adjustment, and an increase in credits is treated as a 

negative adjustment.

• A reallocation adjustment relating to the credit grouping 

is placed into two separate subgroupings and won’t be 

netted together nor will they be netted with other credit 

adjustments.

Creditable expenditure grouping. 

CAUTION

!

Instructions for Form 8082 (Rev. Jan. 2024) 13
• Generally, a decrease in creditable expenditures is 

treated as a positive adjustment to credits, and an 

increase in creditable expenditures is treated as a 

negative adjustment.

• A reallocation adjustment relating to a creditable 

expenditure grouping is placed into two separate 

subgroupings and won’t be netted together.

• A creditable expenditure is treated in this manner even 

if the partners claimed a deduction in lieu of a credit.

• Each adjustment to a creditable expenditure is 

subgrouped based upon the separate category of income 

to which the creditable expenditure relates and to account 

for any different allocation of the creditable expenditure 

between partners. Two or more adjustments to creditable 

expenditures are included within the same subgrouping 

only if each adjustment relates to creditable expenditures 

in the same separate category, and each adjusted PRI 

would be allocated to the partners in the same ratio had 

those items been properly reflected on the originally filed 

partnership return.

Residual grouping. The residual grouping contains all 

adjustments that don't fit into one of the other groups.

Recharacterization adjustments. A recharacterization 

adjustment will generally result in at least two separate 

adjustments within the residual grouping.

• One adjustment reverses the improper characterization 

of the PRI.

• The other adjustment makes the proper 

characterization of the PRI.

• The adjustments that result from a recharacterization 

are placed into separate subgroupings.

Step 2—Subgrouping

Determine if any adjustment, within one of the four 

groupings, needs to be subgrouped. Each adjustment is 

subgrouped according to how the adjustment would be 

required to be taken into account separately under section 

702(a). If any adjustment could be subject to any 

preference, limitation, or restriction under the Internal 

Revenue Code (or not allowed, in whole or in part, against 

ordinary income) if taken into account by any person, the 

adjustment is placed in a separate subgrouping from all 

other adjustments within the grouping.

Generally, each separate line item of Schedules K, K-1, 

K-2, and K-3 or return schedule (that is, Schedule L, etc.) 

represents a separate and distinct subgrouping.

Example. Adjustments to ordinary income must be 

placed in a different subgrouping than capital gain income 

or interest income because each of those items is 

required to be separately stated under section 702(a).

• Subgroupings generally reflect a line item from 

Schedules K, K-1, K-2, and K-3 including any 

subcategories of those lines (for example, alpha codes 

per the Schedule K-1 instructions or activities broken out 

via attached statements). If any line item on Schedules K 

or K-1 or other schedules consists of multiple items and 

the components are required to be taken into account 

separately under the Internal Revenue Code, regulations, 

forms, instructions, or other IRS guidance, then such line 

item must be further subgrouped.

Example. 2019 Schedule K-1, box 13, code A (cash 

contributions 60%), and box 13, code B (cash 

contributions 30%), are two separate subgroupings.

• The ordinary income (loss) amount reported on 

Schedule K, line 1, and in box 1 of Schedule K-1 is 

sourced from Form 1065, page 1, and is a net amount 

consisting of various page 1 line items of income and 

expenses. Although those separate page 1 line items are 

distinct items of income and expense, if they are 

appropriately netted and included on Schedule K, line 1, 

and in box 1 of Schedule K-1, the net amount will be 

considered a single subgrouping, except when such 

amount is required to be separately allocated, such as 

when the partnership has more than one trade or 

business. If the partnership has more than one trade or 

business activity, the net income (loss) from each 

separate activity must be reported on Schedule K-1. Each 

separate activity will constitute a separate subgrouping 

and it must be determined which activity an adjustment to 

the page 1 item of income and expense relates to for 

subgrouping purposes.

• If you have a negative adjustment along with a positive 

adjustment in the same line item of Schedules K and K-1, 

you must consider whether they may be properly netted at 

the partnership level and whether they are required to be 

taken into account separately by any partner. They may be 

subject to a limitation or preference under the Internal 

Revenue Code before you can place them in the same 

subgrouping (for example, passive and nonpassive 

activities).

• A negative adjustment that isn't otherwise required to 

be placed in its own subgrouping must be placed in the 

same subgrouping as another adjustment if the negative 

adjustment and the other adjustment would have been 

properly netted at the partnership level and such netted 

amount would have been required to be allocated to the 

partners of the partnership as a single item for purposes 

of section 702(a) or other provision of the Internal 

Revenue Code and regulations.

Step 3—Netting

Net all adjustments within each of the groupings and 

subgroupings.

• Positive adjustments may be netted with other positive 

adjustments only if they are in the same grouping. 

Negative adjustments may be netted with other negative 

adjustments only if they are in the same grouping.

• Positive and negative adjustments may only be netted 

against each other if they are in the same subgrouping.

• An adjustment in one grouping or subgrouping may not 

be netted against an adjustment in any other grouping or 

subgrouping.

• All adjustments within a subgrouping are netted to 

determine whether there is a net positive adjustment or 

net negative adjustment for that subgrouping.

• Net positive adjustments from subgroupings or positive 

adjustments within a grouping (if subgroupings are 

unnecessary) are netted to determine the net positive 

adjustment for that grouping. Net negative adjustments 

from subgroupings within a grouping are netted to 

determine the net negative adjustment for that grouping.

14 Instructions for Form 8082 (Rev. Jan. 2024)
Step 4—Figure the Total Netted Partnership 

Adjustments (TNPA)

• Each net positive adjustment with respect to a particular 

grouping or subgrouping in the residual or reallocation 

grouping that results after netting the adjustments is 

included in the calculation of the TNPA.

• Each net negative adjustment with respect to a residual 

or reallocation grouping or subgrouping that results after 

netting the adjustments is excluded from the calculation of 

the TNPA because those adjustments don't result in an IU.

Note. If a positive adjustment to an item is reflected in 

positive adjustments to other items, the positive 

adjustment of equal or lesser magnitude that is reflected 

may be treated as zero solely for purposes of calculating 

any IU.

Step 5—Determine the Highest Tax Rate in Effect 

Under Section 1 or 11 in the Reviewed Year

Step 6—Determine the Sum of Net Positive 

Adjustments to Creditable Expenditure and Credit 

Groupings That Will Increase the Product of the 

TNPA Multiplied by the Highest Rate in Effect

• A net decrease to creditable expenditures is treated as 

a net positive adjustment to credits and increases the 

product of the TNPA multiplied by the highest tax rate in 

effect. A net increase to creditable expenditures is treated 

as a net negative adjustment that is excluded from the 

calculation of the TNPA and is an adjustment that doesn’t 

result in an IU.

• For the credit grouping, a net positive adjustment will 

increase the product of the TNPA multiplied by the highest 

tax rate in effect. A net negative adjustment, including net 

negative adjustments resulting from a credit reallocation 

adjustment, will be treated as an adjustment that doesn’t 

result in an IU.

Step 7—Figure the IU Based on the Results of 

Steps 4 Through 6 and Insert Those Results Into 

the IU Formula

Figuring the IU

TNPA x rate* =

+ Sum of net positive adjustments 

to creditable expenditure and 

credit groupings: 

= Total IU

* Highest rate in effect for the reviewed year under section 1 or 11.

Paperwork Reduction Act Notice. We ask for the 

information on this form to carry out the Internal Revenue 

laws of the United States. You're required to give us the 

information. We need it to ensure that you're complying 

with these laws and to allow us to figure and collect the 

right amount of tax.

You aren’t required to provide the information requested 

on a form that is subject to the Paperwork Reduction Act 

unless the form displays a valid OMB control number. 

Books or records relating to a form or its instructions must 

be retained as long as their contents may become 

material in the administration of any Internal Revenue law. 

Generally, tax returns and return information are 

confidential, as required by section 6103. The time 

needed to complete and file this form will vary depending 

on individual circumstances. The estimated burden for 

individual taxpayers filing this form is approved under 

OMB control number 1545-0074 and is included in the 

estimates shown in the instructions for their individual 

income tax return.

Comments and suggestions. If you have suggestions 

for making Form 8082 and/or these instructions simpler, 

we would be happy to hear from you. You can send us 

comments through IRS.gov/FormComments. Or, you can 

write to: Internal Revenue Service, Tax Forms and 

Publications Division, 1111 Constitution Ave. NW, 

IR-6526, Washington, DC 20224. Don’t send Form 8082 

to this address. Instead, see How and When To File, 

earlier.

Instructions for Form 8082 (Rev. Jan. 2024) 15