Form 1138

(Rev. November 2018)

Extension of Time for Payment of Taxes by a 

Corporation Expecting a Net Operating Loss Carryback

Department of the Treasury 

Internal Revenue Service 

(Under Section 6164 of the Internal Revenue Code)

▶ Go to www.irs.gov/Form1138 for the latest information.

OMB No. 1545-0123

Name Employer identification number 

Number, street, and room or suite no. If a P.O. box, see instructions. 

City or town, state, and ZIP code 

1 Ending date of the tax year of the expected net operating loss (NOL) 2 Amount of expected NOL 

$ 

3 Reduction of previously determined tax attributable to the expected NOL carryback 

(see instructions—attach schedule) . . . . . . . . . . . . . . . . . . . ▶ $ 

4 Ending date of the tax year immediately preceding the tax year of the expected NOL 

5 Give the reasons, facts, and circumstances that cause the corporation to expect an NOL. 

6 Amount for which payment is to be extended: 

a Enter the total tax shown on the return, plus any amount assessed as a deficiency, interest, or 

penalty. See instructions . . . . . . . . . . . . . . . . . . . . . . . . . 6a 

b Enter amounts from line 6a that were already paid or were required to have been paid, plus refunds, 

credits, and abatements. See instructions . . . . . . . . . . . . . . . . . . . 6b 

c Subtract line 6b from line 6a. Don’t enter more than the amount on line 3 above. This is the amount 

of tax for which the time for payment is extended . . . . . . . . . . . . . . . . 6c 

Sign 

Here 

Under penalties of perjury, I declare that I have examined this form, including any accompanying schedules and statements, and 

to the best of my knowledge and belief it is true, correct, and complete.

Keep a copy of 

this form for 

your records. 

▲

Signature of officer ▲

Date ▲

Title 

For Paperwork Reduction Act Notice, see instructions. Cat. No. 17250W Form 1138 (Rev. 11-2018) 
Form 1138 (Rev. 11-2018) Page 2 

General Instructions 

Section references are to the Internal Revenue Code unless otherwise 

noted. 

Future developments. For the latest information about developments 

related to Form 1138 and its instructions, such as legislation enacted 

after they were published, go to www.irs.gov/Form1138.

What’s New

The 2-year carryback rule generally does not apply to net operating 

losses (NOLs) arising in tax years ending after December 31, 2017. 

Exceptions apply to certain farming losses and NOLs of insurance 

companies, other than life insurance companies. See section 172(b) as 

amended by P.L. 115-97, section 13302.

Purpose of Form

A corporation that expects to incur an NOL in the current tax year that 

can be carried back to its preceding tax year can file Form 1138 to 

extend the time for payment of tax for such immediately preceding tax

year. This includes extending the time for payment of a tax deficiency. 

The payment of tax that can be postponed cannot exceed the expected 

overpayment from the carryback of the NOL. 

Only payments of tax that are required to be paid after the filing of 

Form 1138 are eligible for extension. Do not file this form if all the 

required payments have been paid or were required to have been paid. 

If the corporation previously filed Form 1138 and later finds 

information that will change the amount of the expected NOL, the 

corporation can file a revised Form 1138. If the amount of the NOL is 

increased based on the new information, the corporation can postpone 

the payment of a larger amount of tax as long as the larger amount has 

not yet been paid or is not yet required to be paid. If the amount of the 

NOL is reduced because of the new information, the corporation must 

pay the tax to the extent that the amount of tax postponed on the 

original filing exceeds the amount of tax postponed on the revised filing. 

When and Where To File

File Form 1138 after the start of the tax year of the expected NOL but 

before the tax of the preceding tax year is required to be paid. 

Generally, file Form 1138 with the Internal Revenue Service Center 

where the corporation files its income tax return. 

A corporation can file Form 1138 separately or with Form 7004, 

Application for Automatic Extension of Time To File Certain Business 

Income Tax, Information, and Other Returns. If Form 1138 and Form 

7004 are filed together, Form 1138 will reduce or eliminate the amount 

of tax to be deposited when Form 7004 is filed. If Form 1138 is filed with 

Form 7004, then file Form 1138 with the Internal Revenue Service 

Center at the applicable address where the corporation files Form 7004. 

Period of extension. In general, the extension for paying the tax 

expires at the end of the month in which the return for the tax year of 

the expected NOL is required to be filed (including extensions). 

The corporation can further extend the time for payment by filing 

Form 1139, Corporation Application for Tentative Refund, before the 

period of extension ends. See the Instructions for Form 1139. The 

period will be further extended until the date the IRS informs the 

corporation that it has allowed or disallowed the application in whole or 

in part. 

Termination of extension. The IRS can terminate the extension

if it believes that any part of the form contains erroneous or 

unreasonable information. The IRS also can terminate the extension if it 

believes it may not be able to collect the tax. 

Interest. Interest is charged on postponed amounts from the dates that 

the payments would normally be due. The interest is figured at the 

underpayment rate specified in section 6621. 

Specific Instructions 

Address. Include the suite, room, or other unit number after the street 

address. If the post office does not deliver mail to the street address 

and the corporation has a P.O. box, show the box number instead. 

If the corporation receives its mail in care of a third party, such as an 

accountant or attorney, enter on the street address line “C/O” followed 

by the third party’s name and street address or P.O. box. 

If the corporation’s address is outside the United States or its 

possessions or territories, fill in the line for “City or town, state, and ZIP 

code” in the following order: city, province or state, and country. Follow 

the foreign country’s practice for entering the postal code, if any. Do not 

abbreviate the country name. 

Line 2. The amount of the expected NOL must be based on all of the 

facts relating to the operation of the corporation. Consider the following 

items when estimating the amount of the expected NOL. 

1. The number and dollar amounts of the corporation’s government 

contracts that have been canceled, 

2. Profit and loss statements, and 

3. Other factors peculiar to the corporation’s operations. 

See section 172 to help determine the amount of the expected NOL. 

Limitations apply to (a) the amount of taxable income of a new loss 

corporation for any tax year ending after an ownership change that may 

be offset by any pre-change NOLs and (b) the use of preacquisition 

losses of one corporation to offset recognized built-in gains of another 

corporation. For more information, see sections 382 and 384 and the 

related regulations. 

Line 3. Enter the reduction of previously determined tax attributable to 

the carryback, for tax years before the tax year of the NOL. Previously 

determined tax is generally: 

1. The amount shown on the return, plus any amounts assessed as 

deficiencies before Form 1138 is filed; minus 

2. Any abatements, credits, or refunds allowed or made before Form 

1138 is filed. 

See section 1314(a). 

Attach a schedule showing how the reduction was figured. See the 

instructions for the corporate income tax return for information on 

figuring the NOL deduction and recomputing the tax. 

Line 6a. For the year shown on line 4, enter on line 6a the total of:

1. The total tax shown on the return, plus 

2. Any amount assessed as a deficiency (or as interest or a penalty) 

prior to the filing of this Form 1138. 

Line 6b. Enter the total of the following.

1. The amount of tax paid or required to be paid before the date this 

form is filed. This includes any amount assessed as a deficiency or as 

interest or a penalty if this form is filed more than 21 calendar days after 

notice and demand for payment was made (more than 10 business days 

if the amount for which the notice and demand for payment was made 

equals or exceeds $100,000). An amount of tax for which the 

corporation has received an extension of time to pay (under section 

6161) is not considered required to be paid before the end of the 

extension; plus 

2. The amount of refunds, credits, and abatements made before the 

date this form is filed. 

Paperwork Reduction Act Notice. We ask for the information on this 

form to carry out the Internal Revenue laws of the United States. You 

are required to give us the information. We need it to ensure that you are 

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

amount of tax. 

You are not 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 business taxpayers 

filing this form is approved under OMB control number 1545-0123 and 

is included in the estimates shown in the instructions for their business 

income tax return. 

If you have comments concerning the accuracy of these time 

estimates or suggestions for making this form simpler, we would be 

happy to hear from you. You can send us comments from www.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. Do not send Form 1138 to this office. Instead, 

see When and Where To File, earlier.