Form 2439

2012

Cat. No. 11858E

Notice to Shareholder of Undistributed 

Long-Term Capital Gains

Copy A 

Attach to 

Form 1120-RIC 

or Form 1120-REIT

Department of the Treasury - Internal Revenue Service

OMB No. 1545-0145

For Instructions 

and Paperwork 

Reduction Act 

Notice, see back of 

Copies A and D.

(99)

For calendar year 2012, or other tax year 

of the regulated investment company (RIC) or the 

real estate investment trust (REIT)

beginning , 2012, and

ending , 20

VOID CORRECTED

Name, address, and ZIP code of RIC or REIT

Identification number of RIC or REIT

Shareholder’s identifying number

Shareholder’s name, address, and ZIP code

1a Total undistributed long-term capital gains

1b Unrecaptured section 1250 gain

1c Section 1202 gain 1d Collectibles (28%) gain

2 Tax paid by the RIC or REIT on the box 1a gains

Form 2439 www.irs.gov/form2439
Instructions for the Regulated Investment 

Company (RIC) and the Real Estate Investment 

Trust (REIT)

Section references are to the Internal Revenue Code.

Reporting Information

1. Complete Copies A, B, C, and D for each shareholder for

whom the regulated investment company (RIC) or real estate

investment trust (REIT) paid tax on undistributed capital gains under 

section 852(b)(3)(D) or 857(b)(3)(D).

2. Attach Copy A of all Forms 2439 to Form 1120-RIC or Form 

1120-REIT when it is filed at the appropriate IRS service center.

3. Furnish Copies B and C of Form 2439 to the shareholder by the 

60th day after the end of the RIC’s or the REIT’s tax year.

4. Retain Copy D for the RIC’s or REIT’s records.

▲!

CAUTION

For a shareholder that is an individual retirement 

arrangement (IRA), send Copies B and C to the trustee or 

custodian of the IRA. Do not send copies to the owner of 

the IRA.

RIC’s or REIT’s name, address, and identification number. Enter 

the name, address (including ZIP code) and employer identification 

number (EIN) of the RIC or REIT as shown on Form 2438, 

Undistributed Capital Gains Tax Return.

Shareholder’s identifying number, name, and address. Enter the 

shareholder’s social security number (SSN), name, and address 

(including ZIP code). If the shareholder is not an individual, enter the 

EIN. If a shareholder is an IRA, enter the identification number of the 

IRA trust. Do not enter the SSN of the person for whom the IRA is 

maintained.

Box 1a. Enter the amount of undistributed capital gains from

line 11, Form 2438, allocable to the shareholder.

Box 1b. Enter the shareholder’s allocable portion of the amount

from box 1a that has been designated as unrecaptured section

1250 gain from the disposition of depreciable real property.

(Continued on the back of Copy D)
Form 2439

2012

Notice to Shareholder of Undistributed 

Long-Term Capital Gains

Copy B 

Attach to the 

shareholder's 

income tax return 

for the tax year 

that includes the 

last day of the 

RIC's or REIT's 

tax year.

Department of the Treasury - Internal Revenue Service

OMB No. 1545-0145

For calendar year 2012, or other tax year 

of the regulated investment company (RIC) or the 

real estate investment trust (REIT)

beginning , 2012, and

ending , 20

VOID CORRECTED

Name, address, and ZIP code of RIC or REIT

Identification number of RIC or REIT

Shareholder’s identifying number

Shareholder’s name, address, and ZIP code

1a Total undistributed long-term capital gains

1b Unrecaptured section 1250 gain

1c Section 1202 gain 1d Collectibles (28%) gain

2 Tax paid by the RIC or REIT on the box 1a gains

Form 2439 www.irs.gov/form2439
Instructions for the Shareholder

Section references are to the Internal Revenue Code.

What's New

Corporate shareholders of RICs and REITs will now have to enter 

the undistributed long-term capital gains from box 1a in Part II of 

Form 8949, Sales and Other Dispositions of Capital Assets. See the 

instructions for box 1a below.

Reporting Information

Box 1a. This amount is your total undistributed long-term capital

gain from your regulated investment company (RIC) or real estate 

investment trust (REIT). 

Report the total amount as a long-term gain on the appropriate 

Schedule D. For example, individuals report this amount on line 11, 

column (h), of Schedule D (Form 1040). Estates and trusts report 

this amount on Schedule D (Form 1041).

Corporate shareholders report this amount in Part II of Form 

8949. See Form 8949, Schedule D (Form 1120), and the related 

instructions for details. 

If there is an amount in box 1b, 1c, or 1d, special instructions 

apply for entering those amounts on the appropriate Schedule D. 

See Undistributed Capital Gains in the Schedule D (Form 1040) and 

Schedule D (Form 1041) instructions.

Box 1b. This amount is the unrecaptured section 1250 gain.

Individual filers and estates and trusts report this amount on line 11 

of the Unrecaptured Section 1250 Gain Worksheet in the Schedule 

D (Form 1040) instructions.

Box 1c. This amount applies to the portion of the amount in box 1a 

attributable to a section 1202 gain (sale of qualified small business 

stock). Individual filers and estates and trusts, see Exclusion of Gain 

on Qualified Small Business (QSB) Stock in the Schedule D (Form 

1040) instructions.

Box 1d. This amount is the collectibles gain (28% rate gain),

portion of the amount in box 1a. Individual filers enter this amount 

on line 4 of the 28% Rate Gain Worksheet in the Schedule D (Form 

1040) instructions. Estates and trusts use this amount to complete 

the 28% Rate Gain Worksheet in the Schedule D (Form 1041) 

instructions.

Box 2. This amount is the tax paid by the RIC or REIT on the

undistributed long-term capital gains shown in box 1a. You can

apply for a refund or credit of this tax as follows.

Individuals, Nonresident Aliens, and Estates and Trusts. See 

line 71 of Form 1040, line 67 of Form 1040NR, or line 24f of Form 

1041, and the related instructions.

(Continued on the back of Copy C)
Form 2439

2012

Notice to Shareholder of Undistributed 

Long-Term Capital Gains

Copy C 

For shareholder's 

records.

Department of the Treasury - Internal Revenue Service

OMB No. 1545-0145

For calendar year 2012, or other tax year 

of the regulated investment company (RIC) or the 

real estate investment trust (REIT)

beginning , 2012, and

ending , 20

VOID CORRECTED

Name, address, and ZIP code of RIC or REIT

Identification number of RIC or REIT

Shareholder’s identifying number

Shareholder’s name, address, and ZIP code

1a Total undistributed long-term capital gains

1b Unrecaptured section 1250 gain

1c Section 1202 gain 1d Collectibles (28%) gain

2 Tax paid by the RIC or REIT on the box 1a gains

Form 2439 www.irs.gov/form2439
Instructions for the Shareholder (Continued)

Corporations (other than S Corporations). See Schedule J, line 

19a of Form 1120 or line 5f of Form 1120-F, and the related

instructions. All other corporations report this amount on the line 

designated as “Credit for tax paid on undistributed capital gains.”

S Corporations, Partnerships, and Electing Large Partnerships. 

See the Specific Instructions for (Schedules K and K-1, Part III) 

(Form 1120S and 1065) for details on reporting each item to the 

shareholders and partners. For Electing Large Partnerships (ELPs), 

see the line 27 Instructions for Form 1065-B.

Exempt Organizations and Certain Trustees. See the

instructions for Form 990-T if it is filed by:

1. Organizations exempt from tax under section 501(a) filing

Form 990-T to claim their refund of income tax paid on

undistributed long-term capital gains, or

2. Trustees for individual retirement arrangements (IRAs)

described in section 408 (including accounts described in section 

408(h)) filing a single composite Form 990-T to claim the refund 

referred to above.

Nominees. If you are not the actual owner of the shares for which 

this form is issued, you must do the following.

1. Complete Copies A, B, C, and D of Form 2439 for each owner. 

The total undistributed long-term capital gains entered in box 1a, 

the amounts entered in boxes 1b, 1c, and 1d and the tax shown in 

box 2 on the Form 2439 for each owner must agree with the 

amounts on Copy B that you received from the RIC or REIT.

2. Enter your name as “Nominee” and your address in the block 

for the RIC’s or REIT’s name and address, and the RIC’s or REIT’s 

name and address in the same block.

3. Write “Nominee” in the upper right corner of the Copy B you 

received from the RIC or REIT and attach it to the Copy A you 

completed.

4. File the Copy B you received (with an attached Copy A) with 

the Internal Revenue Service Center where you file your income tax 

return.

5. Give the actual owner Copies B and C of the forms you

complete.

6. Copy D is to be maintained by the RIC or REIT.

A nominee has 90 days after the close of the RIC’s or REIT’s tax 

year to complete items 1 through 5 above. However, a nominee 

acting as a custodian of a unit investment trust described in section 

851(f)(1) has 70 days. A nominee who is a resident of a foreign 

country has 150 days.
Form 2439

2012

Notice to Shareholder of Undistributed 

Long-Term Capital Gains

Copy D 

For records of the 

regulated 

investment 

company or the 

real estate 

investment trust.

Department of the Treasury - Internal Revenue Service

OMB No. 1545-0145

For calendar year 2012, or other tax year 

of the regulated investment company (RIC) or the 

real estate investment trust (REIT)

beginning , 2012, and

ending , 20

VOID CORRECTED

Name, address, and ZIP code of RIC or REIT

Identification number of RIC or REIT

Shareholder’s identifying number

Shareholder’s name, address, and ZIP code

1a Total undistributed long-term capital gains

1b Unrecaptured section 1250 gain

1c Section 1202 gain 1d Collectibles (28%) gain

2 Tax paid by the RIC or REIT on the box 1a gains

Form 2439 www.irs.gov/form2439
Instructions for the RIC and the REIT (Continued)

Box 1c. The section 1202 gain is the portion of box 1a that is

attributable to the sale or exchange by the RIC of qualified small

business stock issued after August 10, 1993, and held for more than 

5 years. Enter the shareholder’s allocable portion of the amount 

from box 1a attributable to a section 1202 gain. In addition, attach a 

statement that reports separately for each designated section 1202 

gain the following information: the amount of the section 1202 gain, 

the name of the corporation that issued the stock, the dates on 

which the RIC acquired and sold the stock, and the shareholder’s 

portion of the RIC’s adjusted basis and sales price of the stock.

Box 1d. Enter the shareholder’s allocable portion of the amount

from box 1a attributable to collectibles gain (28% rate gain). Do not 

include any section 1202 gain in box 1d.

Box 2. Enter the tax paid on the amount in box 1a.

Future developments. Information about any future developments 

that affect Form 2439 (such as legislation) will be posted at 

www.irs.gov/form2439.

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 average time 

is:

Recordkeeping . . . . . . . . . . . . 3 hr., 6 min.

Learning about the 

law or the form . . . . . . . . . . . . . . 47 min.

Preparing and sending 

the form to the IRS . . . . . . . . . . . . . 52 min. 

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 write to the IRS at the address 

listed in the Instructions for Form 1120-RIC or Form 1120-REIT.