U.S. Withholding Tax Return for

Dispositions by Foreign Persons of

U.S. Real Property Interests

Form 8288

(Rev. November 2009) OMB No. 1545-0902

Department of the Treasury

Internal Revenue Service

Complete Part I or Part II. Also complete and attach Copies A and B of Form(s) 8288-A.

(Attach additional sheets if you need more space.)

To Be Completed by the Buyer or Other Transferee Required To Withhold Under Section 1445(a)

1 Name of buyer or other transferee responsible for withholding (see page 6) Identifying number

Street address, apt. or suite no., or rural route. Do not use a P.O. box.

City or town, state, and ZIP code

2 Description and location of property acquired

3 Date of transfer 4 Number of Forms 8288-A attached 5 Amount realized on the transfer

7 Amount withheld

a

Check applicable box.

b Withholding is of a reduced amount

To Be Completed by an Entity Subject to the Provisions of Section 1445(e)

1 Name of entity or fiduciary responsible for withholding (see instructions) Identifying number

Street address, apt. or suite no., or rural route. Do not use a P.O. box.

City or town, state, and ZIP code

2 Description of U.S. real property interest transferred or distributed

3 Date of transfer 4 Number of Forms 8288-A attached

6

a

Total amount withheld

Amount subject to withholding at 35%

Complete all items that apply.

b Amount subject to withholding at 10%

c Amount subject to withholding at reduced rate

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge

and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge. Sign

Here Signature of withholding agent, partner, fiduciary, or corporate officer Title (if applicable) Date

Date Preparer’s SSN or PTIN Preparer’s

signature

Check if selfemployed 

Paid

Preparer’s

Use Only

Firm’s name (or

yours if self-employed)

and address

EIN 

ZIP code 

For Privacy Act and Paperwork Reduction Act Notice, see the instructions. Cat. No. 62260A Form 8288 (Rev. 11-2009)





Part I

Part II

6

Withholding is at 10%

5

Phone number (optional)

( )

Phone number (optional)

( )

d Large trust election to withhold at distribution
You are required to 

the taxpayer identi

numbers (TIN) of th

and transferee on 

and 8288-A. A stamped copy 

8288-A will not be provided 

transferor if the transferor’s T

included on that form. In this 

get credit for the withheld am

transferor must attach to its U

tax return substantial evidenc

withholding (for example, clo

documents) and a statement 

contains all the required infor

Forms 8288 and 8288-A inclu

transferor’s TIN.

Who Must File

A buyer or other transferee of a U.S. real

property interest, and a corporation,

qualified investment entity, or fiduciary

that is required to withhold tax, must file

Form 8288 to report and transmit the

amount withheld. If two or more persons

are joint transferees, each is obligated to

withhold. However, the obligation of

each will be met if one of the joint

transferees withholds and transmits the

required amount to the IRS.

Use Form 1042, Annual Withholding

Tax Return for U.S. Source Income of

Foreign Persons, and Form 1042-S,

Foreign Person’s U.S. Source Income

Subject to Withholding, to report and

pay over the withheld amounts.

Penalties

Under section 6651, penaltie

failure to file Form 8288 whe

for failure to pay the withhold

due. In addition, if you are re

but do not withhold tax unde

1445, the tax, including inter

collected from you. Under se

you may be subject to a pen

$10,000 for willful failure to c

pay over the tax. Corporate o

other responsible persons m

subject to a penalty under se

equal to the amount that sho

been withheld and paid over 

Purpose of Form

A withholding obligation under section

1445 is generally imposed on the buyer

or other transferee (withholding agent)

when a U.S. real property interest is

acquired from a foreign person. The

withholding obligation also applies to

foreign and domestic corporations,

qualified investment entities, and the

fiduciary of certain trusts and estates.

This withholding serves to collect U.S.

tax that may be owed by the foreign

person. Use this form to report and

transmit the amount withheld.

When To File

A transferee must file Form 8288 and

transmit the tax withheld to the IRS by

the 20th day after the date of transfer.

You must withhold even if an

application for a withholding certificate is

or has been submitted to the IRS on the

date of transfer. However, you do not

have to file Form 8288 and transmit the

withholding until the 20th day after the

day the IRS mails you a copy of the

withholding certificate or notice of

denial. But if the principal purpose for

filing the application for a withholding

certificate was to delay paying the IRS

the amount withheld, interest and

penalties will apply to the period

beginning on the 21st day after the date

of transfer and ending on the day full

payment is made.

You are not required to

withhold if any of the

Exceptions (which begin on

page 3) apply.

Installment payments. You must

withhold the full amount at the time of

the first installment payment. If you

cannot because the payment does not

involve sufficient cash or other liquid

assets, you may obtain a withholding

certificate from the IRS. See the

instructions for Form 8288-B,

Application for Withholding Certificate

for Dispositions by Foreign Persons of

U.S. Real Property Interests, for more

information.

Joint transferors. If one or more foreign

persons and one or more U.S. persons

jointly transfer a U.S. real property

interest, you must determine the amount

subject to withholding in the following

manner.

Forms 8288-A Must 

Attached

Anyone who completes Form 

also complete a Form 8288-A

Statement of Withholding on

Dispositions by Foreign Pers

Real Property Interests, for e

subject to withholding. Copie

of Form 8288-A must be atta

Form 8288. Copy C is for yo

Multiple Forms 8288-A relate

transaction can be filed with 

8288.

j()

on page 5 for information about when

withholding at 35% is required. Also see

Withholding certificate issued by the IRS

on page 4 for information about applying

for reduction or elimination of

withholding.

1. Allocate the amount realized from

the transfer among the transferors based

on their capital contribution to the

property. For this purpose, a husband

and wife are treated as having

contributed 50% each.

2. Withhold on the total amount

allocated to foreign transferors.

3. Credit the amount withheld among

the foreign transferors as they mutually

agree. The transferors must request that

the withholding be credited as agreed

upon by the 10th day after the date of

transfer. If no agreement is reached,

credit the withholding by evenly dividing

it among the foreign transferors.

The IRS will stamp Copy B 

Form 8288-A and will forwar

stamped copy to the foreign 

subject to withholding at the 

shown on Form 8288-A.

You are not required to fur

of Form 8288 or 8288-A dire

transferor. To receive credit f

withheld amount, the transfe

must attach the stamped Co

Form 8288-A to a U.S. incom

(for example, Form 1040NR o

or application for early refund 

the IRS.

TIP

Do not use Forms 8288 and 8288-A

for the following distributions.

1. A distribution of effectively

connected income by a publicly traded

partnership is subject to the withholding

requirements of section 1446.

2. A distribution from a trust that is

regularly traded on an established

securities market is subject to section

1445, but is not reported on Forms 8288

and 8288-A.

3. A distribution by a qualified

investment entity to a nonresident alien

or a foreign corporation is treated as a

dividend and is not subject to

withholding under section 1445 as a

gain from the sale or exchange of a U.S.

real property interest if:

a. The distribution is on stock regularly

traded on a securities market in the

United States, and

b. The alien or corporation did not

own more than 5% of that stock at any

time during the 1-year period ending on

the date of the distribution.

CAUTION

Definitions

Transferee. Any person, fore

domestic, that acquires a U.S

property interest by purchase

gift, or any other transfer.
is not an individual, even if th

is acquired for an individual.

2. Transferor not a foreig

You receive a certification of 

status from the transferor, sig

penalties of perjury, stating th

transferor is not a foreign per

containing the transferor’s na

address, and identification nu

(social security number (SSN

employer identification numb

The transferor can give the ce

to a qualified substitute (defin

page). The qualified substitut

a statement, under penalties 

that the certification is in the 

substitute’s possession. If yo

certification (or statement), th

withholding tax cannot be co

you unless you knew that the 

(or statement) was false or yo

a notice from your agent, the 

agent, or the qualified substit

was false. The certification m

signed by the individual, a res

officer of a corporation, a gen

of a partnership, or the truste

or fiduciary of a trust or estat

You may also use other m

determine that the transferor 

foreign person. But if you do

later determined that the tran

foreign person, the withholdi

be collected from you.

A foreign corporation elect

treated as a domestic corpor

section 897(i) must attach to 

certification a copy of the

acknowledgment of the elect

from the IRS. The acknowled

state that the information req

Regulations section 1.897-3 

determined to be complete. 

acknowledgment is not attac

may not rely on the certificat

any certification of nonforeig

receive in your records for 5 

the year of transfer.

U.S. real property interest. Any interest,

other than an interest solely as a creditor,

in:

1. Real property located in the United

States or the U.S. Virgin Islands.

2. Certain personal property

associated with the use of real property.

3. A domestic corporation, unless it is

shown that the corporation was not a

U.S. real property holding corporation

during the previous 5 years (or during the

period in which the transferor held the

interest, if shorter).

A U.S. real property interest does not

include:

1. An interest in a domestically

controlled qualified investment entity.

2. An interest in a corporation that has

disposed of all its U.S. real property

interests in transactions in which the full

amount of any gain was recognized as

provided in section 897(c)(1)(B).

3. An interest in certain publicly traded

corporations, partnerships, and trusts.

See Regulations sections 1.897-1 and

-2 for more information. Also see

Transferred property that is not a U.S.

real property interest on page 4.

Amount realized. The sum of the cash

paid or to be paid (not including interest

or original issue discount), the fair market

value of other property transferred or to

be transferred, and the amount of any

liability assumed by the transferee or to

which the U.S. real property interest is

subject immediately before and after the

transfer. Generally, the amount realized

for purposes of this withholding is the

sales or contract price.

Date of transfer. The first date on which

consideration is paid or a liability is

assumed by the transferee. However, for

purposes of sections 1445(e)(2), (3), and

(4), and Regulations sections

1.1445-5(c)(1)(iii) and 1.1445-5(c)(3), the

date of transfer is the date of distribution

that creates the obligation to withhold.

Payment of consideration does not

include the payment before passage of

legal or equitable title of earnest money

(other than pursuant to an initial

purchase contract), a good-faith deposit,

or any similar amount primarily intended

to bind the parties to the contract and

subject to forfeiture. A payment that is

not forfeitable may also be considered

earnest money, a good-faith deposit, or a

similar sum.

Exceptions

You are not required to withhold if any of

the following applies.

1. Purchase of residence for

$300,000 or less. One or more

individuals acquire U.S. real property for

use as a residence and the amount

realized (sales price) is not more than

$300,000. A U.S. real property interest is

acquired for use as a residence if you or

a member of your family has definite

plans to reside in the property for at least

50% of the number of days the property

is used by any person during each of the

first two 12-month periods following the

date of transfer. Do not take into account

the number of days the property will be

vacant in making this determination. No

form or other document is required to be

filed with the IRS for this exception;

however, if you do not in fact use the

property as a residence, the withholding

tax may be collected from you.

Foreign person. A nonresident alien

individual, a foreign corporation that

does not have a valid election under

section 897(i) to be treated as a domestic

corporation, a foreign partnership, a

foreign trust, or a foreign estate. A

resident alien individual is not a foreign

person.

Withholding agent. For purposes of this

return, this means the buyer or other

transferee who acquires a U.S. real

property interest from a foreign person.

A disregarded entity may n

that it is the transferor for U.

purposes. Rather, the owner 

disregarded entity is treated 

transferor of the property and 

provide the certificate of non

status to avoid withholding u

section 1445.

entity cannot be the transferor for

purposes of section 1445. Instead, the

person considered as owning the assets

of the disregarded entity for federal tax

purposes is regarded as the transferor.

A disregarded entity for these purposes

means an entity that is disregarded as

an entity separate from its owner under

Regulations section 301.7701-3, a

qualified real estate investment trust

subsidiary as defined in section 856(i), or

a qualified subchapter S subsidiary

under section 1361(b)(3)(B).

Qualified investment entity. A qualified

investment entity is:

● A real estate investment trust (REIT), and

y q

investment entity. A qualified

investment entity is domestically

controlled if at all times during the testing

period less than 50% in value of its stock

was held, directly or indirectly, by foreign

persons. The testing period is the shorter

of (a) the 5-year period ending on the

date of the disposition (or distribution), or

(b) the period during which the entity was

in existence.

Late notice of false certif

after the date of transfer, you 

notice from your agent, the t

agent, or the qualified substi

certification of nonforeign sta

you do not have to withhold 

consideration paid before yo

the notice. However, you mu

the full 10% of the amount re

Qualified substitute. For this purpose, a

qualified substitute is (a) the person

(including any attorney or title company)

responsible for closing the transaction,

other than the transferor’s agent, and

(b) the transferee’s agent.
5. Withholding certificate issued by

the IRS. A withholding certificate may

be issued by the IRS to reduce or

eliminate withholding on dispositions of

U.S. real property interests by foreign

persons. Either a transferee or transferor

may apply for the certificate. The

certificate may be issued if:

6. No consideration paid. The

amount realized by the transferor is zero

(for example, the property is transferred

as a gift and the recipient does not

assume any liabilities or furnish any

other consideration to the transferor).

8. Property acquired by a

governmental unit. The property is

acquired by the United States, a U.S.

state or possession or political

subdivision, or the District of Columbia.

7. Options to acquire U.S. real

property interests. An amount is

realized by the grantor on the grant or

lapse of an option to acquire a U.S. real

property interest. However, withholding

is required on the sale, exchange, or

exercise of an option.

An application for a withholding

certificate must comply with the

provisions of Regulations sections

1.1445-3 and 1.1445-6 and Rev. Proc.

2000-35, 2000-35 I.R.B. 211. You can

find Rev. Proc. 2000-35 on page 211 of

Internal Revenue Bulletin 2000-35 at

www.irs.gov/pub/irs-irbs/irb00-35.pdf.

In certain cases, you may use

Form 8288-B to apply for a withholding

certificate. The IRS will normally act on

an application by the 90th day after a

complete application is received.

If you receive a withholding certificate

from the IRS that excuses withholding,

you are not required to file Form 8288.

However, if you receive a withholding

certificate that reduces (rather than

eliminates) withholding, there is no

exception to withholding, and you are

required to file Form 8288. Attach a

copy of the withholding certificate to

Form 8288. See When To File on page 2

for more information.

a. Reduced withholding is appropriate

because the 10% or 35% amount

exceeds the transferor’s maximum tax

liability,

b. The transferor is exempt from U.S.

tax or nonrecognition provisions apply,

or

c. The transferee or transferor enters

into an agreement with the IRS for the

payment of the tax.

Liability of Agents

If you (or the qualified substi

received (a) a transferor’s ce

nonforeign status or (b) a co

statement that an interest is 

real property interest, and th

transferee’s or transferor’s ag

substitute, knows the docum

the agent (or substitute) mus

If notification is not provided

(or substitute) will be liable fo

that should have been withhe

to the extent of the agent’s (

substitute’s) compensation fr

transaction.

No particular form is required for this

notice. By the 20th day after the date of

transfer, you must send a copy of the

notice of nonrecognition (with a cover

letter giving your name, address, and

identification number) to the Ogden

Service Center, P.O. Box 409101,

Ogden, UT 84409. See Regulations

section 1.1445-2(d)(2) for more

information on the transferor’s notice of

nonrecognition.

likekind exchanges that have not been

completed when it is time to file Form

8288. In these cases, a withholding

certificate issued by the IRS, as

described next, must be obtained.

Generally, no withholding is required

on the acquisition of an interest in a

foreign corporation. However,

withholding may be required if the

foreign corporation has made the

election under section 897(i) to be

treated as a domestic corporation.

4. Transferor’s nonrecognition of

gain or loss. You may receive a notice

from the transferor signed under

penalties of perjury stating that the

transferor is not required to recognize

gain or loss on the transfer because of a

nonrecognition provision of the Internal

Revenue Code (see Temporary

Regulations section 1.897-6T(a)(2)) or a

provision in a U.S. tax treaty. You may

rely on the transferor’s notice unless

(a) only part of the gain qualifies for

nonrecognition or (b) you know or have

reason to know that the transferor is not

entitled to the claimed nonrecognition

treatment.

Late notice of false statement. If,

after the date of transfer, you receive a

notice that the statement is false, see Late

notice of false certification on page 3.

withheld and paid to the IRS. These

amounts must be reported and

transmitted to the IRS by the 20th day

following the date of each payment.

3. Transferred property that is not a

U.S. real property interest. You acquire

an interest in property that is not a U.S.

real property interest (defined on page 3).

A U.S. real property interest includes

certain interests in U.S. corporations, as

well as direct interests in real property

and certain associated personal

property.

No withholding is required on the

acquisition of an interest in a domestic

corporation if (a) any class of stock of

the corporation is regularly traded on an

established securities market, or 

(b) the transferee receives a statement

issued by the corporation that the

interest is not a U.S. real property

interest, unless you know that the

statement is false or you receive a

notice from your agent or the

transferor’s agent that the statement is

false. A corporation’s statement may be

relied on only if it is dated not more than

30 days before the date of transfer.

treated as a distribution of a 

property interest only becaus

interest in the entity was disp

an applicable wash sale tran

section 897(h)(5).

Late filing of certification o

You may be eligible for relief 

filing if a statement or notice 

provided to the relevant pers

IRS by the specified deadline 

have reasonable cause for th

make a timely filing. Once yo

aware that you have failed to 

certain certificates or notices

file the required certification 

with the appropriate person o

Also include the following.

For more information, see R

2008-27, 2008-21 I.R.B. 1014, 

www.irs.gov/irb/2008-21_IRB/a

● A statement at the top of th

document(s) that it is “FILED 

TO REV. PROC. 2008-27”.

● An explanation describing 

failure was due to reasonable 

Within the explanation, provid

filed with, or obtained from, a

appropriate person the requir

certification or notice.

The completed certification o

attached to the explanation m

sent to the Ogden Service C

Box 409101, Ogden, UT 844

If you (or the substitute) re

notice of false certification or 

from your agent, the transfer

or qualified substitute, you m

withhold tax as if you had no

certification or statement. Se

notice of false certification on 

An “agent” is any person w

represents the transferor or t

any negotiation with another 

another person’s agent) relat

transaction or in settling the 

For purposes of section 1445

transferor’s or transferee’s ag

person who represents or ad
1. The foreign person’s int

corporation is a U.S. real pro

interest under section 897, a

2. The property is distribut

redemption of stock under se

in liquidation of the corporati

sections 331 through 341, or 

respect to stock under sectio

is not made out of the earnin

profits of the corporation.

No withholding or reduced 

is required if the corporation 

withholding certificate from t

Section 1445(e)(4) Transa

Section 1445(e)(5) Transa

Large trust election. Trusts with

more than 100 beneficiaries may make

an election to withhold upon distribution

rather than at the time of transfer. The

amount to be withheld from each

distribution is 35% of the amount

attributable to the foreign beneficiary’s

proportionate share of the current

balance of the trust’s section 1445(e)(1)

account. This election does not apply to

any qualified investment entity or to any

publicly traded trust. Special rules apply

to large trusts that make recurring sales

of growing crops and timber.

Section 1445(e)(2) Transactions

A foreign corporation that distributes a

U.S. real property interest must generally

withhold 35% of the gain recognized by

the corporation. No withholding or

reduced withholding is required if the

corporation receives a withholding

certificate from the IRS.

fair market value of the prop

distributed if:

No withholding is required un

1445(e)(4), relating to certain 

distributions by domestic or 

partnerships, trusts, and esta

the effective date of a Treasu

under section 897(e)(2)(B)(ii) a

The transferee of a partnersh

must withhold 10% of the am

realized on the disposition by 

partner of an interest in a dom

foreign partnership in which a

of the value of the gross asse

of U.S. real property interests 

least 90% of the value of the 

assets consists of U.S. real p

interests plus any cash or cas

equivalents. However, no wit

required under section 1445(

dispositions of interests in ot

partnerships, trusts, or estate

effective date of a Treasury D

under section 897(g). No with

required if, no earlier than 30 

the transfer, the transferee re

statement signed by a genera

under penalties of perjury tha

50% of the value of the gross 

the partnership does not con

real property interests or that 

90% of the value of the gross 

does not consist of U.S. real 

interests plus cash or cash eq

The transferee may rely on th

unless the transferee knows 

the transferee receives a false 

notice pursuant to Regulation

1.1445-4.

Trusts and estates. If a domestic trust

or estate disposes of a U.S. real

property interest, the amount of gain

realized must be paid into a separate

“U.S. real property interest account.” For

these purposes, a domestic trust is one

that does not make the “large trust

election” (explained below), is not a

qualified investment entity, and is not

publicly traded. The fiduciary must

withhold 35% of the amount distributed

to a foreign person from the account

during the tax year of the trust or estate

in which the disposition occurred. The

withholding must be paid over to the IRS

within 20 days of the date of distribution.

Special rules apply to grantor trusts. See

Regulations section 1.1445-5 for more

information and how to compute the

amount subject to withholding.

No withholding will be required with

respect to an interest holder if the entity

or fiduciary receives a certification of

nonforeign status from the interest

holder. An entity or fiduciary may also

use other means to determine that an

interest holder is not a foreign person,

but if it does so and it is later determined

that the interest holder is a foreign

person, the withholding may be collected

from the entity or fiduciary.

A trust’s section 1445(e)(1) account is

the total net gain realized by the trust on

all section 1445(e)(1) transactions after

the date of the election, minus the total

of all distributions made by the trust

after the date of the election from such

total net gain. See Regulations section

1.1445-5(c)(3) for more information.

Entities Subject to Section

1445(e)

Withholding is required on certain

distributions and other transactions by

domestic or foreign corporations,

qualified investment entities, trusts, and

estates. A domestic trust or estate must

withhold 35% of the amount distributed

to a foreign beneficiary from a “U.S. real

property interest account” that it is

required to establish under Regulations

section 1.1445-5(c)(1)(iii). A foreign

corporation that has not made the

election under section 897(i) must

withhold 35% of the gain it recognizes

on the distribution of a U.S. real property

interest to its shareholders. Certain

domestic corporations are required to

withhold tax on distributions to foreign

shareholders.

No withholding is required on the

transfer of an interest in a domestic

corporation if any class of stock of the

corporation is regularly traded on an

established securities market. Also, no

withholding is required on the transfer of

an interest in a publicly traded

partnership or trust.

A person is not treated as an agent if

the person only performs one or more of

the following acts in connection with the

transaction:

1. Receiving and disbursing any part

of the consideration.

2. Recording any document.

3. Typing, copying, and other clerical

tasks.

4. Obtaining title insurance reports

and reports concerning the condition of

the property.

5. Transmitting documents between

the parties.

6. Functioning exclusively in his or her

capacity as a representative of a

condominium association or cooperative

housing corporation. This exemption

includes the board of directors, the

committee, or other governing body.

partners and must file Form 8804, Annual

Return for Partnership Withholding Tax

(Section 1446), and Form 8805, Foreign

Partner’s Information Statement of

Section 1446 Withholding Tax. A publicly

traded partnership or nominee generally

must withhold tax under section 1446 on

distributions to its foreign partners and

must file Forms 1042 and 1042-S.

Because a domestic partnership that

disposes of a U.S. real property interest

is required to withhold under section

1446, it is not required to withhold under

section 1445(e)(1).

Section 1445(e)(6) Transa

A qualified investment entity 

withhold 35% of a distributio

nonresident alien or a foreign 

that is treated as gain realize

sale or exchange of a U.S. re

interest. No withholding unde

1445 is required on a distribu
Privacy Act and Paperwork Reduction

Act Notice. We ask for the information

on this form to carry out the Internal

Revenue laws of the United States.

Section 1445 generally imposes a

withholding obligation on the buyer or

other transferee (withholding agent) when

a U.S. real property interest is acquired

from a foreign person. Section 1445 also

imposes a withholding obligation on

certain foreign and domestic

corporations, qualified investment

entities, and the fiduciary of certain trusts

and estates. This form is used to report

and transmit the amount withheld.

The time needed to compl

these forms will vary depend

individual circumstances. The 

average times are:

Form 8288 

Recordkeeping

Learning about

the law or the 

form

Preparing and

sending the form

to the IRS

If you have comments con

accuracy of these time estim

suggestions for making these 

simpler, we would be happy 

you. You can write to the Inte

Revenue Service, Tax Produc

Coordinating Committee,

SE:W:CAR:MP:T:T:SP, 1111 

Ave. NW, IR-6526, Washingto

20224. Do not send the form

address. Instead, see Where 

page 2.

You are not required to pro

information requested on a fo

subject to the Paperwork Red

unless the form displays a va

control number. Books or rec

relating to a form or its instru

be retained as long as their c

become material in the admin

any Internal Revenue law. Ge

returns and return information 

confidential, as required by s

Lines 2. Enter the location and a

description of the property, including any

substantial improvements (for example,

“12-unit apartment building”). In the case

of interests in a corporation that

constitute a U.S. real property interest,

enter the class or type and amount of the

interest (for example, “10,000 shares

Class A Preferred Stock XYZ

Corporation”).

Part II, line 3. If you are a qualified

investment entity, domestic trust or

estate, or you make the large trust

election, enter the date of distribution.

Lines 4. Copies A and B of each Form

8288-A should be counted as one form.

Internal Revenue laws and to 

figure and collect the right am

Failure to provide this inform

timely manner, or providing f

information, may subject you 

penalties. Routine uses of th

information include giving it t

Department of Justice for civ

criminal litigation, and to citie

and the District of Columbia 

the administration of their tax 

may also disclose this inform

other countries under a tax t

federal and state agencies to 

federal nontax criminal laws, 

law enforcement and intellige

agencies to combat terrorism

For a nonresident alien individual who

is not eligible for an SSN, this is an IRS

individual taxpayer identification number

(ITIN). If the individual does not already

have an ITIN, he or she must apply for

one by attaching the completed Form

8288 to a completed Form W-7,

Application for IRS Individual Taxpayer

Identification Number, and forwarding

the package to the IRS at the address

given in the Form W-7 instructions.

5 hr., 15 min. 

5 hr., 8 min. 

6 hr., 38 min. 

Lines 1. In Part I, enter the name,

address, and identifying number of the

buyer or other transferee responsible for

withholding under section 1445(a). Do

not enter the name, address, and

identifying number of a title company,

mortgage company, etc. unless it

happens to be the actual buyer or

transferee.

Identifying number. For a U.S.

individual, this is a social security

number (SSN). For any entity other than

an individual (for example, corporation,

qualified investment entity, estate, or

trust), this is an employer identification

number (EIN). If you do not have an EIN,

you can apply for one online at

www.irs.gov/smallbiz or by telephone at

1-800-829-4933. Also, you can file Form

SS-4, Application for Employer

Identification Number, by fax or mail.

The IRS will contact the

person or entity listed on

line 1 to resolve any problems

that may arise concerning

underwithholding and/or penalties.

In Part II, enter the name, address,

and identifying number of the entity or

fiduciary responsible for withholding

under section 1445(e). Do not enter the

name, address, and identifying number

of a title company, mortgage company,

etc. unless it happens to be the actual

entity responsible for withholding under

section 1445(e).

CAUTION

Specific Instructions

Complete only Part I or

Part II.

Example 1. B, a corporation,

purchases a U.S. real property interest

from F, a foreign person. On settlement

day, the settlement agent pays off

existing loans, withholds 10% of the

amount realized on the sale, and

disburses the remaining amount to F. B,

not the agent, must complete Part I of

Form 8288 and Form 8288-A.

Example 2. C, a domestic

corporation, distributes property to F, a

foreign shareholder whose interest in C

is a U.S. real property interest. The

distribution is in redemption of C’s stock

(section 1445(e)(3) transaction). C must

withhold 10% of the fair market value of

the property distributed to F. C must

complete Part II of Form 8288, and Form

8288-A.

CAUTION

of that stock at any time during the

1-year period ending on the date of

distribution.