Application for Withholding Certificate

for Dispositions by Foreign Persons of

U.S. Real Property Interests

Form 8288-B

(Rev. December 1995) OMB No. 1545-1060

Department of the Treasury

Internal Revenue Service

1 Name of applicant Identification number

Address where you want withholding certificate sent

City, state, and ZIP code (province, postal code, and country) Applicant is:

Transferor

2 Names of all transferors (Attach additional sheets if more than one transferor.) Identification number

Address (number and street)

City, state, and ZIP code (province, postal code, and country)

3 Names of all transferees (Attach additional sheets if more than one transferee.) Identification number

Address (number and street)

City, state, and ZIP code (province, postal code, and country)

4 Description of U.S. real property transaction:

a Date of transfer (month, day, year) b Contract price $

Type of interest transferred: Associated personal property

Domestic U.S. real property holding corporation

c Real property

d Use of property at time of sale: Personal Rental or commercial Other (Attach explanation.)

e Adjusted basis $

Location and general description of property (for a real property interest), description (for personal property), or the class or

type and amount of the interest (for an interest in a U.S. real property holding corporation). See instructions.

f

Check the box to indicate the reason a withholding certificate should be issued. (See the instructions for Line 5 for information

required to be attached to Form 8288-B.)

5

a The transferor is exempt from U.S. tax or nonrecognition treatment applies.

b The transferor’s maximum tax liability is less than the tax required to be withheld.

The special installment sales rules of Rev. Proc. 88-23 allow reduced withholding. (If you are requesting a withholding

certificate under section 1445(e), see instructions.)

c

6 Does the transferor have any unsatisfied withholding liability under section 1445? Yes No

7 Is this an application for withholding under section 1445(e)? Yes No

If “Yes,” check the applicable boxes below.

a Type of transaction: 1445(e)(1) 1445(e)(2) 1445(e)(3) 1445(e)(5)

b Applicant is: Taxpayer Person required to withhold. Specify your title, such as trustee. ©

Under penalties of perjury, I declare that I have examined this application and accompanying attachments, and, to the best of my knowledge and belief, they are true,

correct, and complete.

Signature Title (if applicable) Date

For Paperwork Reduction Act Notice, see instructions. Form 8288-B (Rev. 12-95)

Transferee

Cat. No. 10128Z
Form 8288-B (Rev. 12-95) Page 3

2. Withhold 10% (or the amount the

IRS determines to be appropriate under

section 1445(e)), or the lower amount

determined by the IRS, on each

subsequent payment and, for

withholding under section 1445(a), the

interest on the deferred tax liability.

General Instructions

Section references are to the Internal

Revenue Code unless otherwise noted.

Paperwork Reduction

Act Notice

3. Pay over all amounts withheld with

Forms 8288 and 8288-A (relating to

withholding on dispositions by foreign

persons of U.S. real property interests)

and include the transferor’s (interest

holder subject to withholding under

section 1445(e)) identification number.

The IRS will normally act on an

application within 90 days of receipt of

all information necessary to make a

proper determination. The IRS will

determine whether withholding should

be eliminated or reduced or whether a

withholding certificate should not be

issued.

The time needed to complete and file

this form will vary depending on

individual circumstances. The estimated

average time is:

4. Notify the IRS before the disposition

or encumbrance of the U.S. real

property interest (of the installment

obligation under section 1445(e)), and

when it occurs, pay over the remaining

amount to be withheld.

Recordkeeping 2 hr., 4 min.

Learning about the

law or the form 1 hr., 49 min.

Any withholding certificate issued by

the IRS applies only for the limited

purpose of determining the withholding

obligation under section 1445 and does

not apply to any substantive issue that

may arise in connection with the

transfer. The acceptance of any

evidence submitted to the IRS in

connection with this application is not

binding on the IRS for any purpose other

than the withholding certificate.

However, the information submitted in

support of the withholding certificate

application may be subject to verification

by the IRS prior to issuance of a

withholding certificate.

Preparing the form 50 min.

5. Continue to withhold under a

reduced withholding certificate until an

amended certificate is issued even if the

transferor pledges the installment

obligation in exchange for all or part of

the proceeds due on the obligation and

includes in gross income under section

453A(d) the net proceeds of the secured

indebtedness.

Copying, assembling,

and sending the form

to the IRS 20 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 Tax Forms

Committee, Western Area Distribution

Center, Rancho Cordova, CA

95743-0001. DO NOT send this form to

this office. Instead, see Where To Send

Form 8288-B on this page.

Where To Send Form 8288-B.—Form

8288-B must be sent to the Director,

Philadelphia Service Center, P.O. Box

21086, Philadelphia, PA 19114-0586.

Applications for which Form 8288-B

cannot be used are described earlier

under Purpose of Form.

If you receive a withholding certificate

from the IRS and withholding is still

required, a copy of the withholding

certificate must be attached to Form

8288, U.S. Withholding Tax Return for

Dispositions by Foreign Persons of U.S.

Real Property Interests.

Purpose of Form.—Use Form 8288-B

to apply for a withholding certificate to

reduce or eliminate withholding on

dispositions by foreign persons of U.S.

real property interests. However, use this

form only for applications based on (1) a

claim that the transferor is entitled to

nonrecognition treatment or is exempt

from tax, (2) a calculation solely of the

transferor’s maximum tax liability, or

(3) the special installment sales rules of

Rev. Proc. 88-23, 1988-1 C.B. 787. Installment Sales.—A transferee is

required to withhold on the full sales

price regardless of the amount of the

payment. However, if the transferor is

not a dealer and will report gain using

the installment method under section

453, a withholding certificate allowing

reduced withholding may be obtained.

Any withholding certificate based on the

installment sale method will provide for

payment of interest on the deferred tax

liability under section 453A(c) when

applicable.

Required Attachments to Form

8288-B.—See the Specific Instructions

below to find out what information must

be attached to this form. Failure to

include all the required information and

documents on the application will cause

it to be considered incomplete and may

delay the issuance of the withholding

certificate.

Specific Instructions

Read the following instructions carefully.

In certain cases, attachments to this

form are required.

Do not use this form for applications

(1) based on an agreement for the

payment of tax with conforming security,

(2) for blanket withholding certificates

under Rev. Proc. 88-23, or (3) any

application other than the three types

described in section 3.03 of Rev. Proc.

88-23. An application for a withholding

certificate under these three categories

must be submitted to the Internal

Revenue Service Center, P.O. Box

21086, Drop Point 543/FIRPTA,

Philadelphia, PA 19114-0586. For installment sales subject to

withholding under section 1445(a) (or

1445(e)), the IRS will consider

applications for a withholding certificate

based on the transferee’s (or entity’s or

fiduciary’s) agreement to:

Line 2.—Enter the name, address, and

identification number of the transferor. If

you are filing this application as the

transferor, enter “Same as line 1” unless

you are entering another address. If you

entered an address on line 1 that is not

your actual address, enter your actual

address on line 2. If there are multiple

transferors, attach additional sheets

giving the required information about

each one.

1. Withhold and pay over 10% (or the

amount the IRS determines to be

appropriate under section 1445(e)), or

Who Can Apply for a Withholding

Certificate.—Either the transferee or the

transferor can file this application.

Withholding Certificates.—The IRS can

issue a withholding certificate to reduce

or eliminate withholding under section

1445. A certificate issued before the

transfer notifies the transferee that no

withholding or reduced withholding is

required. A certificate issued after the

transfer may authorize a normal or an

early refund. If, on the date of transfer,

an application for a withholding

certificate is or has been submitted to

the IRS, the applicable withholding is

not required to be paid over to the IRS

until the 20th day after the day that the

IRS mails the withholding certificate or

notice of denial.

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.

Regulations sections 1.1445-3 and

1.1445-6 and Rev. Proc. 88-23 describe

procedures for applying for a withholding

certificate.

the lower amount determined by the

IRS, of the down payment, including any

liabilities of the transferor (entity in the

case of section 1445(e)) assumed by the

transferee or liabilities to which the U.S.

real property interest was subject

immediately before and after the

transfer.
Form 8288-B (Rev. 12-95) Page 4

If 5b is checked, attach to Form

8288-B a calculation of the maximum

tax that can be imposed on the

disposition and evidence of the

Line 3.—Enter the name, address, and

identification number of the transferee. If

you are filing this application as the

transferee, enter “Same as line 1” unless

you are entering another address. If you

entered an address on line 1 that is not

your actual address, enter your actual

address on line 3. If there are multiple

transferees, attach additional sheets

giving the required information about

each one.

Evidence that the transferor has no

unsatisfied withholding liability.—You

must provide a calculation of the

transferor’s unsatisfied withholding

liability or evidence that it does not

exist. That liability is the amount of any

tax that the transferor was required to,

but did not, withhold and pay over under

section 1445 when the U.S. real

property interest now being transferred

was acquired or upon a prior acquisition.

The transferor’s unsatisfied withholding

liability is included in the calculation of

maximum tax liability so that it can be

satisfied by the withholding on the

current transfer.

Line 4.—On line 4a, the month, day, and

year for the “Date of transfer” must be

completed. On 4c, “Associated personal

property” means property such as

furniture sold with a building. See

Regulations section 1.897-1. For 4d, if

you check “Other” because the property

was used for both personal and rental

use, attach an explanation. On 4f, enter

the address and description of the

property, such as “10-story, 100-unit

luxury apartment building.” For the class

or type and amount of an interest, enter

information such as “10,000 shares

Class A Preferred Stock XYZ

Corporation.”

Evidence that there is no unsatisfied

withholding liability includes any of the

following: (1) evidence that the transferor

acquired the subject or prior real

property interest before 1985; (2) a copy

of Form 8288 filed and proof of

payment; (3) a copy of a withholding

certificate issued by the IRS plus a copy

of Form 8288 and proof of payment of

any amount required by that certificate;

(4) a copy of the nonforeign certificate

furnished by the person from whom the

U.S. real property interest was acquired,

executed at the time of that acquisition;

(5) evidence that the transferor

purchased the subject or prior real

property interest for $300,000 or less,

and a statement, signed by the

transferor under penalties of perjury, that

the transferor purchased the property for

use as a residence within the meaning

of Regulations section 1.1445-2(d)(1);

(6) evidence that the person from whom

the transferor acquired the subject or

prior U.S. real property interest fully paid

any tax imposed on that transaction

under section 897; (7) a copy of a notice

of nonrecognition treatment provided to

the transferor under Regulations section

1.1445-2(d)(2) by the person from whom

the transferor acquired the subject or

prior U.S. real property interest; or (8) a

statement, signed by the transferor

under penalties of perjury, explaining

why the transferor was not required to

withhold under section 1445(a) with

respect to the transferor’s acquisition of

the subject or prior real property interest.

Line 5.—If 5a is checked, attach to

Form 8288-B a brief description of the

transfer, a brief summary of the law and

facts supporting the claim of

nonrecognition or exemption, evidence

that the transferor has no unsatisfied

withholding liability, and the most recent

assessed value for state or local

property tax purposes of the interest to

be transferred, or other estimate of its

fair market value. You need not submit

supporting evidence of the value of the

property.

If 5c is checked, see Installment

Sales on page 3.

Line 6.—See Evidence that the

transferor has no unsatisfied

withholding liability above.

Line 7.—If the transaction is subject to

withholding under section 1445(e), check

the box to indicate which provision of

section 1445(e) applies. Also indicate

whether the applicant is the taxpayer or

the person required to withhold, and in

what capacity that person is required to

withhold.

A nonresident alien or foreign

corporation must also attach a

statement of the adjusted basis of the

property immediately before the

distribution or transfer. If you are

claiming nonrecognition under section

1034, relating to the rollover of the gain

on the sale of a personal residence, and

another principal residence in the United

States has not been purchased as of the

date of sale, you must also attach either

(1) a copy of the transferor’s binding

contract to buy a principal residence in

the United States having a purchase

price greater than the adjusted sales

price of the old principal residence, or

(2) the transferor’s affidavit, signed under

penalties of perjury, stating that the

transferor intends to buy another

principal residence in the United States

having a purchase price greater than the

Signature.—The application must be

signed by an individual, a responsible

corporate officer, a general partner of a

partnership, or a trustee, executor, or

other fiduciary of a trust or estate. In

addition, the application may be signed

by an authorized agent with a power of

attorney. Form 2848, Power of Attorney

and Declaration of Representative, can

be used for this purpose.

For a transaction under section

1445(e), enter information about each

foreign person, for whom adjusted

withholding is sought, who will bear

substantive income tax liability because

of the transaction subject to withholding

under section 1445(e).

If the purchase price includes personal

property not subject to taxation under

section 897, for the calculation of

maximum tax, the transferor must also

include a statement listing each item of

personal property transferred that is not

subject to section 897 and the fair

market value attributable to each item.

The fair market value claimed for such

personal property should be supported

by an independent appraisal or other

similar documentation.

transferor’s unsatisfied withholding

liability as explained above. You must

also include a statement that the

calculation and all supporting evidence

is true and correct to the best

knowledge of the transferor signed by

the transferor under penalties of perjury.

The calculation of the maximum tax

must include: (1) evidence of the amount

to be realized by the transferor, such as

a copy of the signed contract of

transfer; (2) evidence of the adjusted

basis of the property, such as closing

statements, invoices for improvements,

and depreciation schedules, or if no

depreciation schedules are submitted, a

statement of the nature of the use of the

property and why depreciation was not

allowed; (3) amounts to be recaptured

for accelerated depreciation, investment

credit, or other items subject to

recapture; (4) the maximum capital gain

and/or ordinary income tax rates

applicable to the transfer; (5) the

tentative tax owed; and (6) evidence

showing the amount of any increase or

reduction of tax to which the transferor

is subject, including any reduction to

which the transferor is entitled under a

U.S. income tax treaty. If you have a net

operating loss, see section 4.06 of Rev.

Proc. 88-23 for special rules about the

maximum tax calculation.

adjusted sales price of the old residence

by April 15 of the year following the year

of sale of the old residence. Also, the

affidavit must state that the transferor

expects to be employed or stationed in

the United States for at least 2 years

from the date of sale of the old

residence. Or you may attach a copy of

the notice required by Temporary

Regulations section 1.1445-9T(b).

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