Return of U.S. Persons With Respect to OMB No. 1545-1668 8865 Certain Foreign Partnerships Form

Department of the Treasury Information furnished for the foreign partnership’s tax year

Internal Revenue Service

Name of person filing this return Filer’s identifying number

Filer’s address (if you are not filing this form with your tax return) A Category of filer (see Categories of Filers in the instructions and check applicable box(es)):

1 2 3 4

Filer’s tax year beginning , 20 , and ending , 20

F1 Name and address of foreign partnership 2 EIN (if any)

3 Country under whose laws organized

Principal business

activity

Principal business 7

activity code number

Principal place 6

of business

Date of 5

organization

1

G Provide the following information for the foreign partnership’s tax year:

Name, address, and identifying number of agent (if any) in the 2 Check if the foreign partnership must file:

United States

Name and address of person(s) with custody of the books and

records of the foreign partnership, and the location of such books

and records, if different

Name and address of foreign partnership’s agent in country of 4

organization, if any

3

For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions. Form 8865 (2006)

© Attach to your tax return. See separate instructions.

(4) Check applicable box(es) (1) Name (2) Address (3) Identifying number

Category 1 Category 2

E Information about certain other partners (see instructions)

Cat. No. 25852A

4

Service Center where Form 1065 or 1065-B is filed:

8a Functional currency

D If filer is a member of a consolidated group but not the parent, enter the following information about the parent:

Name EIN

Form 1042 Form 8804 Form 1065 or 1065-B

5 Were any special allocations made by the foreign partnership? © Yes No

Enter the number of Forms 8858, Information Return of U.S. Persons With Respect To Foreign Disregarded Entities,

attached to this return (see instructions). ©

6

Address

C Filer’s share of liabilities: Nonrecourse $ Qualified nonrecourse financing $ Other $

7 How is this partnership classified under the law of the country in which it is organized? ©

Constructive owner

B

Sign Here

Only If You

Are Filing

This Form

Separately

and Not With

Your Tax

Return

Paid Preparer

Sign and

Complete 

Only If Form

is Filed

Separately.

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 general partner or limited liability company member) is

based on all information of which preparer has any knowledge.

Signature of general partner or limited liability company member Date

Preparer’s

signature

Check if

self-employed ©

Preparer’s SSN or PTIN

Firm’s name (or

yours if self-employed),

address, and ZIP code

EIN ©

Phone no. ( )

©

©

©

©

Date

Attachment

Sequence No. 118

Did the partnership own any separate units within the meaning of Regulations section 1.1503-2(c)(3) or (4)? ©

Does this partnership meet both of the following requirements?

● The partnership’s total receipts for the tax year were less than $250,000 and

● The value of the partnership’s total assets at the end of the tax year was less than $600,000.

If “Yes,” do not complete Schedules L, M-1, and M-2.

8

9

Yes No

Yes No % ©

beginning , 2006, and ending , 20

Exchange rate

(see instr.)

8b

2006
Total income (loss). Combine lines 3 through 7 

Bad debts

Form 8865 (2006) Page 2

Certain Partners of Foreign Partnership (see instructions)

Name Address Identifying number (if any)

Caution. Include only trade or business income and expenses on lines 1a through 22 below. See the instructions for more information.

1a

b

1a Gross receipts or sales

Less returns and allowances 1b 1c

2 Cost of goods sold 2

3 Gross profit. Subtract line 2 from line 1c 3

4 Ordinary income (loss) from other partnerships, estates, and trusts (attach statement) 4

Income

5 5

7

Net farm profit (loss) (attach Schedule F (Form 1040)) 

7

8

Other income (loss) (attach statement)

8

9 Salaries and wages (other than to partners) (less employment credits)

11

10 Guaranteed payments to partners

12

Rent

12

13

Interest

14 Taxes and licenses 14

13

16a Depreciation (if required, attach Form 4562) 16a

b Less depreciation reported elsewhere on return 16b

Depletion (Do not deduct oil and gas depletion.) 17

15

18

21

Other deductions (attach statement)

Deductions (see instructions for limitations)

Total deductions. Add the amounts shown in the far right column for lines 9 through 20

20

Ordinary business income (loss) from trade or business activities. Subtract line 21 from line 8

17

22

10

9

Affiliation Schedule. List all partnerships (foreign or domestic) in which the foreign partnership

owns a direct interest or indirectly owns a 10% interest.

EIN

(if any) Name Address

6 Net gain (loss) from Form 4797, Part II, line 17 (attach Form 4797) 6

11 Repairs and maintenance 

Retirement plans, etc.

19 Employee benefit programs 

20

21

22

15

18

19

Schedule A-2

Check if

foreign

person

Check if

foreign

partnership

Total ordinary

income or loss

Does the partnership have any other foreign person as a direct partner? Yes No

Constructive Ownership of Partnership Interest. Check the boxes that apply to the filer. If you

check box b, enter the name, address, and U.S. taxpayer identifying number (if any) of the

person(s) whose interest you constructively own. See instructions.

Name Address Identifying number (if any)

Schedule A

Check if

direct

partner

Schedule A-1

a Owns a direct interest b Owns a constructive interest

Check if

foreign

person

Schedule B Income Statement—Trade or Business Income

Form 8865 (2006)

16c
Form 8865 (2006) Page 3

Short-Term Capital Gains and Losses—Assets Held One Year or Less

(c) Date sold

(month, day, year)

(b) Date acquired

(month, day, year)

(d) Sales price

(see instructions)

(e) Cost or other basis

(see instructions)

(a) Description of property

(e.g., 100 shares

of “Z” Co.)

1

2 Short-term capital gain from installment sales from Form 6252, line 26 or 37 

4 Partnership’s share of net short-term capital gain (loss), including specially allocated short-term capital

gains (losses), from other partnerships, estates, and trusts 

5

Long-Term Capital Gains and Losses—Assets Held More Than One Year

6

7 Long-term capital gain from installment sales from Form 6252, line 26 or 37 

Partnership’s share of net long-term capital gain (loss), including specially allocated long-term capital

gains (losses), from other partnerships, estates, and trusts

9

10 Capital gain distributions 

Part I

Part II

3

4

5

8

9

10

2

3 Short-term capital gain (loss) from like-kind exchanges from Form 8824 

8 Long-term capital gain (loss) from like-kind exchanges from Form 8824

7

(c) Date sold

(month, day, year)

(b) Date acquired

(month, day, year)

(d) Sales price

(see instructions)

(e) Cost or other basis

(see instructions)

(a) Description of property

(e.g., 100 shares

of “Z” Co.)

(f) Gain or (loss)

Subtract (e) from (d)

Net short-term capital gain or (loss). Combine lines 1 through 4 in column (f). Enter here and on 

Form 8865, Schedule K, line 8 or 11

Net long-term capital gain or (loss). Combine lines 6 through 10 in column (f). Enter here and on

Form 8865, Schedule K, line 9a or 11

11

11

Schedule D Capital Gains and Losses

Form 8865 (2006)

(f) Gain or (loss)

Subtract (e) from (d)
Form 8865 (2006) Page 4

Partners’ Distributive Share Items

1 Ordinary business income (loss) (page 2, line 22) 1

2 Net rental real estate income (loss) (attach Form 8825) 2

3a Other gross rental income (loss) 3a

b Expenses from other rental activities (attach statement) 3b

c Other net rental income (loss). Subtract line 3b from line 3a 3c

4 Guaranteed payments

Interest income 

4

Royalties 

Income (Loss)

5 5

6

7

Other income (loss) (see instructions) Type © 

7

8 8

9a

Section 179 deduction (attach Form 4562)

9a

10 10

Deductions

11

12

Low-income housing credit (section 42(j)(5))

Credits

13b

c Qualified rehabilitation expenditures (rental real estate) (attach Form 3468)

13d

d Other rental real estate credits (see instructions) Type ©

13c(2)

e Other rental credits (see instructions) Type ©

13a

12

14a Net earnings (loss) from self-employment 14a

b Gross farming or fishing income 14b

SelfEmployment

c Gross nonfarm income 14c

17a

16b

b

16c

Post-1986 depreciation adjustment 

c

d

Depletion (other than oil and gas)

f

Alternative

Minimum Tax

(AMT) Items

Other AMT items (attach statement)

16a Name of country or U.S. possession ©

Foreign gross income sourced at partnership level

c

Deductions allocated and apportioned at partner level

d e

Deductions allocated and apportioned at partnership level to foreign source income

f

Foreign Transactions

18a 18a

Other Information

Schedule K

Adjusted gain or loss

19a

20a

Other tax-exempt income

Nondeductible expenses

b Gross income from all sources

Form 8865 (2006)

g

Passive ©

Total amount

h 16h

Net short-term capital gain (loss) 

Dividends: a Ordinary dividends 

Net long-term capital gain (loss) 

6a

b

Net section 1231 gain (loss) (attach Form 4797)

b Qualified dividends 

c

Collectibles (28%) gain (loss) 

Unrecaptured section 1250 gain (attach statement) 

6b

9c

9b

b

c

d

Contributions 

Investment interest expense 

Section 59(e)(2) expenditures: (1) Type ©

Other deductions (see instructions) Type ©

(2) Amount ©

13a

15a

b Low-income housing credit (other) 

f

15b

15c

15d

15e

15a

15f

Listed categories (attach statement) © General limitation ©

Interest expense © Other ©

16f

i Passive © j Listed categories (attach statement) © k General limitation © 16k

Oil, gas, and geothermal properties—gross income

e Oil, gas, and geothermal properties—deductions

17a

17b

17c

17d

17e

17f

l

m

Total foreign taxes (check one): ©

Reduction in taxes available for credit (attach statement) 

16l

16m

b

c

Tax-exempt interest income

b Distributions of other property 

Distributions of cash and marketable securities 

b Investment expenses 

Investment income 

c Other items and amounts (attach statement) 

18b

18c

19a

19b

20a

20b

11

Paid Accrued

Gross income sourced at partner level

Other credits (see instructions) Type ©

n Other foreign tax information (attach statement)
Form 8865 (2006) Page 5

Balance Sheets per Books. (Not required if Item G9, page 1, is answered "Yes.")

Beginning of tax year End of tax year

Assets (a) (b) (c) (d)

1 Cash

2a Trade notes and accounts receivable

b Less allowance for bad debts

3 Inventories

4 U.S. government obligations

5 Tax-exempt securities

6 Other current assets (attach statement)

7 Mortgage and real estate loans

8 Other investments (attach statement)

9a Buildings and other depreciable assets

b Less accumulated depreciation

10a Depletable assets

b Less accumulated depletion

11 Land (net of any amortization)

12a Intangible assets (amortizable only)

b Less accumulated amortization

13 Other assets (attach statement)

14 Total assets

Liabilities and Capital

15 Accounts payable

16 Mortgages, notes, bonds payable in less than 1 year

17 Other current liabilities (attach statement)

18 All nonrecourse loans 

19 Mortgages, notes, bonds payable in 1 year or more

20 Other liabilities (attach statement)

21 Partners’ capital accounts

22 Total liabilities and capital

Schedule L

Form 8865 (2006)
Form 8865 (2006) Page 6

Analysis of Partners’ Capital Accounts. (Not required if Item G9, page 1, is answered “Yes.”)

1 6 Distributions:

Net income (loss) per books 

2

Other increases (itemize): 

3

Property

7 Other decreases (itemize): 

8 Add lines 6 and 7 

5

9 Balance at end of year. Subtract

line 8 from line 5

4

Balance Sheets for Interest Allocation

1 Total U.S. assets 

2 Total foreign assets:

Listed categories (attach statement) 

Passive income category 

General limitation income category

(a)

Beginning of

tax year

(b)

End of

tax year

Reconciliation of Income (Loss) per Books With Income (Loss) per Return. (Not required if Item G9, page 

1, is answered “Yes.”)

a

Net income (loss) per books

Income included on Schedule K, 

lines 1, 2, 3c, 5, 6a, 7, 8, 9a, 10, 

and 11 not recorded on books

this year (itemize): 

b

Schedule M-1

2

1

c

Guaranteed payments (other

than health insurance)

Expenses recorded on books

this year not included on

Schedule K, lines 1 through 13d, 

and 16l (itemize):

Depreciation $

Travel and entertainment $

Add lines 1 through 4

3

4

a

b

5

Income recorded on books this

year not included on Schedule K, 

lines 1 through 11 (itemize):

6

a Tax-exempt interest $

Deductions included on Schedule

K, lines 1 through 13d, and 16l not 

charged against book income this 

year (itemize): 

a Depreciation $

Add lines 6 and 7

Income (loss). Subtract line 8

from line 5

7

8

9

Schedule M-2

Schedule M

Form 8865 (2006)

Capital contributed:

a

b

a Cash

b

Add lines 1 through 4

Cash 

Property 

Balance at beginning of year 
Important: Complete a separate Form 8865 and Schedule N for each controlled foreign partnership. Enter the totals for each type of

transaction that occurred between the foreign partnership and the persons listed in columns (a) through (d).

(b) Any domestic

corporation or partnership

controlling or controlled

by the U.S. person filing

this return

Transactions

of

foreign partnership

(a) U.S. person

filing this return

(d) Any U.S. person with a

10% or more direct interest

in the controlled foreign

partnership (other than the

U.S. person filing this return)

(c) Any other foreign

corporation or partnership

controlling or controlled

by the U.S. person filing

this return

1 Sales of inventory

2 Sales of property rights

(patents, trademarks, etc.)

Compensation received for

technical, managerial,

engineering, construction,

or like services

3

4 Commissions received 

5 Rents, royalties, and

license fees received

6 Distributions received

7 Interest received

8

Purchases of inventory

Purchases of tangible

property other than

inventory

10

11

Purchases of property

rights (patents,

trademarks, etc.)

Compensation paid for

technical, managerial,

engineering, construction,

or like services

12

13

14 Commissions paid

Rents, royalties, and

license fees paid 

Distributions paid

15

16

Interest paid 

18

9

17

19 Add lines 10 through 18

Add lines 1 through 8

Amounts loaned (enter the

maximum loan balance

during the year)—see

instructions

Amounts borrowed (enter

the maximum loan

balance during the year)

—see instructions

Other

Other

20

21

Form 8865 (2006) Page 7

Schedule N Transactions Between Controlled Foreign Partnership and Partners or Other Related Entities

Form 8865 (2006)