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IRSCredits & Incentives (8800/8900 Series)

Official form guide

Form 8883: Asset Allocation Statement Under Section 338

IRS Form 8883 is the Asset Allocation Statement Under Section 338 used to report deemed asset sales in a section 338 election. Both the old target corporation and the new target corporation must file it, attaching it to the tax return.

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Form Overview

IRS Form 8883 - Asset Allocation Statement Under Section 338

IRS Form 8883 is the Asset Allocation Statement Under Section 338 used to report deemed asset sales in a section 338 election. Both the old target corporation and the new target corporation must file it, attaching it to the tax return.

The form collects the parties’ identifying information (Parts I‑III) and details of the transaction such as acquisition date, consideration paid, liabilities, and the AGUB amount (Part IV, lines 4a‑5d).

Risk Radar

Scan points
  • 1Failing to attach Form 8883 to the tax return can trigger penalties under sections 6721‑6724.
  • 2Omitting Form 8883 when both old and new targets are required to file.
  • 3Not attaching Form 8883 to the income tax return as instructed.
  • 4Leaving line 1d blank without indicating whether a valid Form 8023 was filed.
  • 5Failing to provide the other party’s identifying number on line 2b in Part II.

Plain English

Form 8883 tells the IRS how the assets of a target corporation are allocated when a buyer makes a section 338 election. The old corporation that sold the assets and the new corporation that bought them each must complete the form and send it with their tax return.

Submission Date

  • Filing date: 2017-10-31 18:00:14
  • Preparation window: collect IDs, supporting records, and signatures in advance.
  • Final review: verify names, dates, and required fields before submission.

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Glossary Terms

Hover a term to preview the meaning.

What this form is for

  • Use this form when reporting information about a transaction that involves the deemed sale of corporate assets under a section 338 election, including both 338(g) and 338(h)(10) elections.
  • Do not use this form when the transaction is not a section 338 election.
  • Check Form 8023 instead when you need to make the section 338 election itself.

Form selector

Use this form or another form?

Making a section 338 election for a target corporation

It is the election form required before filing Form 8883

Confirm a valid and timely Form 8023 is filed

Form 8023

Reporting the deemed asset sale on an old target that is an S corporation

Form 8883 must be attached to the S corporation's income tax return

Verify the old target is filing Form 1120S

Form 1120S

Reporting for a new foreign target corporation

A copy of Form 8883 must be attached to the first Form 5471 for the new foreign target

Ensure Form 5471 is prepared for the new foreign target

Form 5471

Deadline or filing window

Not stated in the official source.

Checklist

What you need before filling it out

1

1a Name as shown on return

Taxpayer's legal name · Form 8883 line 1a

Leaving the field blank or misspelling the nameLow
2

1b Identifying number as shown on return

EIN or SSN · Form 8883 line 1b

Using an incorrect number formatMedium
3

1c Check applicable box (Old target or New target)

Selection of target type · Form 8883 line 1c

Selecting the wrong boxMedium
4

1d Was a valid and timely Form 8023 filed?

Confirmation that Form 8023 was filed on time · Form 8883 line 1d

Answering Yes without a filed Form 8023High
5

Supplemental allocation changes after the sale year

Updated asset allocation amounts · Parts I‑IV and VI of Form 8883

Forgetting to complete all required partsMedium

Before you submit

  1. 1Verify the form revision date reads Rev. October 2017.
  2. 2Confirm the correct target type (old or new) is checked on line 1c.
  3. 3Enter the exact name as shown on the tax return in line 1a.
  4. 4Enter the correct identifying number in line 1b.
  5. 5Answer line 1d accurately regarding Form 8023 filing.
  6. 6Attach Form 8883 to the appropriate income tax return (Form 1120S, consolidated return, or Form 5471).
  7. 7Sign the form where required.
  8. 8Retain a copy of the completed Form 8883 for your records.

How to file this form

  1. 1Gather the target corporation's identifying information and election status.
  2. 2Complete lines 1a‑1d on Form 8883 with accurate data.
  3. 3Attach Form 8883 to the appropriate income tax return (e.g., Form 1120S, consolidated return, or Form 5471).
  4. 4File the combined return by the due date of the tax return.
  5. 5Obtain the filing acknowledgment or acceptance from the IRS as proof of filing.

Known limitations

  1. 1Form 8883 does not apply to transactions that are not section 338 elections.
  2. 2Form 8883 is not used when only filing Form 8023 without needing allocation details.
  3. 3Form 8883 must not be mailed to the IRS address listed in the instructions; it must be attached to the tax return.

Field map

Compact field-by-field guide

6 fields

Entity Info

1 items

Taxpayer Name and TIN

Name and taxpayer ID of the entity claiming the credit.

Requiredtext

Credit Info

1 items

Credit Type

Type of credit or incentive being claimed.

Requiredselect

Calculation

2 items

Qualifying Amount

The base amount used to calculate the credit.

Requiredamount
Credit Amount

Calculated credit amount after applying formulas and limitations.

Requiredamount

Certification

1 items

Supporting Information

Detailed breakdown supporting the credit calculation.

text

Signatures

1 items

Signature

Sign and date the form.

Requiredsignature
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Current form status
IRS

Form 8883 is the Rev. October 2017 edition; the instructions direct users to www.irs.gov/Form8883 for the latest information.

What changed or needs a fresh check

  • Edition date — confirm the form reads Rev. October 2017
  • OMB number — confirm OMB No. 1545-0123 is present
  • Fee — Not stated in the official source — verify on the agency site
  • Mailing address — Not stated in the official source — verify on the agency site
  • Signature — Not stated in the official source — verify on the agency site

Quick Facts

Both the old target corporation and the new target corporation must file IRS Form 8883.
The form collects the parties’ identifying information (Parts I‑III) and details of the transaction such as acquisition date, consideration paid, liabilities, and the AGUB amount (Part IV, lines 4a‑5d).
Not stated in the official source.
Not stated in the official source.
If a correct Form 8883 is not filed by the return’s due date, the filer may be subject to penalties under IRC sections 6721‑6724.
Begin with Part I, entering the filer’s name, EIN/SSN, and checking whether it is the old or new target. Indicate if a valid Form 8023 was filed and the filing date. Complete Part II with the other party’s name and identifying number, then Part III with the target’s name, EIN, and state or country of incorporation. Finish Part IV by providing the acquisition date, stock purchase percentages, consideration, costs, liabilities, and the AGUB amount, then sign and attach the form to the income tax return.

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After you file

  1. 1Store the signed Form 8883 and attached return in your records for at least 7 years.
  2. 2Keep the copy of Form 8023 referenced in line 1d for verification.
  3. 3Monitor IRS correspondence for any notices of penalties or required corrections.
  4. 4If an error is discovered, file an amended return with a corrected Form 8883.
  5. 5Retain any supplemental allocation change forms for the year the change is taken into account.

Sources

  • SRCInstructions p.1 — purpose of Form 8883 is to report information about transactions involving the deemed sale of corporate assets under section 338.
  • SRCInstructions p.1 — both the old target and the new target must file Form 8883.
  • SRCInstructions p.1 — Form 8883 must be used to make both types of section 338 elections.
  • SRCInstructions p.1 — attach Form 8883 to the return on which the effects of the section 338 deemed sale are reported; for an S corporation target, attach to Form 1120S.
  • SRCInstructions p.1 — if the old target is the common parent of a consolidated group, attach Form 8883 to its final consolidated return ending on the acquisition date.
  • SRCInstructions p.1 — a copy of Form 8883 must be attached to the first Form 5471 for the new foreign target.
  • SRCInstructions p.1 — Supplemental Form 8883 must be completed (Parts I‑IV and VI) when allocation amounts change after the sale year.
  • SRCForm p.1 — OMB No. 1545-0123 appears on the form.
  • SRCForm p.1 — lines 1a, 1b, 1c, and 1d are listed with their descriptions.

Common confusion points

Do I need to file Form 8883 for both the old and new target?

Both the old target and the new target are required to file according to the instructions.

Verify that each party has completed its own Form 8883.

Which tax return should I attach Form 8883 to?

Attachment depends on the target’s filing status (S corporation, consolidated group, or foreign target).

Confirm the correct return (Form 1120S, consolidated return, or Form 5471) before attaching.

Is a Form 8023 required before I can file Form 8883?

Form 8883 must be used after a valid and timely Form 8023 election.

Ensure a timely Form 8023 is on file and answer line 1d accordingly.

What if the asset allocation amounts change after the sale year?

A supplemental Form 8883 must be completed for any post‑sale allocation adjustments.

Complete Parts I‑IV and VI and attach to the return for the year of the change.

Can I mail Form 8883 directly to the IRS?

The instructions state not to send Form 8883 to the listed address.

Attach Form 8883 to the appropriate tax return instead of mailing it separately.

Which box should I check on line 1c, old target or new target?

The box reflects the corporation’s role in the transaction.

Verify the corporation’s role (old or new) before checking the box.

Workflow map

Related forms and next steps

5 signals

Before

Form 8023 — makes the section 338 election.

Current

8883

After

Form 5471 — attach Form 8883 copy for a new foreign target.

Often used with

Form 1120S — attach Form 8883 for an S corporation old target.Consolidated return (Form 1120) — attach Form 8883 for a consolidated group old target.

⚠ If something goes wrong

  • Form 8023 — file a corrected election if Form 8883 is late.

Questions about IRS Form 8883

What is IRS Form 8883 used for?

Form 8883 tells the IRS how the assets of a target corporation are allocated when a buyer makes a section 338 election. The old corporation that sold the assets and the new corporation that bought them each must complete the form and send it with their tax return.

Who must file IRS Form 8883?

Both the old target corporation and the new target corporation must file IRS Form 8883.

What information does IRS Form 8883 require?

The form collects the parties’ identifying information (Parts I‑III) and details of the transaction such as acquisition date, consideration paid, liabilities, and the AGUB amount (Part IV, lines 4a‑5d).

How do I complete IRS Form 8883?

Begin with Part I, entering the filer’s name, EIN/SSN, and checking whether it is the old or new target. Indicate if a valid Form 8023 was filed and the filing date. Complete Part II with the other party’s name and identifying number, then Part III with the target’s name, EIN, and state or country of incorporation. Finish Part IV by providing the acquisition date, stock purchase percentages, consideration, costs, liabilities, and the AGUB amount, then sign and attach the form to the income tax return.

What happens if IRS Form 8883 is filed incorrectly?

If a correct Form 8883 is not filed by the return’s due date, the filer may be subject to penalties under IRC sections 6721‑6724.

Do I need to file Form 8883 for both the old and new target?

Both the old target and the new target are required to file according to the instructions. Verify that each party has completed its own Form 8883.

Which tax return should I attach Form 8883 to?

Attachment depends on the target’s filing status (S corporation, consolidated group, or foreign target). Confirm the correct return (Form 1120S, consolidated return, or Form 5471) before attaching.

Is a Form 8023 required before I can file Form 8883?

Form 8883 must be used after a valid and timely Form 8023 election. Ensure a timely Form 8023 is on file and answer line 1d accordingly.

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BrieflyGo links to and explains official public form sources. We are not a government agency, and this page is for general form guidance, not legal advice.

Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
Public DomainCreated by the U.S. federal government. Not subject to copyright (17 USC § 105). Freely copyable without restriction.
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