Form 8308, Report of a Sale or Exchange of Certain Partnership Interests
Form 8308 is filed by a partnership when a partner sells or exchanges an interest involving unrealized receivables or inventory items. Fill in the official IRS PDF below and download it.
This is the genuine IRS PDF, unmodified. Source: IRS official page.
What is 8308?
Form 8308, Report of a Sale or Exchange of Certain Partnership Interests, reports what the tax law calls a section 751(a) exchange: a sale or exchange of a partnership interest where any of the money or property received is attributable to unrealized receivables or inventory items. Those items can turn part of a partner’s gain from capital into ordinary income.
The partnership, not the selling partner, files the form. It is generally attached to the partnership’s Form 1065 for the year of the exchange, and the partnership must also furnish statements with the required information to both the transferor and the transferee. Recent revisions ask for more detail about the ordinary income portion, so check the current form and instructions.
Who files 8308?
- Partnerships whose partner sold or exchanged all or part of an interest in a section 751(a) exchange
- Partnerships holding unrealized receivables, such as rights to payment for services or goods
- Partnerships with appreciated inventory whose partners transfer interests during the year
- LLCs taxed as partnerships when a member interest changes hands under these rules
How to fill out 8308
- Enter the partnership’s name, address, and EIN at the top, along with the return year.
- Identify the transferor partner and the transferee, including names, addresses, and TINs.
- Enter the date of the sale or exchange.
- Complete the section reporting the transferor’s share of section 751 gain or loss and related amounts, as required on the current revision.
- Download the PDF, attach the form to the partnership’s Form 1065 for the year of the exchange, and furnish copies or statements to the transferor and transferee by the deadline in the instructions.
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Frequently asked questions
Who files Form 8308, the partner or the partnership?
The partnership files it, generally as an attachment to its Form 1065 for the year of the exchange. The selling partner reports the sale itself on their own return, using the information the partnership provides.
What is a section 751(a) exchange?
A sale or exchange of a partnership interest where part of the price reflects the partnership’s unrealized receivables or inventory items. That portion of the partner’s gain is taxed as ordinary income rather than capital gain.
Do the partners get a copy?
Yes. The partnership must furnish the required statement to both the transferor and the transferee by the due date in the instructions, so they can report the exchange correctly on their own returns.