8308

Report of a Sale or Exchange of Certain Partnership Interests

Agency
IRS
Revision
Rev. October 2024
Fillable fields
40
Pages
1
Official source
IRS form page
Checked
October 21, 2026
Fill 8308 online
Page 1 of form 8308

Form 8308: Report of a Sale or Exchange of Certain Partnership Interests

Form 8308, Report of a Sale or Exchange of Certain Partnership Interests, is filed by a partnership. The IRS About page says partnerships file it to report the sale or exchange by a partner of all or part of a partnership interest where any money or other property received in exchange for the interest is attributable to unrealized receivables or inventory items, which it calls a section 751(a) exchange.

The form names the partnership, the transferor (the beneficial owner of the interest immediately before the transfer) and the transferee (the beneficial owner immediately after). It records the date and type of interest transferred. Part IV shows the partner's share of section 751(a) gain or loss, section 1(h)(5) collectibles gain and section 1(h)(6) unrecaptured section 1250 gain. The form says the column (c) amounts should be reported to the selling partner on their Schedule K-1 in box 20.

The form says to sign it only when it is filed by itself and not with Form 1065. You can fill out the PDF free in your browser on this page and download it without an account.

Top of page 1 of Form 8308: Report of a Sale or Exchange of Certain Partnership Interests, as printed by IRS

What's on Form 8308

Partnership information

Name, phone number, EIN and address, with a box for an amended Form 8308 or one filed in respect to an administrative adjustment request.

Part I: Transferor Information

Name, identifying number and address of the beneficial owner before the transfer, plus the record holder and foreign boxes.

Part II: Transferee Information

Name, identifying number and address of the beneficial owner after the transfer, plus a record holder box.

Part III: Transfer of Partnership Interest

The date of the sale or exchange and the type of interest: A Capital, B Preferred, C Profits or D Other.

Part IV: Partner's Share of Gain (Loss)

Three lines for section 751(a), collectibles and unrecaptured section 1250 gain, across columns (a), (b1), (b2) and (c), with K-1 box 20 codes AB, AC and AD.

Signature

A signature line for use only when the form is filed by itself and not with Form 1065.

How to fill out Form 8308

  1. 1

    Partnership information

    Enter the partnership's name, phone number, EIN and address. For a P.O. box, the form says to see the instructions. Check the box if the form is amended or filed in respect to an administrative adjustment request.

  2. 2

    Part I

    Enter the transferor's name, identifying number and address. Check the boxes if record holder information is given or the transferor is foreign.

  3. 3

    Part II

    Enter the transferee's name, identifying number and address, and check the box if record holder information is given.

  4. 4

    Part III

    Enter the date of the sale or exchange on line 1 and check the type of interest transferred on line 2.

  5. 5

    Part IV

    For each line, enter the partnership-level deemed sale gain (loss), the percentage interest and number of units transferred, and the partner-level deemed sale gain (loss) in column (c).

  6. 6

    Sign if filed alone

    Sign and date only if the form is filed by itself and not with Form 1065.

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Filing, Schedule K-1 reporting and the transferor's statement

With Form 1065 or by itself

The signature area says to sign only if the form is filed by itself and not with Form 1065.

Schedule K-1, box 20

The form says the column (c) amounts should be reported to the selling partner on their Schedule K-1 in box 20 using the relevant code.

Transferor's statement

The form says the transferor in a section 751(a) exchange is required under Regulations section 1.751-1(a)(3) to attach a statement to their return, and points to the Instructions for Form 8308.

Ordinary income notice

The Notice to Transferors says the transferor is required to treat a portion of the gain as ordinary income, and refers to Pub. 541, Partnerships.

Instructions and updates

The form says to go to www.irs.gov/Form8308 for instructions. The About page lists a January 29, 2024 update on additional time to provide complete Forms 8308 for 2023 exchanges.

Who files Form 8308?

  • Partnerships

    The partnership files the form with its name, phone number, EIN and address, to report a section 751(a) exchange by one of its partners.

  • Transferor

    Part I lists the beneficial owner of the interest immediately before the transfer. The form tells transferors that the information has been supplied to the IRS.

  • Transferee

    Part II lists the beneficial owner of the interest immediately after the transfer, with name, identifying number and address.

  • Foreign transferors and record holders

    Part I has boxes to check if the transferor is foreign and if record holder information is given. Part II has a record holder box too.

  • Who signs

    When the form is filed by itself, a partnership representative, partner or limited liability company member signs and dates it.

The About page says partnerships file Form 8308. The partner who sold or exchanged the interest and the buyer appear on it as transferor and transferee.

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Questions about Form 8308

Who files Form 8308?

The IRS About page says partnerships file it to report a partner's sale or exchange of a partnership interest in a section 751(a) exchange.

What is a section 751(a) exchange?

The About page describes it as a sale or exchange where any money or other property received for the interest is attributable to unrealized receivables or inventory items.

Does Form 8308 need a signature?

The form says to sign it only when it is filed by itself and not with Form 1065.

Where do the Part IV amounts go?

The form says the column (c) amounts should be reported to the selling partner on their Schedule K-1 in box 20, using codes AB, AC and AD.

What does the form say the transferor does?

It says the transferor is required under Regulations section 1.751-1(a)(3) to attach a statement relating to the sale or exchange to their return.

Can an amended Form 8308 be filed?

Yes. The header has a box to check for an amended Form 8308 or one filed in respect to an administrative adjustment request.