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                                          Department of the Treasury - Internal Revenue Service
Form 15254                                                                                                                          OMB Number 
(February 2021)            Request for Section 754 Revocation                                                                                        1545-2297
                               Go to www.irs.gov/Form15254 for instructions and the latest information.
Name of partnership

Employer identification number                                             Principal business activity code number (see instructions)

Number, street, and room or suite no. If a P.O. box, see the instructions.

City or town, state or province, country, and ZIP or foreign postal code

Tax year end section 754 election was made (MM/DD/YYYY)                    Revocation tax year begins (MM/DD/YYYY)

Name of contact person (see instructions)                                  Contact person’s telephone number

If Form 2848, Power of Attorney and Declaration of Representative, is attached (see instructions for when Form 2848 is required), 
check this box . . .  .  . .      . . .   .       . . . . . . . .          . . . . .               . .  . .  . . . .      . .     . .                . .
Caution: In order to prevent delays in processing this request, the partnership must provide all information required by Form 15254. 
Include any documentation in support of the request even if not specifically requested by Form 15254 and its instructions.
Part I - Information for All Requests
1. Has the partnership previously revoked a section 754 election? See instructions  .                .  . .  . . . .      .         Yes                       No
2. Does the section 754 election result in or is it expected to result in a substantial administrative burden to the 
partnership .    . .  .  . .      . . .   .       . . . . . . . .          . . . . .               . .  . .  . . . .      .         Yes                       No
a. Has the nature of the partnership’s business changed, or is it expected to change  .                   .  . . . .      .         Yes                       No
b. Has there been a substantial increase in the assets of the partnership or a change in the character of 
     partnership assets .  .      . . .   .       . . . . . . . .          . . . . .               . .  . .  . . . .      .         Yes                       No
c. Has there been, or is there expected to be, an increased frequency of retirements or shifts of 
     partnership interests  .     . . .   .       . . . . . . . .          . . . . .               . .  . .  . . . .      .         Yes                       No
3. Will the revocation of the section 754 election result in an avoidance of a reduction in the basis of 
partnership assets under section 734(b) or section 743(b)? If yes, provide documentation of the amount. 
See instructions.  .  .  . .      . . .   .       . . . . . . . .          . . . . .               . .  . .  . . . .      .         Yes                       No
Part II - Reason for the Request
In the space provided below, tell us why the partnership is filing this revocation request. Attach additional statements if needed. Attach 
supporting documents. See instructions.

         Under penalties of perjury, I declare that I have examined this form, including accompanying schedules and statements, and to the best of my knowledge 
         and belief, the form contains all the relevant facts relating to the request, and it is true, correct, and complete. Declaration of preparer (other than partner or 
         limited liability member) is based on all information of which preparer has any knowledge.
Sign     ▲                                                                                             ▲
Here
              Signature                                                                                   Date
              Type or print name below signature.                                                         Telephone number
         Print/Type preparer’s name                   Preparer’s signature                              Date                        PTIN
                                                                                                                 Check         if 
Paid                                                                                                             self-employed
Preparer Firm’s name                                                                                             Firm’s EIN
Use Only Firm’s address                                                                                          Phone no.
Catalog Number 74336R                                         www.irs.gov                                                         Form 15254 (2-2021)
For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions.

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Instructions for Form 15254, Request for Section 754 Revocation

General Instructions Who Must File
Section references are to the Internal Revenue Code unless Each partnership seeking consent to revoke its section 754
otherwise noted. election must file its own separate Form 15254.
Future Developments When to File
For the latest information about developments related to Form An application to revoke a section 754 election must be filed no
15254 and its instructions, such as legislation enacted after they later than 30 days after the close of the partnership taxable year
were published, go to www.irs.gov/form15254. with respect to which revocation is intended to take effect. See
Regulations section 1.754-1(c)(1).
Purpose of Form
Where to File
File Form 15254 to request a section 754 election revocation.
Examples of situations which may be considered sufficient reason To revoke a section 754 election, the partnership must file the
for approving an application for revocation include a change in the revocation Form 15254 request at following address:
nature of the partnership business, a substantial increase in the Department of the Treasury
assets of the partnership, a change in the character of partnership Internal Revenue Service Center
assets, or an increased frequency of retirements or shifts of Ogden, UT 84201-0011
partnership interests, so that an increased administrative burden The partnership will receive a letter either approving or denying
would result to the partnership from the election. However, no the request.
application for revocation of a section 754 election shall be
approved when the purpose of the revocation is primarily to avoid
stepping down the basis of partnership assets upon a transfer or Specific Instructions
distribution. See Regulations section 1.754-1(c).
Name(s) and Signature(s)
Section 754 Election
Enter the name of the partnership on the first line of page 1 of
Under section 754, a partnership may elect to adjust the basis of Form 15254.
partnership property when property is distributed or when a
partnership interest is transferred. Once an election is made In general, Form 15254 is filed by the partnership. Form 15254
under section 754, it applies to all distributions and to all transfers must be signed by any one of the partners or limited liability
made during the tax year and in all subsequent years unless the company members. Enter that person’s name and official title in
election is revoked. the space provided.
If there is a distribution of property, see section 734(b) and the Employer Identification Number
related regulations.
Enter the partnership’s employer identification number on the
If there is a transfer of a partnership interest, see section 743(b) second line of Form 15254.
and the related regulations. If the basis of partnership property
has been adjusted for a transferee partner under section 743(b), Principal Business Activity Code
the partnership must adjust the transferee’s distributive share of
the items of partnership income, deduction, gain, or loss in Enter the 6-digit principal business activity (PBA) code of the
accordance with Regulations section 1.743-1(j)(3) and (4). partnership. The principal business activity of the partnership is
the activity generating the largest percentage of its total receipts.
Section 734(b) Substantial Basis Reductions See the Form 1065 instructions for the partnership’s PBA code
and definition of total receipts.
In the case of partnership distributions, the partnership must
reduce the basis of its assets under section 734(b) if the sum of Address
(i) the amount of a distributee partner’s loss on the distribution
and (ii) the basis increase in the distributed properties with Include the suite, room, or other unit number after the street
respect to the distributee partner is more than $250,000. See address. If the post office does not deliver mail to the street
sections 734(b) and (d)(1). address and the filer has a P.O. box, show the box number
instead of the street address.
Section 743(b) Substantial Built-in Losses
If the partnership receives its mail in care of a third party (such as
Regardless of whether a section 754 election is in place, the an accountant or an attorney), enter “C/O” on the street address
partnership must adjust the basis in property having a substantial line, followed by the third party’s name and street address or P.O.
built-in loss immediately after a transfer of a partnership interest. box.
A partnership has a substantial built-in loss with respect to a
transfer of an interest in the partnership if - If the partnership’s address is outside the United States or its
• the partnership's adjusted basis in partnership property possessions or territories, enter the information on the line for
exceeds by more than $250,000 the fair market value of such “City or town, state or province, country, and ZIP or foreign
property, or country code”. Follow the foreign country’s practice in placing the
• the transferee partner would be allocated a loss of more than postal code in the address. Do not abbreviate the country name.
$250,000 if the partnership assets were sold for cash equal to
their fair market value immediately after such transfer.
See sections 743(b) and (d).
Catalog Number 74336R www.irs.gov Form 15254 (2-2021)

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If the partnership changes its mailing address or the
Option to Receive Correspondence by Fax
TIP responsible party after filing its return, it can notify the IRS
by filing Form 8822-B, Change of Address or Responsible A partnership that wants to receive, or wants its authorized
Party –Business. representative to receive, correspondence regarding its Form
15254 (for example, additional information letters) by fax must
Tax Year End Section 754 Election Was Made attach to Form 15254 a statement requesting this service. The
attachment also must list the authorized name(s) and fax number
The year the section 754 election was made is the last day of the (s) of the person(s) who is to receive the fax. The listed person(s)
tax year for which the election was attached to the return for that must be either authorized to sign Form 15254 or an authorized
year. representative of the filer that is included on Form 2848. For
Example. A calendar year taxpayer attached the section 754 further details on fax procedures, see section 9.04(3) of Rev.
election to its Form 1065 filed for the tax year ending December Proc. 2020-1, or successor revenue procedure.
31, 2013. The year the section 754 election was made is 2013 or Paid Preparer’s Information
December 31, 2013.
If a partner, member, or employee of the partnership completes
Revocation Tax Year Begins Form 15254, the paid preparer’s space should remain blank. In
The revocation tax year begins on the first day of the tax year the addition, anyone who prepares Form 15254 but doesn’t charge
partnership requests the revocation of its section 754 election to the partnership should not complete this section.
take effect. Generally, anyone who is paid to prepare Form 15254 must do
Example. A calendar year taxpayer filed a section 754 election the following.
for the tax year ending December 31, 2011 and applied the • Sign the form in the space provided for the preparer’s
provisions of section 734(b) and 743(b) from 2011 to 2017. The signature.
revocation request was filed within 30 days after the close of the • Fill in the other blanks in the “Paid Preparer Use Only” area of
December 31, 2018 tax year. The revocation tax year is calendar the form. A paid preparer cannot use a social security number
year 2018 or January 1, 2018. in the “Paid Preparer Use Only” box. The paid preparer must
use a preparer tax identification number (PTIN).
Contact Person
• Give the partnership a copy of the form in addition to the copy
Any Partner or LLC Member to be filed with the IRS.
A paid preparer may sign original or amended returns
The contact person must be a partner or LLC member authorized TIP by rubber stamp, mechanical device, or computer
to sign Form 15254, or the filer’s authorized representative. If this
person is someone other than the partner or LLC member software program.
authorized to sign Form 15254, you must attach Form 2848,
Power of Attorney and Declaration of Representative. When the
Part I–Information for All Requests
Form 1065 return is made for a partnership by a receiver, trustee,
or assignee, the fiduciary must sign the Form 15254, instead of Line 1. Answer “Yes” if the partnership revoked or requested
the partner or LLC member. Returns and forms signed by a permission to revoke a section 754 election in the past. Provide
receiver or trustee in bankruptcy on behalf of a partnership must the effective date of any such revocation in Part II-Reason for the
be accompanied by a copy of the order or instructions of the court Request of this form.
authorizing signing the return or form. Line 2. Answer “Yes” if the section 754 election resulted in or is
expected to result in a substantial administrative burden to the
Form 2848, Power of Attorney and partnership. Provide an explanation in Part II-Reason for the
Declaration of Representative Request of this form.
Line 2a. Answer “Yes” if the nature of the partnership’s business
Authorization to (1) represent the filer before the IRS, (2) receive has changed or is expected to change. Provide an explanation in
a copy of the decision letter, or (3) perform any other act(s) must Part II-Reason for the Request of this form.
be properly reflected on Form 2848. For further details for an
authorized representative and a power of attorney, see sections Line 2b. Answer “Yes” if there has been a substantial increase in
9.03(8) and (9) of Rev. Proc. 2020-1 or successor revenue the assets of the partnership or a change in the character of
procedure. partnership assets. Provide an explanation in Part II-Reason for
the Request of this form.
A Form 2848 must be attached to Form 15254 in order for the Line 2c. Answer “Yes” if there has been, or there is expected to
IRS to discuss a Form 15254 with the filer’s representative, even be, an increased frequency of retirements or shifts of partnership
if the filer’s representative prepared and/or signed the Form assets. Provide an explanation in Part II-Reason for the Request
15254. of this form.
If the partnership intends to have the authorized Line 3. Answer “Yes” if the revocation is expected to result in an
▲! representative receive copies of correspondence avoidance of a reduction in the basis of partnership assets under
CAUTION
regarding its Form 15254, it must check the appropriate section 734(b) or section 743(b).
box on Form 2848.

Catalog Number 74336R www.irs.gov Form 15254 (2-2021)

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Part II–Reason for the Request Paperwork Reduction Act Notice
Provide the rationale for requesting revocation of the section 754 We ask for the information on this form to carry out the Internal Revenue
election in the space provided on the form and/or in attachments. laws of the United States. You are required to give us the information. We
If you answered “Yes” to any of the questions in lines 2 or 3, need it to ensure that you are complying with these laws and to allow us
to figure and collect the right amount of tax.
provide details on the nature of the changes and the
circumstances leading to the changes. Supporting documents You are not required to provide the information requested on a form that
include but are not limited to: the background, nature and is subject to the Paperwork Reduction Act unless the form displays a valid
structure of the business entity; a copy of the original section 754 OMB control number. Books or records relating to a form or its
election; a copy of a prior request for revocation of a prior section instructions must be retained if their contents may become material in the
754 election, including any correspondence with the Internal administration of any Internal Revenue law. Generally, tax returns and
return information are confidential, as required by section 6103.
Revenue Service, section 734(b) and/or section 743(b)
calculations which apply to the revocation tax year if the The time needed to complete and file this form will vary depending on
revocation were denied; partner Schedule(s) K-1 showing how individual circumstances. The estimated average time is
the section 734(b) and/or section 743(b) adjustments were
allocated to the partner(s); depreciation and/or amortization Recordkeeping . . . . . . . . . . . . 3 hrs., 16 min.
schedules; and valuation(s). Learning about the law or the form . . . . . . 0 hrs., 34 min.
Preparing and sending the form to the IRS . . . . 1 hr., 15 min.
Approval or Denial of Revocation Request
If you have comments concerning the accuracy of these time estimates or
The Internal Revenue Service will notify the partnership of the suggestions for making this form simpler, we would be happy to hear from
revocation’s receipt for processing by contacting the partnership you. You can write to the Internal Revenue Service, Tax Forms and
at the address listed on Form 15254 whether its request for Publications, SE:W:CAR:MP:TFP, 1111 Constitution Ave. NW, IR-6526,
permission to revoke its section 754 election is approved or Washington, DC 20224. Do not send the form to this address. Instead,
denied. see Where To File above.

Catalog Number 74336R www.irs.gov Form 15254 (2-2021)

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