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                                                                                                     Department of the Treasury
                                                                                                     Internal Revenue Service
Instructions for Form 8038-T

(Rev. October 2021)
Arbitrage Rebate, Yield Reduction, and Penalty in Lieu of Arbitrage Rebate

Section references are to the Internal Revenue 2. Yield reduction payments.                 Note.    Regulations section 1.148-3(b) 
Code unless otherwise noted.                                                                provides that as of any date, the rebate 
                                               3. The penalty:                              amount for an issue is the excess of the 
Future Developments                                In lieu of arbitrage rebate; or        future value, as of that date, of all receipts 
For the latest information about                   To terminate the election to pay a     on nonpurpose investments over the 
                                                     penalty in lieu of arbitrage rebate.
developments related to Form 8038-T and                                                     future value, as of that date, of all 
its instructions, such as legislation          4. Penalties and interest on the failure to  payments on nonpurpose investments. 
enacted after they were published, go to           pay on time any amounts in 1-3           The definitions of payments and receipts 
IRS.gov/Form8038T.                                 above.                                   in Regulations section 1.148-3(d), in part, 
                                                                                            require inclusion of transactions 
                                               Issuers of QZABs issued under section        (including, but not limited to, acquisition, 
General Instructions                           1397E or section 54E, as applicable, that    earnings, and return of principal) on a date 
                                               establish a defeasance escrow under the      for each nonpurpose investment. Any 
Purpose of Form                                Regulations must file Form 8038-T to pay     cash flow representation to the contrary 
Under section 148(f), interest on a state or   100% of the investment earnings on           may result in the understatement of rebate 
local bond is not tax-exempt unless the        amounts in the defeasance escrow.            amount. Yield reduction payments are 
issuer of the bond rebates to the United       Applicable Regulations                       determined using payments and receipts 
States arbitrage profits earned from                                                        as described in Regulations section 
investing proceeds of the bond in higher       General                                      1.148-5(b)(1).
yielding nonpurpose investments. Issuers       Unless otherwise stated, regulation 
of tax-exempt bonds and any other bonds        sections referenced in these instructions    Exceptions
subject to the provisions of section 148       are to the 1993 regulations, as amended. 
must use this form to make arbitrage           Generally, an issuer may apply these         A number of exceptions may relieve an 
rebate and related payments.                   regulations to bonds that are outstanding    issuer of the rebate requirement for all or a 
Mortgage revenue bonds.      Section           on July 8, 1997. For the 1993 regulations,   part of an issue of bonds.
143(g)(3) provides special arbitrage           see T.D. 8476, 1993-2 C.B. 13, and T.D.      Note.    The following exceptions may 
rebate rules for qualified mortgage bonds      8538, 1994-1 C.B. 26. For the 1997           apply only to a portion of an issue. In such 
and qualified veterans' mortgage bonds.        amendments to the 1993 regulations, see      cases, the rebate requirement continues 
Under these special rules, issuers may         T.D. 8718, 1997-1 C.B. 47. The 1992          to apply to the portion of the issue not 
pay the rebate either to mortgagors, or if     regulations generally apply to bonds         covered by the exception.
an election is made before issuance of the     issued before July 1, 1993. For the 1992 
bond, to the United States. Use this form      regulations, see T.D. 8418, 1992-1 C.B.      Small issuer exception.   The rebate 
only if you have elected to pay the rebate     29.                                          requirement does not apply to certain 
to the United States.                                                                       bonds issued by governmental units 
Qualified Zone Academy Bonds                   Special Rules                                issuing no more than $5 million of bonds in 
                                                                                            a calendar year.
(QZABs) issued under section 1397E.            For rules on computing the arbitrage         The exception is modified as follows: a 
A QZAB is a bond issued by a state or          rebate for mortgage revenue bonds, see       governmental unit may issue up to $10 
local government to finance certain            Temporary Regulations section                million in bonds after 1997 ($15 million 
eligible public school purposes. An issuer     6a.103A-2(i)(4).                             after 2001) per calendar year, provided no 
of QZABs issued under section 1397E or 
section 54E, if applicable, may establish a    For rules on computing the arbitrage         more than $5 million of proceeds are used 
defeasance escrow to cure a failure to         rebate for bonds subject to section 103(c)   to finance expenditures other than public 
properly use QZAB proceeds. An issuer          (6)(D) of the 1954 Code, see Temporary       school capital expenditures. See section 
must pay any investment earnings on            Regulations section 1.103-15AT, T.D.         148(f)(4)(D) and Regulations section 
amounts in the defeasance escrow that          8005, 1985-1 C.B. 39, if the issuer has not  1.148-8.
are in excess of the yield on the issue. In    applied the later regulations.               6-month exception.   The rebate 
determining the yield on the issue, the                                                     requirement is considered to be met for 
credit allowed is disregarded. Use this        For QZABs issued under section               gross proceeds of an issue (as defined in 
form to make payments of investment            1397E and section 54E, see Regulations       Regulations section 1.148-7(c)(3)) if those 
earnings on amounts in defeasance              T.D. 9495.                                   gross proceeds are spent within 6 months 
escrows. See Regulations section                                                            of the issue date. The 6-month exception 
1.1397E-1(h)(8)(ii)(C).                        Arbitrage Rebate
                                                                                            is the only exception available for 
                                               Computation of Arbitrage Rebate              refunding issues.
Note. Use a separate Form 8038-T for                                                        See section 148(f)(4)(B) and 
each issue.                                    The rebate amount for an issue is based 
                                               on the difference between the amount         Regulations section 1.148-7(a)–(c).
Who Must File                                  actually earned on nonpurpose                18-month exception.  The rebate 
Issuers of tax-exempt bonds and any            investments and the amount that would        requirement is considered to be met for 
other bonds subject to the provisions of       have been earned if those investments        gross proceeds of an issue if those gross 
section 148 must file Form 8038-T to pay:      had a yield equal to the yield on the issue. proceeds are spent according to an 
1. Arbitrage rebate.

Oct 06, 2021                                              Cat. No. 30066E



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18-month expenditure schedule measured         Agreement Program for Tax-Exempt               QZABs. The issuer must pay 100% of the 
from the issue date.                           Bonds and Tax Credit Bonds.                    investment earnings on amounts in a 
See Regulations section 1.148-7(a),            Where To File                                  defeasance escrow established for an 
(b), and (d).                                                                                 issue of QZABs under section 1397E or 
                                               File Form 8038-T and any attachments at        section 54E, as applicable, at the same 
2-year exception.   The “available             the following address.                         time and in the same manner as arbitrage 
construction proceeds” of a construction 
                                                                                              rebate payments.
issue are treated as meeting the rebate        Department of the Treasury
requirement if those proceeds are spent in     Internal Revenue Service Center                Failure To Pay Timely
accordance with a 2-year expenditure           Ogden, UT 84201–0027                           In general, a failure to pay the required 
schedule measured from the issue date.                                                        amounts of arbitrage rebate, yield 
See section 148(f)(4)(C) and                   Private delivery services. You can use         reduction, or penalty payments on time 
Regulations section 1.148-7(a), (b), and       certain private delivery services (PDS)        may cause bonds to be treated as not 
(e)–(j).                                       designated by the IRS to meet the “timely      being, and as never having been, 
Exception for certain investments.     The     mailing as timely filing/paying” rule for tax  tax-exempt.
rebate requirement generally does not          returns and payments. Go to IRS.gov/PDS 
                                                                                              If the failure is not due to willful neglect, 
apply to gross proceeds that are invested      for the current list of designated services.
                                                                                              the failure will be disregarded if the issuer 
in certain tax-exempt bonds, certain           The PDS can tell you how to get written        promptly pays a penalty to the United 
tax-exempt mutual funds, or certain            proof of the mailing date.                     States.
demand deposit securities purchased            For the IRS mailing address to use if          For governmental and qualified 501(c)
directly from the United States Treasury.      you’re using PDS, go to IRS.gov/               (3) bonds, the penalty equals 50% of the 
Penalty in Lieu of Arbitrage                   PDSstreetAddresses.                            rebate amount not paid when required to 
Rebate                                                  PDS can’t deliver items to P.O.       be paid, plus interest on that amount. 
Penalty. An issuer may elect to pay a          CAUTION! Postal Service to mail any item to    Otherwise, the penalty equals 100% of the 
                                                        boxes. You must use the U.S. 
                                                                                              rebate amount not paid when required to 
penalty in lieu of rebating arbitrage for the  an IRS P.O. box address.                       be paid, plus interest on that amount.
available construction proceeds of an 
                                                                                              The penalty is generally waived if the 
issue if the spending requirements of the      When To File                                   rebate amount plus interest is paid within 
2-year exception are not satisfied. The 
penalty is equal to 1 / % of the amount of 1 2 Arbitrage rebate. An issuer must pay           180 days of discovery of the failure. See 
the available construction proceeds that       rebate in installments for computation         Regulations section 1.148-3(h) and Rev. 
do not meet the spending requirements.         dates that occur at least once every 5         Proc. 2005-40, 2005-2 C.B. 83.
See section 148(f)(4)(C)(vii) and              years. Rebate payments are due within 60       For issues to which the 1992 
Regulations section 1.148-7(k).                days after each computation date. The          Regulations apply, see 1992 Regulations 
                                               final rebate payment for an issue is due       section 1.148-1(c) for rules relating to 
Election to terminate 1 / % penalty. 1 2 An    within 60 days after the issue is              innocent failure, willful neglect, 
issuer may terminate the election to pay       discharged.                                    computation of the correction amount, and 
penalty in lieu of arbitrage rebate by         See Regulations section 1.148-3(e)             penalty and interest. In general, these 
paying an amount equal to 3% of the            through (g).                                   rules also apply to the Penalty in Lieu of 
unspent available construction proceeds 
multiplied by the number of years in the       Special rules.   For an issue retired          Arbitrage Rebate and the Termination 
initial temporary period. The termination      within 3 years of issuance, the final rebate   Penalty. See 1992 Regulations section 
election also requires other actions, such     payment need not occur before the end of       1.148-6(n)(4).
as yield restricting the unspent proceeds      8 months after the issue date or during the    Recovery of Overpayment
and using such proceeds to redeem              period the issuer expects to meet any of 
bonds.                                         the spending exceptions under                  In general, an issuer may recover an 
See Code section 148(f)(4)(C)(viii) and        Regulations section 1.148-7.                   overpayment for an issue of tax-exempt 
                                                                                              bonds by establishing to the IRS that an 
(ix) and Regulations section 1.148-7(l).       For rules concerning qualified                 overpayment occurred. Payments that 
                                               mortgage bonds and qualified veterans'         may be recovered include:
Yield Reduction Payments                       mortgage bonds see section 143(g)(3).          Arbitrage rebate,
Bond proceeds may be invested in higher                                                       Yield reduction,
yielding investments only during a             Penalty in lieu of arbitrage rebate and 
temporary period described in Regulations      termination penalty.   Penalty in lieu of      Penalty in lieu of arbitrage rebate, and
section 1.148-2(e). After expiration of an     arbitrage rebate payments must be paid         Penalty to terminate penalty in lieu of 
applicable temporary period, proceeds          within 90 days of the end of the applicable      arbitrage rebate.
must be yield restricted.                      spending period.                               See Regulations section 1.148-3(i) and 
                                               Payment of the 3% penalty to terminate         Form 8038-R, Request for Recovery of 
One method of complying with the yield         the penalty in lieu of arbitrage rebate        Overpayments Under Arbitrage Rebate 
restriction requirement is to make “yield      election must be made within 90 days of        Provisions.
reduction payments.” For certain               (a) the end of the initial temporary period if 
investments, a yield reduction payment is      the termination election was made under 
taken into account in computing the yield      section 148(f)(4)(C)(viii), or (b) the date of Specific Instructions
on that investment. See Regulations            the termination election if it was made 
section 1.148-5(c).                            under section 148(f)(4)(C)(ix).                Part I—Reporting Authority
For investments with excess yield that         Yield reduction payments.    Yield             Amended return. An issuer may file an 
are not eligible for yield reduction           reduction payments are payable at the          amended return to change or add to the 
payments (such as an incorrectly invested      same time as arbitrage rebate payments.        information reported on a previously filed 
advance refunding escrow fund), see                                                           return for the same date of issue. If you 
Notice 2008-31, Voluntary Closing              See Regulations section 1.148-5(c)(2).         are filing to correct errors or change a 

                                                                 -2-                     Instructions for Form 8038-T (Rev. 10-2021)



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previously filed return, check the            filing for this issue. For QZABs issued      Part IV— Late Payments
“Amended Return” box in the heading of        under section 1397E or section 54E, enter 
the form.                                     “qualified zone academy bond—section         Line 20. Under the current regulations, in 
The amended return must provide all           1397E” or “qualified zone academy            order to qualify for a waiver of penalty, a 
the information reported on the original      bond—section 54E” and the total issue        failure to pay must not be due to willful 
return, in addition to the new or corrected   price.                                       neglect. Attach an explanation of the 
                                                                                           failure and the basis for concluding that 
information. Attach an explanation of the     Part II—Arbitrage Rebate and                 the failure is not due to willful neglect. See 
reason for the amended return.                                                             Rev. Proc. 2005-40 for more information.
                                              Yield Reduction Payments
Lines 1–10                                    Line 12. Enter the computation date to       Line 21. For a failure that does not qualify 
                                              which this payment relates. The first        for a waiver of penalty, the failure will be 
General.  Enter the same information that     rebate installment payment must be made      disregarded if the issuer pays a penalty to 
was entered on the “initial filing” of the    for a computation date that is not later     the United States. For governmental and 
following forms. Make any necessary           than 5 years after the issue date.           qualified 501(c)(3) bonds, the penalty 
changes, for example, a change of             Subsequent rebate installment payments       equals 50% of the rebate amount not paid 
address.                                      must be made for a computation date that     timely plus interest on that amount. For 
Form 8038, Information Return for           is not later than 5 years after the previous other bonds, the penalty is 100% of the 
  Tax-Exempt Private Activity Bond            computation date for which an installment    rebate amount not paid timely plus interest 
  Issues;                                     payment was made.                            on that amount.
Form 8038-B, Information Return for 
  Build America Bonds and Recovery            Line 13. Enter the amount of the rebate      Note. The calculation for late interest is 
  Zone Economic Development Bonds;            payment. A rebate installment payment        included under line 22 only, not under 
Form 8038-G, Information Return for         must be in an amount that, when added to     line 21.
  Tax-Exempt Governmental Bonds;              the future value, as of the computation 
Form 8038-GC, Information Return for        date, of previous rebate payments made       Line 22. Compute interest at the 
  Small Tax-Exempt Governmental               for the issue, equals at least 90% of the    underpayment rate under section 6621, 
  Bond Issues, Leases, and Installment        rebate amount as of that date. A final       beginning on the date the correct rebate 
  Sales; or                                   rebate payment must be paid in an            amount is due and ending on the date 10 
Form 8038-TC, Information Return for        amount that, when added to the future        days before it is paid.
  Tax Credit Bonds and Specified Tax          value of previous rebate payments made       For issues to which the 1992 
  Credit Bonds.                               for the issue, equals 100% of the rebate     Regulations apply, see 1992 Regulations 
                                              amount as of that date.                      section 1.148-1(c)(2) for computation of 
Line 1. Enter the name of the                 See Regulations section 1.148-3(f).          the correction amount.
governmental entity that issued the bonds, 
not the name of the entity receiving the      For issues to which the 1992                 Part V—Total Payment
benefit of the financing or the eligible      Regulations apply, see 1992 Regulations 
taxpayer claiming a tax credit.               section 1.148-1(b)(3).                       Line 23. Combine all payment amounts 
                                                                                           on lines 13, 14, 15, 17, 19, 21, and 22. 
Line 4. This line is for IRS use only. Do     Line 14. For investments covered by the      Enclose a check or money order for the 
not make an entry.                            special yield reduction rule, rebate and     total amount made payable to the “United 
                                              yield reduction payments are included in     States Treasury.” Include the issuer's 
Lines 9 and 10. Enter the name, title,        the computation of yield for that            name, address, EIN, “Form 8038-T,” and 
and telephone number of the officer or        investment.                                  the date on the check or money order.
other employee of the issuer whom the         See Regulations section 1.148-5(c).          Part VI—Miscellaneous
IRS may call for more information. If the 
issuer wishes to designate a person other     Line 15. For QZABs issued under section 
                                                                                           Line 24. Enter the amount of proceeds 
than an officer or other employee of the      1397E or section 54E, if applicable, enter 
                                                                                           (consisting of sale, investment, and 
issuer (including a legal representative or   the amount equal to 100% of the 
                                                                                           transferred proceeds) not allocated to 
paid preparer) whom the IRS may call for      investment earnings in a QZAB 
                                                                                           expenditures for a governmental purpose 
more information about this return, enter     defeasance escrow.
                                                                                           of the issue.
the name, title, and telephone number of 
                                              Part III—Penalty in Lieu of 
such person here.                                                                          Line 25. Enter the amount of proceeds 
                                              Arbitrage Rebate                             used to pay principal of and call premiums 
Note. By authorizing a person other than      Complete this section only if, on or before  on the bonds for which this form is being 
an authorized officer or other employee of    the issue date of the bonds, an election     filed.
the issuer to communicate with the IRS        was made under section 148(f)(4)(C)(vii).    Line 26. Under Regulations section 
and whom the IRS may call for more                                                         1.148-5(e)(2), qualified administrative 
information about this return, the issuer     Line 16. Check the appropriate box for 
authorizes the IRS to communicate             the number of months between the issue       costs are taken into account in 
directly with the individual listed on line 9 date of the bonds and the end of the         determining payments and receipts on 
and consents to the disclosure of the         spending period for which this Form          nonpurpose investments. Regulations 
issuer's return information to that           8038-T is being filed. For periods greater   section 1.148-5(e)(2)(iii) provides special 
individual, as necessary to process this      than 24 months, check the box marked         rules for qualified administrative costs for 
return.                                       “Other” and fill in the number of months     guaranteed investment contracts (GICs) 
                                              since the date of issue.                     and yield restricted defeasance escrows. 
Line 11.  Enter the same type of issue that                                                Enter the amount of any qualified 
was entered on Form 8038, 8038-B,             Note.  File a separate Form 8038-T for       administrative costs taken into account in 
8038-G, or 8038-TC. For bonds previously      each 6-month spending period.                computing the rebate amount under these 
reported on Form 8038-GC, enter “small                                                     special rules.
                                              Lines 17–19. See Penalty in Lieu of 
governmental bond.” Also enter the total                                                   Line 27. Under Regulations section 
issue price that was listed on the initial    Arbitrage Rebate, earlier.
                                                                                           1.148-4(f)(1), fees properly allocable to 

Instructions for Form 8038-T (Rev. 10-2021)                     -3-



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payments for a qualified guarantee for an     Signature and Consent                            Paperwork Reduction Act Notice.       We 
issue are treated as additional interest in   An authorized representative of the issuer       ask for the information on this form to carry 
computing the yield on that issue. Enter      must sign and date Form 8038-T and any           out the Internal Revenue laws of the 
the amount of such fees.                      applicable certification. Also print the         United States. You are required to give us 
Line 28. Enter “Yes” if the issue is a        name and title of the person signing Form        the information. We need it to ensure that 
variable rate issue. A variable rate issue is 8038-T. The authorized representative of         you are complying with these laws and to 
an issue that contains a bond that has a      the issuer signing this form must have the       allow us to collect the right amount of 
yield that is not fixed and determinable on   authority to consent to the disclosure of        arbitrage rebate, yield reduction 
the issue date.                               the issuer's return information, as              payments, and penalties.
                                              necessary to process this return, to the 
Line 29. Enter “Yes” if the issuer entered                                                     You are not required to provide the 
                                              person(s) that has been designated in 
into a qualified hedge. In general,                                                            information requested on a form that is 
                                              Form 8038-T.
payments made or received by an issuer                                                         subject to the Paperwork Reduction Act 
under a qualified hedge are taken into        Note. If authority is granted in Part I, lines   unless the form displays a valid OMB 
account to determine the yield on the         9 and 10, for the IRS to communicate with        control number. Books or records relating 
issue. A hedge may be entered into            a person other than an officer or other          to a form or its instructions must be 
before, at the same time as, or after the     employee of the issuer, by signing this          retained as long as their contents may 
date of issue. See Regulations section        form, the issuer's authorized                    become material in the administration of 
1.148-4(h)(1). Enter the name of the          representative consents to the disclosure        any Internal Revenue law. Generally, tax 
provider of the hedge and term of the         of the issuer's return information, as           returns and return information are 
hedge to the nearest tenth of a year (for     necessary to process this return, to such        confidential, as required by section 6103.
example, 2.4 years). Attach additional        person.                                          The time needed to complete and file 
sheets if necessary.
Line 30. Enter “Yes” if any gross             Paid Preparer                                    this form will vary depending on individual 
                                                                                               circumstances. The estimated burden for 
proceeds of the issue were invested in a      If an authorized officer of the issuer filled in 
                                                                                               tax-exempt organizations filing this form is 
guaranteed investment contract (GIC). A       this return, the paid preparer's space 
                                                                                               approved under OMB control number 
GIC includes any nonpurpose investment        should remain blank. Anyone who 
                                                                                               1545-0047 and is included in the 
that has specifically negotiated withdrawal   prepares the return but does not charge 
                                                                                               estimates shown in the instructions for 
or reinvestment provisions and a              the organization should not sign the 
                                                                                               their information return.
specifically negotiated interest rate, and    return. Certain others who prepare the 
also includes any agreement to supply         return should not sign. For example, a           If you have suggestions for making this 
investments on two or more dates (for         regular, full-time employee of the issuer,       form simpler, we would be happy to hear 
example, a forward supply contract). See      such as a clerk, secretary, etc., should not     from you. You can send us comments 
Regulations section 1.148-1(b). Enter the     sign.                                            through IRS.gov/FormComments. Or you 
                                                                                               can write to:
name of the provider of the GIC and term       Generally, anyone who is paid to 
of the GIC to the nearest tenth of a year.    prepare a return must sign it and fill in the    Internal Revenue Service
Attach additional sheets if necessary.        other blanks in the Paid Preparer Use Only       Tax Forms and Publications
Line 31. Enter “Yes” if any gross             area of the return.                              1111 Constitution Ave. NW, IR-6526
proceeds were invested beyond the              The paid preparer must:                         Washington, DC 20224
temporary periods set forth in Regulations      Sign the return in the space provided 
section 1.148-2(e) or 1.148-9(d).             
                                                for the preparer's signature (a                Do not send Form 8038-T to this address. 
Line 32. Indicate who prepared the              facsimile signature is acceptable),            Instead, see Where To File, earlier.
calculations necessary for the filing of this Enter the preparer information, and
form. If other than the issuer, indicate the  Give a copy of the return to the issuer.
name of the entity or the individual 
preparing the calculations.

                                                                  -4-                    Instructions for Form 8038-T (Rev. 10-2021)






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