Federal Income Taxation of Corporations & Shareholders
Chapter 1: Introductory
Chapter 2: Definition of "Corporation"
Chapter 3: Organization of a Corporation: Section 351 and
Related Problems
Chapter 4: Corporation's Capital Structure: Debt vs. Equity
Chapter 5: The Corporation Income Tax
Chapter 6: Corporate Elections Under Subchapter S
Chapter 7: Penalty Taxes on Undistributed Corporate Income
Chapter 8: Dividends and Other Nonliquidating Distributions
Chapter 9: Stock Redemptions
Chapter 10: Complete Liquidations and Other Taxable Dispositions of Corporate Stock and Assets in Bulk
Chapter 11: Corporate Divisions
Chapter 12: Corporate Reorganizations
Chapter 13: Affiliated Corporations
Chapter 14: Corporate Tax Attributes: Survival and Transfer
Chapter 15: Foreign Corporations and Foreign-Source Income

Federal Income Taxation of S Corporations
Chapter 1: History and Future of Subchapter S
Chapter 2: Uses of S Corporations
Chapter 3: Eligibility to Elect Under Subchapter S
Chapter 4: Mechanics of S Corporation Election
Chapter 5: Termination of Subchapter S Status
Chapter 6: Organization, Capitalization, and Shareholders' Agreements
Chapter 7: Taxation of Income, Losses, Deductions, and Credits
Chapter 8: Distributions
Chapter 9: Basis of Stock & Debt
Chapter 10: S Corporations in Partnerships and Limited Liability Companies
Chapter 11: Compensation
Chapter 12: Corporate Reorganizations and Divisions
Chapter 13: Liquidations, Redemptions, Sales, and Purchases
Chapter 14: Financially Distressed S Corporations and Shareholders
Chapter 15: Death of a Shareholder or Trust Beneficiary
Chapter 16: Procedural Matters
Chapter 17: Tax Pitfalls
Appendix A. Checklists and Forms
Appendix B. The Legislative History of Subchapter S

Federal Taxation of Income, Estates & Gifts
Chapter 1: History and Constitutional Limitations
Chapter 2: Basic Structure of Federal Income Tax
Chapter 3: Federal Income Tax Policy
Chapter 4: Interpreting the Internal Revenue Code
Chapter 5: Income--Basic Definitional Concepts
Chapter 6: Income--The Effect of Offsetting Liabilities
Chapter 7: Income From Discharge of Indebtedness
Chapter 10: Property Acquired by Gift and Inheritance
Chapter 11: Prizes, Awards, and Scholarships
Chapter 12: Life Insurance, Annuity, and Endowment Contracts and Employee Death Benefits
Chapter 13: Compensation for Personal Injuries and Sickness
Chapter 14: Fringe Benefits
Chapter 15: Tax-Exempt Interest
Chapter 16: Other Exclusions From Gross Income
Chapter 20: Expenses Incurred in Business and Profit-Oriented Activities
Chapter 21: Travel, Entertainment, and Business Gifts
Chapter 22: Specially Treated Business and Profit-Oriented Expenses
Chapter 23: Depreciation and Amortization
Chapter 24: Depletion
Chapter 25: Losses
Chapter 26: Other Business Deductions
Chapter 27: Business Credits
Chapter 28: At Risk and Passive Activity Limitations
Chapter 30: Personal Exemptions and Itemized Deductions
Chapter 31: Personal Interest
Chapter 32: Taxes
Chapter 33: Bad Debts
Chapter 34: Casualty Losses
Chapter 35: Charitable Contributions
Chapter 36: Medical and Dental Expenses
Chapter 36A: Other Personal Deductions [New]
Chapter 37: Personal Credits
Chapter 40: Realization of Gains and Losses--Taxable Events
Chapter 41: Original or Unadjusted Basis
Chapter 42: Adjusted Basis
Chapter 43: Amount Realized
Chapter 44: Nonrecognition Transactions
Chapter 45: Gains on Property Sales Excluded From Gross Income
Chapter 46: Taxation of Capital Gains and Losses--Basic Structure
Chapter 47: Definition of "Capital Asset"
Chapter 48: Sale or Exchange Requirement
Chapter 49: Holding Period
Chapter 50: Quasi--Capital Assets and Other Specially Treated Items
Chapter 51: Recapture of Depreciation and Other Allowances
Chapter 52: Deductions for Interest Expense
Chapter 53: Original Issue Discount
Chapter 54: Imputation of Interest in Sales and Exchanges of Property: Sections 483 and 1274
Chapter 55: Below-Market Loans Under § 7872
Chapter 56: Miscellaneous Time Value of Money Rules
Chapter 57: Derivative Financial Instruments
Chapter 59: Employee Compensation--Introductory
Chapter 60: Deferred Compensation Contracts, Stock Options, and Other Nonqualified Arrangements
Chapter 61: Qualified Retirement Plans--Basic Rules
Chapter 62: Qualified Retirement Plans--Special Types of Plans, Employers, and Employees
Chapter 63: Miscellaneous Employee Benefits
Chapter 64: Deductions for Employee Compensation
Chapter 65: Introduction and Classification of Individuals and Entities
Chapter 66: Special Rules for U.S. Persons
Chapter 67: Nonresident Aliens, Foreign Corporations, and Other Foreign Persons
Chapter 68: U.S. Possessions
Chapter 69: Controlled Foreign Corporations
Chapter 70: Other Rules Affecting U.S. Owners of Foreign Corporations
Chapter 71: Transfers to and by Foreign Corporations, Export Subsidiaries, and Other Special Problems
Chapter 72: Foreign Tax Credit
Chapter 73: Sources of Income
Chapter 74: Foreign Currencies
Chapter 75: Assignments of Income
Chapter 76: Effect of Community Property System
Chapter 77: Alimony and Child Support
Chapter 78: Disallowed and Deferred Deductions on Transactions Between Related Taxpayers
Chapter 79: Reallocation of Income and Deductions Among Related Taxpayers
Chapter 80: Grantor Trusts
Chapter 81: Nongrantor Trusts and Estates
Chapter 82: Special Classes of Trusts
Chapter 83: Foreign Trusts and Foreign Grantors
Chapter 84: Income and Deductions in Respect of Decedents
Chapter 85: Classification of Business Entities
Chapter 86: Partnership Status
Chapter 87: Partnership Allocations
Chapter 88: Partnership Distributions and Sales and Exchanges of Partnership Interests
Chapter 89: Transactions Between Partnerships and Partners; Optional Adjustments; Partnerships Terminations, Mergers, Consolidations, and Divisions
Chapter 90: Corporation Income Tax
Chapter 91: Corporate Capitalization
Chapter 92: Dividends
Chapter 93: Redemptions and Liquidations
Chapter 94: Corporate Reorganizations
Chapter 95: Other Rules Applying to Corporate Acquisitions
Chapter 96: Corporate Divisions
Chapter 97: Affiliated Corporations; Consolidated Tax Returns
Chapter 98: S Corporations
Chapter 99: Special Problems and Types of Corporations
Chapter 100: Charitable Organizations
Chapter 101: Private Foundations
Chapter 102: Other Exempt Organizations
Chapter 103: Business Activities and Unrelated Business Income
Chapter 104: Consumers' and Farmers' Cooperatives
Chapter 105: Cash and Accrual Accounting
Chapter 106: Installment Sales, Long-Term Contracts, and Other Special Problems
Chapter 107: Indirect Methods of Computing Income
Chapter 110: Internal Revenue Service
Chapter 111: Tax Returns, Rates, and Payments
Chapter 112: Audits, Deficiencies, and Refunds
Chapter 113: Statutes of Limitations
Chapter 114: Interest, Civil Penalties, and Tax Crimes
Chapter 115: Tax Litigation
Chapter 116: Tax Legislative Process
Chapter 120: Taxes on Estates, Gifts, and Generation-Skipping Transfers--Introduction
Chapter 121: The Transfer of Property by Gift
Chapter 122: Defective, Revocable, and Incomplete Transfers
Chapter 123: Marriage, Separation, and Divorce
Chapter 124: Annual Per-Donee Exclusion
Chapter 125: Property Owned by Decedent at Death
Chapter 126: Property Transferred by Decedent During Life
Chapter 127: Life Insurance
Chapter 128: Powers of Appointment
Chapter 129: Marital Deduction-- Bequests and Other Transfers to Surviving Spouse
Chapter 130: Charitable Deduction
Chapter 131: Other Deductions--Funeral and Administration Expenses, Claims, Debts, and Losses
Chapter 132: Computation of Gift and Estate Tax Liability
Chapter 133: Tax on Generation-Skipping Transfers
Chapter 134: Specially Treated Taxpayers: Nonresident Aliens, Residents of U.S. Possessions, and Tax Motivated Expatriates [Revised]
Chapter 135: Valuation of Property
Chapter 136: Estate Freeze Rules
Chapter 137: Estate, Gift, and Generation-Skipping Transfer Tax Procedure

Federal Taxation of Partnerships & Partners
Chapter 1: An Overview of Subchapter K
Chapter 2: Selection of the Form of Business Organization
Chapter 3: Defining Partnerships and Partners for Tax Purposes
Chapter 4: Receipt of a Partnership Interest in Exchange for a Contribution of Property
Chapter 5: Transfer of a Partnership Interest in Exchange for Services
Chapter 6: Determining the Basis of a Partner's Partnership Interest
Chapter 7: Basis Consequences of Partnership Liabilities
Chapter 8: Determining a Partner's Share of Partnership Liabilities for Basis Purposes
Chapter 9: Tax Accounting for Partnership Operations
Chapter 10: Determining the Partners' Distributive Shares
Chapter 11: Distributive Share Allocations in Connection With Shifts in the Partners' Interests
Chapter 12: Termination of a Partnership
Chapter 13: Transactions Between Partnerships and Partners
Chapter 14: Family Partnerships
Chapter 15: Sales, Exchanges, and Other Transfers of
Partnership Interests
Chapter 16: Transfers of Interests in Collapsible Partnerships
Chapter 17: Incorporation of a Partnership
Chapter 18: Bailing Out of Tax-Shelter Partnerships
Chapter 19: Distributions That Do Not Alter the Partners' Interests in Section 751 Property
Chapter 20: Post-Distribution Consequences to the Distributee
Chapter 21: Distributions That Alter the Partners' Interests in Section 751 Property
Chapter 22: Payments in Liquidation of the Interest of a Retired or Deceased Partner
Chapter 23: Special Problems Relating to the Death of a Partner
Chapter 24: Optional Adjustments to the Basis of Partnership Assets in Connection With Transfers of Partnership Interests
Chapter 25: Optional Adjustments to the Basis of Partnership Assets in Connection With Distributions of Partnership Assets
Chapter 26: Special Basis Adjustments in Connection With Distributions to Transferee-Partners: Section 732(d)

IRS Practice & Procedure
Chapter 0: Author's Note
Chapter 1: The IRS as an Administrative Agency
Chapter 2: Taxpayer Access to Information
Chapter 3: Statements of IRS Position and Practice
Chapter 4: Returns
Chapter 5: Statutes of Limitations
Chapter 6: Interest
Chapter 7A: Criminal Penalties
Chapter 7B: Civil Penalties
Chapter 8: The Examination Function
Chapter 9: The Appeals Function
Chapter 10: Assessment Procedures
Chapter 11: Overpayment, Refund, Credit, and Abatement
Chapter 12: The Criminal Investigation Function
Chapter 13: The Service's Investigatory Powers
Chapter 14: The Tax Collection Function: Tax Liens and Levies
Chapter 15: Avoiding and Minimizing the Effect of Tax Liens and Levies
Chapter 16: Priority of Tax Claims
Chapter 17: Collection From Nontaxpayers--Transferee Liability

Limited Liability Companies: Tax and Business Law
Chapter 1: Introduction
Chapter 2: Tax Classification
Chapter 3: Choice of Entity: Tax and Nontax Comparison
Chapter 4: Entity Comparison: Limited Liability Company Versus S Corporation
Chapter 5: Mechanics of Creating the Entity
Chapter 6: The Members' Liability Shield
Chapter 7: Governance: Management Structure and the Power to Bind the Entity
Chapter 8: Exit Rights of Members (Entity Continues)
Chapter 9: Entity Dissolution
Chapter 10: Fiduciary Duty
Chapter 11: Are LLC Membership Interests "Securities"?
Chapter 12: Conversions of Existing Operations: Limited Liability Companies and Other Business Entities
Chapter 13: Uniform Limited Liability Company Act
Chapter 14: Delaware Limited Liability Company Act
Chapter 15: Limited Liability Partnerships and Limited Liability Limited Partnerships
Chapter 16: Publicly Traded LLCs
Appendix A. Constitutive Documents
Appendix B. Limited Liability Partnership Acts
Appendix C. The Delaware Limited Liability Company Act [New]