U. S. Business Income Tax Return

Instructions for Form 1139
(Rev. December 2025)

Corporation Application for Tentative Refund
Section references are to the Internal Revenue Code unless
otherwise noted.

Future Developments

For the latest information and developments related to Form
1139 and its instructions, such as legislation enacted after
this form and its instructions were published, go to IRS.gov/
Form1139.

What’s New
New line 2d for resubmitting Form 1139. If the
corporation is resubmitting Form 1139 in response to IRS
correspondence, the corporation should check the box on
line 2d and attach a copy of the IRS correspondence. See
the instructions for line 2d.
Direct deposit. If the corporation has access to U.S.
banking services, it should use direct deposit for any refunds
by completing lines 30a through 30c.
E-file Form 1139. Use new Form 8453-TR, E-file
Declaration or Authorization for Form 1045/1139, for e-filing
Form 1139.

Reminders
Form 1139. Use the December 2025 revision of Form 1139
and instructions for 2025 and subsequent years until a
superseding revision is issued.
Repeal of the net operating loss (NOL) carryback. For
losses incurred in tax years beginning after 2020, the NOL
carryback rules apply only for farming losses and losses from
insurance companies other than life insurance companies.
See Definitions and Special Rules, later.
NOL deduction limitation. For tax years beginning after
2020, the deduction of NOLs arising in tax years beginning
after 2017 is limited. This limitation does not apply to an
insurance company other than a life insurance company. See
the instructions for line 14.

General Instructions
Purpose of Form

A corporation (other than an S corporation) files Form 1139 to
apply for a quick refund of taxes from:
• The carryback of an NOL;
• The carryback of a net capital loss;
• The carryback of an unused general business credit;
• An overpayment of tax due to a claim of right adjustment
under section 1341(b)(1); or
• An election under section 53(e)(5) to claim 100% of prior
year minimum tax for its tax year beginning in 2018.
Note: Tax-exempt organizations claiming a refund of taxes
reported on Form 990-T, see the Instructions for Form 990-T
for information on how to claim the refund.
Waiving the NOL carryback period. For NOLs arising in
tax years beginning after December 31, 2020, a corporation
Dec 4, 2025

can elect to waive the entire carryback period and instead
carry the NOL forward to future tax years only if it has an NOL
from a farming loss or a loss as an insurance company other
than a life insurance company. See Definitions and Special
Rules, later.
Certain corporations can make the election for the loss
year by (1) checking the box on Form 1120, Schedule K,
line 11 (or the comparable line of the corporation’s income
tax return) and (2) filing the corporation’s return by its due
date, including extensions. In this case, do not attach the
statement described in Temporary Regulations section
301.9100-12T. Once made, the election is irrevocable.
If the corporation timely filed its return for the loss year
without making the election, it can make the election on an
amended return filed within 6 months of the due date of the
loss year return (excluding extensions). Attach the election to
the amended return and write “Filed pursuant to section
301.9100-2” on the election statement.
Corporations filing a consolidated return that elect to
waive the entire carryback period for the group must also
attach the statement required by Regulations section
1.1502-21(b)(3) or the election will not be valid.
Note: If the corporation had an NOL for a tax year beginning
after December 31, 2017, and before January 1, 2021, the
corporation could make special elections to waive the
carryback period or to exclude all of the section 965 years
from the NOL carryback period. See Rev. Proc. 2020-24,
2020-18 I.R.B. 750, available at IRS.gov/irb/
2020-18_IRB#REV-PROC-2020-24.

When To File

Generally, the corporation must file Form 1139 within 12
months of the end of the tax year in which an NOL, net capital
loss, unused credit, or claim of right adjustment arose.
Note: The corporation must file its income tax return for the
tax year no later than the date it files Form 1139.
Form 1138. If the corporation filed Form 1138, Extension of
Time for Payment of Taxes by a Corporation Expecting a Net
Operating Loss Carryback, it can get an additional extension
of time to pay. To do so, file Form 1139 by the last day of the
month that includes the due date (including extensions) for
filing the return for the tax year from which the applicable
NOL carryback arose.
Qualified new members of a consolidated group. The
general rule above applies to the time for filing of Form 1139
by a consolidated group. However, for this purpose, a
separate return year of a qualified new member (see below)
that ends on the date of joining the new group is treated as
ending on the same date as the end of the tax year of the
consolidated group that includes the date of the end of the
separate return year. If this special treatment applies, see the
instructions for line 5 below. A new member of a consolidated
group is a qualified new member if immediately prior to
becoming a new member either:
• It was the common parent of a consolidated group, or

Instructions for Form 1139 (Rev. 12-2025) Catalog Number 20631X
Department of the Treasury Internal Revenue Service www.irs.gov

• It was not required to join in the filing of a consolidated
return.
Where To File

File Form 1139 with the Internal Revenue Service Center
where the corporation files its income tax return.
Note: Do not file Form 1139 with the corporation’s income
tax return.

Electronic filing. Use new Form 8453-TR for e-filing the
corporation’s application.

What To Attach

Attach to Form 1139 copies of the following, if applicable, for
the year of the loss or credit.
• The first two pages of the corporation’s income tax return.
• All other forms and schedules from which a carryback
results (for example, Schedule D (Form 1120), Capital Gains
and Losses; Form 3800, General Business Credit, etc.).
• All Forms 8886, Reportable Transaction Disclosure
Statement, attached to the corporation’s tax return.
• Any applicable election statement. See Definitions and
Special Rules, below.
• All carryback year forms and schedules for which items
were refigured.

Processing the Application

The IRS will process this application within 90 days of the
later of:
• The date the corporation files the complete application, or
• The last day of the month that includes the due date
(including extensions) for filing the corporation’s income tax
return for the year in which the loss or credit arose (or, for a
claim of right adjustment, the date of the overpayment under
section 1341(b)(1)).
The payment of the requested refund does not mean the
IRS has accepted the application as correct. If the IRS later
determines the claimed deductions or credits are due to an
overstatement of the value of property, negligence, disregard
of rules, or substantial understatement of income tax, the
corporation may be assessed penalties under section 6662.
Interest is also charged on any amounts erroneously
refunded, credited, or applied.
The IRS may need to contact the corporation or its
authorized representative for more information. To designate
an attorney or representative, attach Form 2848, Power of
Attorney and Declaration of Representative, to Form 1139.

Disallowance of the Application

An application for a tentative refund is not treated as a claim
for credit or refund. It may be disallowed if there are any
material omissions or math errors that are not corrected
within the 90-day period. If the application is disallowed in
whole or in part, no suit challenging the disallowance may be
brought in any court. But the corporation can file a regular
claim for credit or refund. See Filing Form 1120X or Other
Amended Return, below.

Excessive Allowances

Any amount applied, credited, or refunded based on this
application that the IRS later determines to be excessive may
be billed as if it were due to a math or clerical error on the
return.

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Filing Form 1120X or Other Amended Return

A corporation can get a refund by filing Form 1120X (or other
amended return, such as an amended Form 1120-PC)
instead of Form 1139. Generally, the corporation must file an
amended return within 3 years after the date the return was
due for the tax year in which an NOL, net capital loss, or
unused credit arose (or, if later, the date the return for that
year was filed).

Corporations must file Form 1120X (or other amended
return) instead of Form 1139 to carry back:
• Any item, other than an NOL, to a section 965 year;
• A prior year foreign tax credit released due to an NOL or
net capital loss carryback; or
• A prior year general business credit released because of
the release of the foreign tax credit.
Because of the changes in the NOL rules under the
CARES Act, a corporation may file Form 1139 for an NOL it
carries back to a section 965 year.
Note: If a corporation carries back its NOL to a section 965
year in the 5-year carryback period, it is deemed to have
made an election under section 965(n). See section 172(b)
(1)(D)(iv). Also, go to IRS.gov/Form1139 to find links to
updates on carrying back losses to a section 965 year.
The procedures for processing an amended return and
Form 1139 are different. The IRS is not required to process
an amended return within 90 days. However, if the IRS does
not process it within 6 months from the date a corporation
files it, the corporation can file suit in court. If the IRS
disallows a claim on an amended return and the corporation
disagrees with that determination, the corporation must file
suit no later than 2 years after the date the IRS disallows it.

Definitions and Special Rules
Net Operating Loss (NOL)
For corporations, an NOL is the excess of the deductions
allowed over gross income, computed with the following
adjustments.
• The NOL deduction for an NOL carryback or carryover
from another year is not allowed.
• The dividends-received deductions for dividends received
from domestic and foreign corporations and for dividends
received on certain preferred stock of a public utility are
computed without regard to the limitation on the aggregate
amount of deductions under section 246(b).
• The dividends-paid deduction for dividends paid on certain
preferred stock of a public utility is computed without regard
to the limitation under section 247(a)(1)(B).
• No deduction under section 199A is allowed.
• The section 250 deduction for foreign based intangible
income is not allowed.
For losses incurred in tax years beginning after 2020, only
farming losses (discussed below) and losses of an insurance
company other than a life insurance company (discussed
below), can be carried back. The carryback for these losses
is 2 years. See Waiving the NOL carryback period, earlier.
Losses not used can be carried forward indefinitely, except
for the losses of insurance companies other than life
insurance companies. These losses can be carried forward
20 years.

Note: The carryback period for NOLs incurred in tax years
beginning after December 31, 2017, and before January 1,
2021, is 5 years. See section 172(b)(1)(D)(i). Any loss not
used can be carried forward indefinitely except for the loss of
an insurance company, other than a life insurance company,
which can be carried forward 20 years.

Farming Loss
A farming loss is the smaller of:
1. The amount that would be the NOL for the tax year if
only income and deductions attributable to farming
businesses (as defined in section 263A(e)(4)) were taken into
account, or
2. The amount of the NOL for the tax year.

carried, provided it is not attributable to a foreign
expropriation capital loss. For special rules for capital loss
carrybacks involving regulated investment companies or real
estate investment trusts, see sections 1212(a)(3) and (4).

Line 1c—Unused General Business Credit

If the corporation is claiming a tentative refund based on a
carryback of an unused general business credit, attach a
copy of the appropriate credit form for the tax year in which
the credit arose. Except as provided in section 39(d), an
unused general business credit can be carried back 1 year.
Refigure the credit for the carryback year on Form 3800, or
the applicable credit form. See the Instructions for Form
3800.

Line 1d—Other

To the extent the NOL is a farming loss, the carryback period
is 2 years. Any such loss not applied in the 2 preceding years
can be carried forward indefinitely (subject to limitations).
See the instructions for line 14.

Complete line 1d if Form 1139 is filed to claim a tentative
refund based on an overpayment of tax due to a claim of right
adjustment under section 1341(b)(1). See the instructions for
line 29, later.

The corporation can make an irrevocable election to forgo
the 2-year carryback period. See section 172(b)(1)(B)(iv).

Line 2d

Insurance Loss
An insurance company (as defined in section 816(a)) other
than a life insurance company can carry back an NOL to
each of the 2 preceding tax years. Any such loss not applied
in the 2 preceding years can be carried forward up to 20
years. An NOL of an insurance company other than a life
insurance company is still limited to a 20-year carryforward
period even if the corporation elects to forego the carryback
period.
Allocation of NOLs when a loss corporation has an
ownership change. If the corporation has a loss for a year
and has an ownership change, special rules apply for
allocating NOLs. For details, see Regulations section
1.382-6.

Check the box on line 2d and attach a copy of the IRS
correspondence if the corporation is resubmitting Form 1139
in response to IRS correspondence. If the box is checked,
submit only the requested missing and/or corrected
documentation. The corporation does not need to resubmit
an entire package.

Line 4

Foreign taxes taken as a credit in a prior year can be reduced
to zero by the carryback of an NOL or a net capital loss on
Form 1139. A corporation must file Form 1120X (or other
amended return) instead of Form 1139 to carry back a prior
year foreign tax credit released due to an NOL or net capital
loss carryback. See Filing Form 1120X or Other Amended
Return, earlier.

Line 5

Address

If the common parent of a consolidated group files Form
1139 to carry back a loss or credit arising in a corporation’s
separate return year to a year in which the corporation joined
in the filing of a consolidated return, the IRS is required to
send the refund for that year directly to and in the name of the
common parent (or agent designated under Regulations
section 1.1502-77(d) for the carryback year). See
Regulations sections 1.1502-78(a) and (b).

If the corporation receives its mail in care of a third party
(such as an accountant or an attorney), enter on the street
address line “C/O” followed by the third party’s name and
street address or P.O. box.

If the corporation is filing Form 1139 for a short tax year
created when the corporation became a qualified new
member of a consolidated group (see Qualified new
members of a consolidated group, earlier) the corporation
must answer “Yes” on line 5a and enter the tax year ending
date, name, and EIN of the new common parent on line 5b.

Specific Instructions
Enter the room, suite, or other unit number after the street
address. If the post office does not deliver mail to the street
address and the corporation has a P.O. box, enter the box
number instead of the street address.

Line 1a—Net Operating Loss

If the corporation is claiming a tentative refund based on the
carryback of any of the NOLs discussed under Definitions
and Special Rules, include the amount of the carryback on
line 1a. Attach any statements required. See What To Attach,
earlier.

Line 1b—Net Capital Loss

Generally, a net capital loss can be carried back 3 years and
treated as a short-term capital loss in the carryback year. The
net capital loss can be carried back only to the extent it does
not increase or produce an NOL in the tax year to which it is

Lines 11 through 28 —
Computation of Decrease in Tax

In columns (a), (c), and (e), enter the amount for the
applicable carryback year as shown on the corporation’s
original or amended return or as adjusted by the IRS.
Use columns (a) and (b), (c) and (d), or (e) and (f) to enter
amounts before and after carryback for each year to which
the loss is carried. Start with the earliest carryback year. Use
the remaining pairs of columns for each consecutive
preceding year until the loss is fully absorbed. Enter the
ordinal number of years the loss is being carried back and
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the date the carryback year ends in the spaces provided
above columns (a) and (b), (c) and (d), or (e) and (f).
For example, if the corporation’s loss year is the 2025
calendar year and is carrying a farming NOL back 2 years,
enter “2nd” and “12/31/23” in the spaces provided above
columns (a) and (b). After making the entries, it reads “2nd
preceding tax year ended 12/31/23.”
When completing lines 16 through 26, include any
adjustments that may have appeared on the original return.
For example, for a tax year beginning in 2025, if Form 1120,
Schedule J, line 1a, was increased by deferred tax under
section 1291, include that amount on line 16.

Line 11—Taxable Income From Tax Return

Enter in columns (b), (d), and (f), the amounts from columns
(a), (c), and (e), respectively.

Line 12—Capital Loss Carryback

Enter the capital loss carryback, but not more than capital
gain net income. A net capital loss may be carried back three
years (if not attributable to a foreign expropriation capital
loss) but the amount may be limited to prevent the loss from
increasing or producing a net operating loss. Capital gain net
income is figured without regard to the capital loss carryback
of the loss year or any later year. Attach a copy of Schedule D
(Form 1120) for the carryback year. Enter the amount of the
capital loss carryback as a positive number on line 12.
When carrying over a net capital loss to a later tax year,
reduce the amount of the net capital loss that can be used in
the later years by the amount of the net capital loss
deductions used in the earlier years. For details, see section
1212(a)(1).

Line 14—NOL Deduction

For tax years beginning before January 1, 2021, the NOL
deduction is the total of the NOL carryforwards to such year
plus the NOL carrybacks to that year.
For tax years beginning after December 31, 2020, the
NOL deduction for the year cannot exceed the aggregate
amount of NOLs arising in tax years beginning before
January 1, 2018, carried to such year plus the lesser of:
1. The aggregate amount of NOLs arising in tax years
beginning after December 31, 2017, carried to such tax year;
or
2. 80% of the excess, if any, of taxable income
determined without any NOL deduction, section 199A
deduction, or section 250 deduction over any NOL carryover
to the tax year from tax years beginning before January 1,
2018.
An exception applies for NOLs from insurance companies
other than life insurance companies. The 80% taxable
income limit does not apply for these entities. See sections
172(b) and (f).
Unless the corporation has elected to waive the carryback
or elected to exclude section 965 years from the carryback
period, NOL carrybacks are applied to the earliest year in the
carryback period, after applying NOL carryforwards from
earlier loss years. Any unused amount is carried to the next
tax year in the carryback period. Any amount not used during
the carryback period is carried forward. See Definitions and
Special Rules, earlier.
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Line 16—Income Tax

In columns (b), (d), and (f), enter the refigured income tax
after taking into account the carryback(s). See the
instructions for the corporate income tax return for the
applicable year for details on how to figure the income tax.
Attach a computation of the refigured tax. Take into account
section 1561 when refiguring the income tax.

Line 17—Alternative Minimum Tax

For columns (b), (d), and (f), refigure the alternative minimum
tax. Complete and attach Form 4626 for the appropriate tax
years before 2018 or after 2022.

Line 18—Base Erosion Minimum Tax

The base erosion minimum tax applies to corporations, other
than regulated investment companies (RICs), real estate
investment trusts (REITs), and S corporations, that have
average annual gross receipts for the 3 preceding tax years
of $500 million or more and that have deductions paid or
accrued to foreign related parties that are greater than 3% of
their total deductions (2% in the case of certain banks or
registered securities dealers). See section 59A, the
regulations under section 59A, and the Instructions for Form
8991 for further guidance on determining the base erosion
minimum tax amount.

Line 20—General Business Credit

In columns (b), (d), and (f), enter the total of the corrected
general business credits. Attach all applicable forms used to
redetermine the general business credit. Also, see the
instructions for line 1c.
Released general business credits. If an NOL carryback
or a net capital loss carryback eliminates or reduces a
general business credit in an earlier tax year, the released
general business credit can be carried back 1 year.
See section 39 and the Instructions for Form 3800 for
more details on general business credit carrybacks.

Line 21—Other Credits

See the corporation’s tax return for the carryback year for any
additional credits that will apply in that year. If any entry is
made on line 21, attach a statement identifying the credit(s)
claimed.

Line 25—Other Taxes

For columns (b), (d), and (f), refigure any other taxes not
mentioned above, such as recapture taxes, that will apply in
that year. If an entry is made on line 25, identify the taxes on
an attached statement.

Line 29—Overpayment of Tax Under Section
1341(b)(1)

For a tentative refund based on an overpayment of tax under
section 1341(b)(1), enter the overpayment on line 29 and
attach a computation showing the information required by
Regulations section 5.6411-1(d).

Line 30—Direct Deposit

Complete the direct deposit details for any refund shown on
line 28 and line 29. The corporation can use Form 1139 to
request a carryback, a refund under section 1341(b)(1), or
both.

Paperwork Reduction Act Notice. We ask for the
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The time needed to complete and file this form will vary
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average time is:
Recordkeeping . . . . . . . . . . . . . . . .

If you have comments concerning the accuracy of these
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write to the Internal Revenue Service, Tax Forms and
Publications, 1111 Constitution Ave. NW, IR-6526,
Washington, DC 20224. Do not send the form to this
address. Instead, see Where To File, earlier, near the
beginning of the instructions.

27 hr., 44 min.

Learning about the law or the
form . . . . . . . . . . . . . . . . . . . . . . . .

4 hr., 55 min.

Preparing the form . . . . . . . . . . . .

10 hr., 14 min.

Copying, assembling, and
sending the form to the IRS . . . . . .

1 hr., 20 min.

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