rp-09-44.pdf

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PART III

Administrative, Procedural, and Miscellaneous

[26 CFR 601.106}: [Appeals Functions]
(Also: §§ 601.202, 601.203; and Part I, § 7123(b)(1))

Rev. Proc. 2009-44

SECTION 1. PURPOSE

This revenue procedure updates Revenue Procedure 2002-44, which formally
established a mediation procedure for cases in the Appeals administrative process.
This revenue procedure expands and clarifies the types of cases that may be mediated
in Appeals. Generally, this program is available for cases in which a limited number of
legal and factual issues remain unresolved following settlement discussions in Appeals.

SECTION 2. BACKGROUND

Section 7123(b)(1) of the Internal Revenue Code, as enacted by section 3465 of
the Internal Revenue Service Restructuring and Reform Act of 1998, Pub. L. No. 105-
206, 112 Stat. 685, provides the statutory authority for the Appeals mediation program.
On July 1, 2002, Revenue Procedure 2002-44, 2002-2 C.B. 10, formally established the
Appeals mediation procedure. Rev. Proc. 2002-44 modified and expanded the
availability of mediation for cases that are already in the Appeals administrative
process. This revenue procedure supersedes Rev. Proc. 2002-44.

SECTION 3. SIGNIFICANT CHANGES

This revenue procedure modifies the Appeals mediation program to expand the
types of cases that are eligible for mediation while also clarifying the types of cases that
are ineligible. Significant changes from Rev. Proc. 2002-44 in this revenue procedure
include:

.01 Section 4.02 provides that mediation does not create any special settlement
authority for Appeals.

.02 Section 4.03(7) provides that mediation may be available for certain offer in
compromise and Trust Fund Recovery Penalty cases as provided for in Announcement
2008-111, 2008-48 I.R.B. 1224, or any subsequent guidance issued by the IRS;

.03 Section 9.02 provides that, for offer in compromise cases with liabilities of
$50,000 or more, any settlement or agreement reached must be reviewed by the Office
of Chief Counsel pursuant to section 7122(b).

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SECTION 4. SCOPE OF MEDIATION

.01 In general. Mediation may be used to resolve issues in cases that qualify
under this revenue procedure while they are under consideration by Appeals. This
procedure may be used only after Appeals settlement discussions are unsuccessful
and, generally, when all other issues are resolved but for the issue(s) for which
mediation is being requested.

.02 Authority. The mediation procedure does not create any special authority
for settlement by Appeals. During the mediation process, Appeals is still subject to the
procedures that would be applicable if the issue were being considered via the standard
Appeals process, including procedures in the Internal Revenue Manual and existing
published guidance.

.03 Applicability. Mediation is available for:

(1) Legal issues;

(2) Factual issues;

(3) A Compliance Coordinated Issue (CCI) or an Appeals Coordinated
Issue (ACI). (CCI and ACI issues are listed online at
www.irs.gov/appeals.) However, a CCI or ACI issue will not be eligible for
mediation when the taxpayer has declined the opportunity to discuss the
CCI or ACI issue with the Appeals CCI or ACI coordinator during the
course of regular Appeals settlement discussions;

(4) An early referral issue when an agreement is not reached, provided the
early referral issue meets the requirements for mediation (see
section 2.16
of Rev. Proc. 99-28, 1999-2 C.B. 109, or any subsequent revenue
procedure);

(5) Issues for which a request for competent authority assistance has not
yet been filed. Taxpayers are cautioned that if they enter into a settlement
with Appeals (including an Appeals settlement through the mediation
process) and then request competent authority assistance, the competent
authority will endeavor only to obtain a correlative adjustment with the
treaty country and will not take any actions that would otherwise change
the settlement. See
section 7.05 of Rev. Proc. 2006-54, 2006-2 C.B.
1035, or the corresponding provision of any successor guidance. If a
taxpayer enters into the Appeals mediation program, the taxpayer may not
request competent authority assistance until the mediation process is

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complete unless the taxpayer demonstrates that a request for competent
authority assistance is necessary to keep open a period of limitations in
the treaty country. If so, competent authority assistance may be
requested while mediation is pending and the U.S. competent authority
will suspend action on the case until mediation is completed;

(6) Unsuccessful attempts to enter into a closing agreement under section
7121; and

(7) Offer in compromise and Trust Fund Recovery Penalty cases as
provided for in Announcement 2008-111, or any subsequent guidance
issued by the IRS.

.04 Inapplicability. Mediation will not be available for:

(1) Cases in which mediation is not appropriate under either 5 U.S.C.
§ 572 or 5 U.S.C. § 575, which provide the general authority and
guidelines for use of alternative dispute resolution in the administrative
process;

(2) Issues designated for litigation;

(3) Issues docketed in any court (for the Chief Counsel mediation program
involving issues in docketed cases, see
Chief Counsel Directives Manual
(CCDM 35.5.5.4));

(4) Collection cases, except for certain offer in compromise and Trust
Fund Recovery Penalty cases as provided for in Announcement 2008-111
or any subsequent guidance issued by the IRS;

(5) Issues for which mediation would not be consistent with sound tax
administration, such as, but not limited to, issues governed by closing
agreements, by res judicata, or by controlling Supreme Court precedent;

(6) Frivolous issues, such as, but not limited to, those identified in Rev.
Proc. 2009-2, 2009-1 I.R.B. 87, or any subsequent revenue procedure;

(7) “Whipsaw” issues, such as, but not limited to, issues for which
resolution with respect to one party might result in inconsistent treatment
in the absence of participation of another party;

(8) Cases in which the taxpayer did not act in good faith during settlement
negotiations, such as, but not limited to, cases in which the taxpayer failed
to timely respond to document requests or offers to settle, or failed to
address arguments and precedents raised by Appeals; and

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(9) Issues that have been otherwise identified in subsequent guidance
issued by the IRS as excluded from the mediation program.

SECTION 5. APPLICATION PROCESS

.01 Mediation is optional. A taxpayer and Appeals may request mediation after
consultation with each other.

.02 Filing requirements.

(1) Where to file. To request mediation, the taxpayer should send a
written request to the appropriate Appeals Team Manager. The
taxpayer should also send copies of the written request to the
appropriate Appeals Area Director and to the Chief Appeals, 1099 14
th

Street, NW, Suite 4200E – East, Washington, DC 20005,
Attn: AP:TS:TPP. (See
Exhibit 1 of this revenue procedure for a listing
of the addresses for each Appeals Area Director.)

(2) Required information. The mediation request should include:

(a) The taxpayer’s name, taxpayer identification number, and address
(and the name, title, address, and telephone number of a person to
contact);

(b) The name of the Team Case Leader, Appeals Officer, or
Settlement Officer;

(c) The taxable period(s) involved;

(d) A description of the issue for which mediation is being requested,
including the dollar amount of the adjustment in dispute; and

(e) A representation that the issue is not an excluded issue listed in the
“Scope of Mediation” section above.

.03 Review of Mediation Request. The Appeals Team Manager will confer with
the Appeals Office of Tax Policy and Procedure before deciding to approve or deny a
mediation request. Generally, the Appeals Team Manager will respond to the taxpayer
and the Team Case Leader or Appeals Officer within two weeks after the Appeals Team
Manager receives the request for mediation.

(1) Request approved. If Appeals approves the mediation request, the
Appeals Team Manager will inform the taxpayer and the Team Case Leader or

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Appeals Officer and will schedule a conference or conference call that may
include a representative from Appeals Tax Policy and Procedure Headquarters to
discuss the mediation process.

(2) Request denied. If Appeals denies the mediation request, the
Appeals Team Manager will promptly inform the taxpayer and the Team Case
Leader or Appeals Officer. Although no formal appeal procedure exists for the
denial of a mediation request, a taxpayer may request a conference with the
Appeals Team Manager to discuss the denial. The denial of a mediation request
is not subject to judicial review.

SECTION 6. AGREEMENT TO MEDIATE

.01 Written agreement. Upon approval of the request to mediate, the taxpayer
and Appeals will enter into a written agreement to mediate. See
Exhibit 2 of this
revenue procedure for a model agreement to mediate. This agreement will be
negotiated via a conference or conference call. A representative from the Appeals
Office of Tax Policy and Procedure may participate in the negotiation. The agreement
to mediate should:

(a) Be as concise as possible;

(b) Specify the issue(s) that the parties have agreed to mediate;

(c) Contain an initial list of witnesses, attorneys, representatives, and observers
for each party;

(d) Identify the location and the proposed date of the mediation session; and

(e) Prohibit ex parte contacts between the mediator and the parties.

The Appeals Team Manager, in consultation with the Team Case Leader or
Appeals Officer, will sign the agreement to mediate on behalf of Appeals.

Generally, it is expected that the parties will complete and execute the
agreement to mediate within three weeks after being notified that Appeals approved the
mediation request and will proceed to mediation within 60 days after signing the
agreement to mediate. A taxpayer’s inability to adhere to these timeframes, without
reasonable cause, may result in Appeals’ withdrawal from the mediation process.

.02 Participants. The parties to the mediation process will be the taxpayer and
Appeals. Each party must have at least one participant with decision-making authority
attending the mediation session. The agreement to mediate will set forth the
procedures by which the parties inform each other and the mediator of the participants
in the mediation, and will set forth any limitation on the number, identity, or participation

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of such participants. In general, the parties are encouraged to include, in addition to the
required decision-makers, those persons with information and expertise that will be
useful to the decision-makers and the mediator. In this regard, Appeals has the
discretion to communicate ex parte with the IRS Office of Chief Counsel, the originating
function, e.g., Compliance, or both, in preparation for or during the mediation session.
Appeals also has the discretion to have Counsel, the originating function, or both,
participate in the mediation proceeding to present the position and views of the IRS, and
to rebut representations and arguments made by the taxpayer. Counsel's participation
in this regard is separate from the review function outlined in Section 9.02 of this
revenue procedure. To minimize the possibility of a last minute disqualification of the
mediator, each party must notify the mediator and the other party of the participants on
the party’s mediation team no later than two weeks before the mediation. See
Exhibit 3
of this revenue procedure for a model participants list.

.03 Disclosure. To participate in mediation under this revenue procedure, the
taxpayer must consent under section 6103(c) to the disclosure by the IRS of the
taxpayer’s returns and return information incident to the mediation to the mediator and
any participant or observer identified in the initial list of participants and observers and
to any subsequent participants and observers identified in writing by the parties. The
taxpayer must execute a separate consent to disclose tax information. See
Exhibit 4 of
this revenue procedure for a model consent to disclose tax information. If the agreement
to mediate and consent are executed by a person pursuant to a power of attorney
executed by the taxpayer, that power of attorney must clearly express the taxpayer’s
grant of authority to consent to disclose the taxpayer’s returns and return information by
the IRS to third parties, and a copy of that power of attorney must be attached to the
agreement.

SECTION 7. MEDIATION PROCESS

.01 Selection of mediator and expenses. An Appeals employee trained as a
mediator will serve as the mediator under this revenue procedure. Appeals will pay all
expenses associated with the use of an Appeals mediator. The taxpayer and the
Appeals Team Manager will select the Appeals mediator from a list of trained
employees who, generally, will be located in the same Appeals office or geographical
area as the taxpayer, but will not be a member of the same team that was assigned to
the case.

Additionally, at the taxpayer’s expense, the taxpayer may elect to use a co-
mediator who is not employed by the IRS. The taxpayer and the Appeals Team
Manager will select the non-IRS co-mediator from any local or national organization that
provides a roster of neutrals. A representative from the Appeals Office of Tax Policy
and Procedure may participate in the negotiations to select a non-IRS co-mediator.
Criteria for selecting a non-IRS co-mediator may include: completion of mediation
training; previous mediation experience; substantive knowledge of tax law; or
knowledge of industry practices. A mediator shall have no official, financial, or personal

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conflict of interest with respect to the parties, unless such interest is fully disclosed in
writing to the taxpayer and the Appeals Team Manager and they agree that the
mediator may serve. See
5 U.S.C. § 573.

.02 Appeals personnel as mediators and conflict statement. To address the
inherent conflict arising from the Appeals mediator’s status as an employee of the IRS,
the Appeals mediator will provide to the taxpayer a statement confirming his or her
proposed service as a mediator and stating that (i) he or she is a current employee of
the IRS, (ii) a conflict results from his or her continued status as an IRS employee, and
(iii) this conflict will not interfere in the mediator’s ability to facilitate the case impartially.
This statement will also be included in the written agreement to mediate.

SECTION 8. MEDIATION SESSION

.01 Discussion summaries. Each party will prepare a discussion summary of the
issues (including the party’s arguments in favor of the party’s position) for consideration
by the mediator. The discussion summaries should be submitted to the mediator and
the other party no later than two weeks before the mediation session is scheduled to
occur.

.02 Confidentiality. The mediation process is confidential. Therefore, all
information concerning any dispute resolution communication is confidential and may
not be disclosed by any party, participant, observer or mediator except as provided by
statute, such as in section 6103 of the Internal Revenue Code and 5 U.S.C. § 574. A
dispute resolution communication includes all oral or written communications prepared
for the purposes of a dispute resolution proceeding. See
5 U.S.C. § 571(5).

.03 Ex Parte Contacts Prohibited. To ensure that one party is not in a position to
exert undue influence on the mediator, there will be no ex parte contacts with the
mediator outside the mediation session.

The prohibition against ex parte communications is intended to apply only to
unsolicited contacts from one of the parties outside the mediation session. It ensures
the mediator does not receive information or evidence the other party is unaware of and
is unable to respond to or rebut. This provision does not prevent the mediator from
contacting a party, or a party from answering a question or request posed by the
mediator.

.04 Withdrawal. Either party may withdraw from the process anytime before
reaching a settlement of the issue(s) being mediated by notifying the other party and the
mediator in writing.

SECTION 9. POST-SESSION PROCEDURES

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.01 Mediator's report. At the conclusion of the mediation process, the mediator
will prepare a brief written report and submit a copy to each party. See
Exhibit 5 of this
revenue procedure for a model mediator's report.

.02 Closing procedures. If the parties reach an agreement on all or some issues
through the mediation process, Appeals will use established procedures, including
preparation of a Form 906, Closing Agreement on Final Determination Covering
Specific Matters. See
Statement of Procedural Rules, 26 C.F.R. § 601.106. Delegation
Order 236 (Rev. 3) (addressing settlement authority for issues in a Coordinated
Examination Program) may apply to settlements.

For offer in compromise cases with liabilities of $50,000 or more, any settlement
or agreement reached through mediation must be reviewed by the Office of Chief
Counsel pursuant to section 7122(b) before being finalized. When review is required,
Appeals will forward the case to Area Counsel for an opinion concerning whether the
case is subject to compromise. See
IRM 5.8.8.5 and 8.23.4.2.2.

If the parties do not reach an agreement on an issue being mediated, they may
request arbitration for the issue, provided the mediation issue meets the requirements
for arbitration. See
Rev. Proc. 2006-44, 2006-2 C.B. 800, or any subsequent
procedure. If arbitration is not requested or approved, Appeals will not reconsider the
mediated issue(s), and a statutory notice of deficiency will be issued with respect to all
unagreed issues (or the case will be processed using established closing procedures if
there is no deficiency).

SECTION 10. GENERAL PROVISIONS

.01 Employees. IRS and Treasury employees who participate in or observe the
mediation process in any way, and any person under contract to the IRS pursuant to
section 6103(n) that the IRS invites to participate or observe, will be subject to the
confidentiality and disclosure provisions of the Internal Revenue Code, including
sections 6103, 7213, and 7431.

.02 Section 7214(a)(8) disclosure. Under section 7214(a)(8), IRS employees
must report information concerning violations of any revenue law to the Secretary. The
agreement to mediate will state this requirement and the parties will acknowledge this
duty.

.03 Disqualification of the non-IRS co-mediator. The non-IRS co-mediator will
be disqualified from representing the taxpayer in any pending or future action that
involves the transactions or issues that are the particular subject matter of the
mediation. This disqualification extends to representing any other parties involved in
the transactions or issues that are the particular subject matter of the mediation.
Moreover, the co-mediator's firm will be disqualified from representing the taxpayer or
any other parties involved in the transactions or issues that are the particular subject

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matter of the mediation in any action that involves the transactions or issues that are the
particular subject matter of the mediation.

The co-mediator's firm will not be disqualified from representing the taxpayer or
any other parties in any future action that involves the same transactions or issues that
are the particular subject matter of the mediation, provided that (i) the co-mediator
disclosed the potential of such representation to the parties to the mediation conducted
by the co-mediator prior to the parties’ acceptance of the co-mediator, (ii) such action
relates to a taxable year that is different from the taxable year that is the subject matter
of the mediation, (iii) the firm’s internal controls preclude the co-mediator from any form
of participation in the matter, and (iv) the firm does not apportion to the co-mediator any
part of the fee therefrom. In the event the co-mediator has been selected prior to the
co-mediator learning of the identity of one or more of the parties involved in the
mediation, requirement (i) will be deemed satisfied if the co-mediator promptly notifies
the parties of the potential representation.

Although the co-mediator is prohibited from receiving a direct allocation of the fee
from the taxpayer (or other party) in the matter for which the internal controls are in
effect, the co-mediator will not be prohibited from receiving a salary, partnership share,
or corporate distribution established by prior independent agreement. The co-mediator
and his or her firm are not disqualified from representing the taxpayer or any other
parties involved in the mediation in any matters unrelated to the transactions or issues
that are the particular subject matter of the mediation.

This paragraph 3 only applies to representations on matters before the IRS.

The provisions of this paragraph 3 are in addition to any other applicable
disqualification provisions, including, for example, the rules of the United States Tax
Court and applicable canons of ethics.

.04 Use as precedent. A settlement reached by the parties through mediation
will not be binding on the parties (or be otherwise controlling) for taxable years not
covered by the agreement. Except as provided in the agreement, no party may use
such settlement as precedent.

SECTION 11. EFFECTIVE DATE

This procedure is effective October 5, 2009, the date this revenue procedure is
published in the Internal Revenue Bulletin.

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SECTION 12. EFFECT ON OTHER DOCUMENTS

Revenue Procedure 2002-44 is superseded. This revenue procedure is subject
to the requirements in Announcement 2008-111 for offer in compromise and Trust Fund
Recovery Penalty cases.

DRAFTING INFORMATION

The principal author of this revenue procedure is Sarah Sheldon, Office of Chief
Counsel, Procedure and Administration. For further information regarding this revenue
procedure, contact Ms. Sheldon at (202) 622-7950 (not a toll-free call).

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Exhibit 1:

Addresses for Appeals Area Directors

Director, Area 1
IRS Appeals
290 Broadway, 11
th
Floor
New York, NY 10007

Director, Area 2 – Collection
IRS Appeals
1099 14
th
Street, N.W.
Washington, DC 20005

Director, Area 3
IRS Appeals
810 Broadway, Suite 300
Nashville, TN 37203

Director, Area 4
IRS Appeals
701 Market St., Suite 2200
Philadelphia, PA 19106

Director, Area 7
IRS Appeals
4050 Alpha Road
Farmers Branch, TX 75244

Director, Area 8
IRS Appeals
160 Spear St. Suite 800
San Francisco, CA 94105

Director, Area 9
IRS Appeals
330 North Brand Blvd, Suite 600
Glendale, CA 91203

Director, Appeals Team Case Leaders
300 North Los Angeles Street, Federal Building
Los Angeles, CA 90012

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Exhibit 2:

Model Agreement to Mediate

1. The Mediation Process
.

The mediation will be an extension of the Appeals process to help [NAME OF
TAXPAYER] and Internal Revenue Service (IRS)--Appeals (the PARTIES) reach a
negotiated settlement of the issues to be mediated. See
(2) below for the participants in
the mediation process. To accomplish this goal, the mediator will act as a facilitator,
assist in defining the issues, and promote settlement negotiations between the
PARTIES. The mediator will inform and discuss with the PARTIES the rules and
procedures pertaining to the mediation process. The mediator will not have settlement
authority and will not render a decision regarding any issue in dispute. The PARTIES
will continue to have settlement authority for all issues considered under the mediation
process.

2. Nature of Process, Participants, Withdrawal
.

(a) The mediation process is optional.

(b) Each PARTY must have at least one participant attending the mediation
session with decision-making authority. No later than two weeks before
the mediation, each PARTY will submit to the other PARTY and the
mediator a list of the participants who will attend the mediation session on
behalf of or at the request of the PARTY, including a designation of the
person with decision-making authority who will represent the PARTY at
the mediation session. Each PARTY’s list of participants will contain the
participant’s name, the participant’s position with the PARTY or other
affiliation (e.g.
, a member of XYZ law firm, counsel to the taxpayer), and
the participant’s address, [telephone number, and fax number]. All
participants attending the mediation on behalf of or at the request of a
PARTY will be listed on the PARTY’s list of participants, including
witnesses, consultants, and attorneys.

[Insert limitations on the number or types of participants, if any.]

(c) Either PARTY may withdraw from the process at any time prior to reaching a
settlement of the issues to be mediated by notifying the other PARTY and the
mediator in writing.

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3. Selection of Mediator and Costs.

(a) Headquarters Appeals will pay the costs associated with the Appeals mediator.
The taxpayer will pay the cost of a non-IRS co-mediator.
(b) The taxpayer, by signing this agreement, acknowledges that (i) the Appeals
mediator is a current employee of the IRS, (ii) a conflict results from his or her
continued status as an IRS employee, and (iii) this conflict will not interfere in the
mediator’s ability to facilitate the case impartially.

4. Issues to be Mediated
.

The mediation session will encompass the following issues in the IRS audit of the
federal tax returns of [NAME OF TAXPAYER] for tax year(s)______________:

(a) Issue #1
(b) Issue #2

5. Submission of Materials
.

Each PARTY will present to the mediator a separate written summation not to exceed
20 pages (exclusive of exhibits consisting of pre-existing documents and reports)
regarding each issue. The mediator will have the right to ask either PARTY for
additional information before the mediation session if deemed necessary for a full
understanding of the issues to be mediated. Each PARTY will simultaneously submit to
the other PARTY a copy of any submission to the mediator.

6. Place of Mediation
.

The PARTIES will attempt to select a site at or near the mediator’s office, [NAME
OF
TAXPAYER]'s office, or an Appeals office.

7. Proposed Schedule.

Subject to the approval of the mediator, the mediation session will be conducted
according to the following schedule:

Submission of
Materials to Mediator: A DATE NO LATER THAN TWO WEEKS BEFORE
THE DATE OF MEDIATION SESSION

Mediation Session: By MONTH DAY, YEAR and TIME

8. Confidentiality
.

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IRS and Treasury employees who participate in or observe the mediation process in
any way, and any person under contract to the IRS pursuant to § 6103(n) of the Internal
Revenue Code (including the mediator) that the IRS invites to participate or observe,
will be subject to the confidentiality and disclosure provisions of the Internal Revenue
Code, including §§ 6103, 7213 and 7431. See
also 5 U.S.C § 574.

9. Ex Parte Contacts Prohibited.

There will be no ex parte contacts from a PARTY to the mediator outside the
mediation session. This provision is not intended to prevent the mediator from
contacting a PARTY, or a PARTY from responding to the mediator’s request for
information.

10. Section 7214(a)(8) Disclosure
.

The PARTIES to this agreement acknowledge that IRS employees involved in this
mediation are bound by the § 7214(a)(8) disclosure requirements concerning violations
of any revenue law.

11. No Record
.

There will be no stenographic record, audio or video tape recording, or other transcript
of the mediation session(s).

12. Report by Mediator
.

At the conclusion of the mediation session, the mediator will issue a brief report to the
PARTIES identifying each issue described in section 4, above, and whether the
PARTIES either agreed to resolve or did not resolve the issue.

13. Appeals Procedures Apply
.

If the mediation process enables the PARTIES to reach agreement on the issues,
Appeals will use established procedures to close the case. Delegation Order 236 (Rev.
3) (addressing settlement authority for issues in a Coordinated Examination Program) or
§ 7122(b) (regarding offer in compromise cases) may apply to settlements resulting
from the mediation process. If the PARTIES do not reach an agreement on an issue
being mediated, the PARTIES may request arbitration for the issue provided the issue
meets the requirements for arbitration. See
Rev. Proc. 2006-44, 2006-2 C.B. 800, or
any subsequent procedure. If arbitration is not requested or approved, Appeals will not
reconsider the mediated issue(s), and a statutory notice of deficiency will be issued with
respect to all unagreed issues (or the case will be processed using established closing
procedures if there is no deficiency).

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14. Precedential Use.

A settlement reached by the PARTIES through mediation will not be binding on the
PARTIES (or be otherwise controlling) for taxable years not covered by the agreement.
Except as provided in the agreement, no PARTY may use such settlement as
precedent.

INTERNAL REVENUE SERVICE, NAME OF TAXPAYER
APPEALS

By:_________________________ By:________________________
NAME NAME
Appeals Team Manager TITLE

Date:_______________________ Date:______________________

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Exhibit 3:

Model Mediation Participants List

Case Name: ___________________________________

Submitted By: _________________________________

Date: _______________________

Please list below all
participants attending the mediation, including witnesses,
consultants, and attorneys. This form must be sent to the other PARTY and to the
mediator(s) no later than two weeks before the mediation session. Insert an asterisk
(*) before the name of the person who has decision-making authority at the mediation
session:

NAME POSITION OR ADDRESS TELEPHONE &
AFFILIATION FAX NUMBER

Exhibit 4:

Consent to Disclose Tax Information

Pursuant to section 6103(c) of the Internal Revenue Code of 1986 (as amended), I
hereby consent to the disclosure of return information (as defined in section 6103(b)(2))
relating to the mediation session between __________________ (Taxpayer) and the
Commissioner of Internal Revenue to be held on ______________ (date), as follows:

The Internal Revenue Service may disclose the taxpayer’s return
and return information incident to the mediation to the mediator and
any participants or observers identified in the initial list of
participants and to any subsequent participants and observers
identified in writing by the parties.

This consent relates to the mediation session that is the subject of an agreement to
mediate dated____________. I am aware that in the absence of this authorization, the
return and return information of _______________ (Taxpayer) is confidential and may
not be disclosed except as authorized by the Internal Revenue Code.

I certify that I have the authority to execute this consent on behalf of Taxpayer.

Taxpayer Name: ________________________________________________

Taxpayer Identification Number: ____________________________________

Taxpayer Address: ______________________________________________

By: [Name of Individual Executing Consent] ________________________

Title: [Title of Individual Executing Consent] _________________________

Signature: _____________________________________________________

Date: _________________________________________________________

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Exhibit 5:

Model Mediator's Report

The parties below agreed to mediate their dispute and attended a mediation session on
MONTH DAY, YEAR in an attempt to settle the following issue(s):

ISSUE:

SETTLEMENT: [ ] Yes
[ ] No
[ ] Partial

Proposed Adjustment Amount: Amount Sustained:

ISSUE:

SETTLEMENT: [ ] Yes
[ ] No
[ ] Partial

Proposed Adjustment Amount: Amount Sustained:

Settlement documents will be prepared under established Appeals procedures.

DATED this______ day of ____________

____________________________
/s/ Mediator

____________________________
/s/ Party

____________________________
/s/ Party