# Transactions Involving the Transfer of No Net Value; Correction
**AGENCY:**
Internal Revenue Service (IRS), Treasury.
**ACTION:**
Correction to notice of proposed rulemaking.
**SUMMARY:**
This document contains corrections to a notice of proposed rulemaking that was published in the *Federal Register* on Thursday, March 10, 2005 (70 FR 11903). The proposed regulation provides guidance regarding corporate formations, reorganizations, and liquidations of insolvent corporations.
**FOR FURTHER INFORMATION CONTACT:**
Jean Brenner, (202) 622-7790 (not a toll-free number).
**SUPPLEMENTARY INFORMATION:**
**Background**
The notice of proposed rulemaking (REG-163314-03) that is the subject of these corrections are under sections 332, 351 and 368 of the Internal Revenue Code.
**Need for Correction**
As published, the notice of proposed rulemaking (REG-163314-03) contains errors that may prove to be misleading and are in need of clarification.
**Correction of Publication**
Accordingly, the notice of proposed rulemaking (REG-163314-03), that was the subject of FR Doc. 04-4384, is corrected as follows:
1. On page 11904, column 1, in the preamble under the paragraph heading “ *Explanation of Provisions* ”, the undesignated paragraph heading, “ *Exchange of Net Value Requirement* ” is correctly designated as “1. *Exchange of Net Value Requirement* ”.
2. On page 11904, column 1, in the preamble under the newly designated paragraph heading “1. *Exchange of Net Value Requirement* ”, the undesignated paragraph heading, “ *Background* ” is correctly designated as “A. *Background* ”.
3. On page 11904, column 3, in the preamble under the newly designated paragraph heading “1. *Exchange of Net Value Requirement* ”, the undesignated paragraph, “ *Explanation of rules* ” is revised and correctly designated as “B. *Explanation of Rules* ”.
4. On page 11904, column 3, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Net Value Requirement* ” is correctly designated as “(i) *Net Value Requirement* ”.
5. On page 11905, column 2, in the preamble under the newly designated paragraph heading, “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Scope of Net Value Requirement* ” is correctly designated as “(ii) *Scope of Net Value Requirement* ”.
6. On page 11905, column 3, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Definition of Liabilities* ” is correctly designated as “(iii) *Definition of Liabilities* ”.
7. On page 11905, column 3, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Amount of Liabilities* ” is correctly designated as “(iv) *Amount of Liabilities* ”.
8. On page 11906, column 1, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Assumption of Liabilities* ” is correctly designated as “(v) *Assumption of Liabilities* ”.
9. On page 11906, column 1, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *In Connection With* ” is correctly designated as “(vi) *In Connection With* ”.
10. On page 11906, column 2, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Section 368(a)(1)(C)* ” is correctly designated as “(vii) *Section 368(a)(1)(C)* ”.
11. On page 11906, column 2, in the preamble under the newly designated paragraph heading “B. *Explanation of Rules* ”, the undesignated paragraph heading, “ *Section 721* ” is correctly designated as “(viii) *Section 721* ”.
12. On page 11906, column 3, in the preamble under the paragraph heading “ *Explanation of Provisions* ”, the undesignated paragraph heading, “ *Continuity of Interest* ” is correctly designated as “2. *Continuity of Interest* ”.
13. On page 11906, column 3, in the preamble under the newly designated paragraph heading “2. *Continuity of Interest* ”, the undesignated paragraph heading, “ *Background* ” is correctly designated as “A. *Background* ”.
14. On page 11907, column 1, in the preamble under the newly designated paragraph heading “2. *Continuity of Interest* ”, the undesignated paragraph heading, “ *Explanation of Provisions* ” is correctly designated as “B. *Explanation of Provisions* ”.
15. On page 11907, column 3, in the preamble under the newly designated paragraph heading, “ *Explanations of Provisions* ” the undesignated paragraph heading, “ *Section 332* ” is correctly designated as “3. *Section 332* ”.
16. On page 11907, column 3, in the preamble under the newly designated paragraph heading, “3. *Section 332* ” the undesignated paragraph heading, “ *Background* ” is correctly designated as “A. *Background* ”.
17. On page 11907, column 3, in the preamble under the newly designated paragraph heading, “3. *Section 332* ” the undesignated paragraph heading, “ *Explanation of Provisions* ” is correctly designated as “B. *Explanation of Provisions* ”.
LaNita Van Dyke,
Acting Chief, Publications and Regulations Branch, Legal Processing Division, Associate Chief Counsel, (Procedure and Administration).