- 43 -
In Rauenhorst v. Commissioner, 119 T.C. 157 (2002), we
refused “to allow * * * [IRS] counsel to argue the legal
principles of * * * opinions against the principles and public
guidance articulated in the Commissioner’s currently outstanding
revenue rulings.” Id. at 170-171. Consistent with our holding
in Rauenhorst, we refuse to allow respondent to argue the legal
principles of Acro Manufacturing Co. v. Commissioner, 39 T.C. 377
(1962), against the principles subsequently articulated in Rev.
Rul. 75-223, 1975-2 C.B. 109, Rev. Rul. 77-376, 1977-2 C.B. 107,
and G.C.M. 37,054 (Mar. 21, 1977). We therefore consider
respondent to have conceded that, as a direct result of a section
332 liquidation of an operating subsidiary, the surviving parent
corporation is considered as having been engaged in the
liquidated subsidiary’s preliquidation trade or business, with
the result that the assets of that trade or business are deemed
assets used in the surviving parent’s trade or business at the
time of receipt. See Rauenhorst v. Commissioner, supra at 170-
171, 173. As stated by respondent on brief, pursuant to section
301.7701-3(g)(1)(ii) and (2)(i), Proced. & Admin. Regs., “there
is no difference between a check-the-box liquidation and an
actual liquidation.” Therefore, notwithstanding our holding in
Acro Manufacturing Co. v. Commissioner, supra,17 we conclude that
17 We need not revisit our decision in that case at this
time.
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