Mott v. United States

delivered tbe opinion óf the court1:*

■ ■ This tax case,^apparently one of -first impression, comes before tbe court -on tbe parties’ -cross-motions; for ¡suibmary judgment. Tbe. issue is whether ;an .estatqis. entitled, to a deduction from its ;gross income,pursuant .to1 Section '661(a) (2) of the Internal Revenue- Code of >1964:,1 -when it makes a distribution of corpus of an estate to a qualified charitable bene*130ficiary pursuant to a general pecuniary bequest. We have concluded that the claimed deduction is not available.

The pertinent facts, which have been stipulated, are as follows: Walter C. Teagle died on January 9, 1962, leaving a gross estate in excess of $36,000,000. Under the terms of his will, two-thirds of the estate, after payment of debts, expenses, and specific bequests, was left to the Teagle Foundation, a tax-exempt charitable corporation. The residue of the estate, including all income earned during its administration, was left in trust for the benefit of Jane W. Teagle, an alternate life beneficiary, with specified remainders over.

The years involved in this suit are the estate’s taxable years ending July 31,1963,1964, and 1965. During this period, the executors of the estate made the following payments out of the corpus of the estate in partial satisfaction of the bequest to the Teagle Foundation:

1963_ $18,166,676.75

1964_ 405,379.02

1965_ 375,000.00

The executors also made several distributions of income to Jane during the administration period before the trust came into operation, including during the years involved here, a $100,000 payment in 1963.

In computing Mr. Teagle’s taxable estate, the executors were allowed an estate tax deduction of $14,107,420.90 for the charitable bequest to the Teagle Foundation. They now assert that they are also entitled to a deduction, in computing the estate’s taxable income for the years involved here, for the payments described above which they made in satisfaction of the charitable bequest. Briefly stated, they contend that such a deduction is permitted by the plain terms of Section 661(a) (2), which provides in pertinent part that:

In any taxable year there shall be allowed as a deduction in computing the taxable income of an estate * * * any * * * amounts properly paid * * * for such taxable year * * *.

The Government, while conceding that a literal reading of Section 661(a) (2) would permit plaintiffs to prevail, main*131tains that that section cannot properly be interpreted without reference to its purpose, and that when the provision is read in the context of the entire statutory scheme of Subchapter J of 'Chapter 1 of the Code, it is clear that the distribution to the charitable organization in this case cannot qualify for the deduction permitted by Section 661 (a) (2).

Before reaching the merits of this case, we think it is important to summarize briefly some of the basic principles of Subchapter J which relate to distributions by estates. Since the enactment of the Revenue Act of 1913,2 the value of “property acquired by gift, bequest, devise or inheritance”3 has been excluded from gross income. The exclusion is not absolute, however, since income from such property, including income realized by an estate during its administration,4 is subject to tax.5 Similarly, a bequest of income from property is not within the statutory exclusion.6 It has therefore become necessary to develop a system of rules which would determine the proper amounts of estate income subject to tax and, more importantly for purposes of this case, a system which would determine who should bear the burden of that tax. In making this latter determination, Congress has adopted the “conduit principle” of taxing estates (and trusts as well), through which an estate is treated as a taxable entity and is taxed, in general, on income which it realizes but which it does not distribute, or is not deemed to have distributed, to its beneficiaries. Where income is distributed to a beneficiary, or is deemed to be so distributed, that income would not be taxable to the estate but instead would be taxable to the beneficiary, a result which is accomplished by permitting the estate a deduction for the amount of the distribution and by requiring the beneficiary to include that amount in his gross income. In this manner, the conduit principle serves to effectuate a Congressional policy to tax estate income once, *132and only once, by allocating , the tax between; estate and beneficiary.7 - • -

Under the present rules of Subchapter Jythe allocation described abbve is- accomplished through the combined operation of the'concept of “distributable met income,” ór “D.N.I. ” and the statutory distribution rules applicable to estates and complex trusts, which* are- set- out in Sections '661-63.-With regard to; distributable-net-income', we limit-our discussion here’ to only-a few -salient; aspects -of -that1- concept;¡since -we previously- examined ¡it in detail-in Manufacturers Hanover Trust Co. v. United States, 160 Ct. Cl. 582, 312 F. 2d 785, cert. denied, 375 U.S. 880 (1963). What is'impórtant to moté Iteré is1 that D.N.I.; which isessenti allydhe estate’s taxable income (with some modifications), serves generally as a ceiling on the combined--tax-liability of--the estate and beneficiary:, -and limits the amount-taxable to the beneficiary and deductible by the estate. -

In addition, we¡should also, note-that.D.N.I. is expressed in terms of taxable income, and that in computing-taxable; income Section 642(c),-in general,.allows an estate ;(or trust) an: unlimited charitable .deduction, for,¡^mounts of.-“gross ipcome” which, pursuant to the,governing instrumentáis paid, permanently- pet aside, or. to,be ;us,e¡d.fo.r charitable purposes. Thus, a charitable, distribution. which is .deductible; raider Section 642(c) ,has the effect of rédpcing .the maximum aggregate, amount taxable to the estate and beneficiary be-, cause.it reduces D.N.I.8

The distribution' rules of ' Sections 661-63, provide, the mechanism for allocating D.NX between estate and beneficiary. Since frequently an estáte makes distributions to more than one beneficiary'during'a particular taxable yéár, and since some beneficiaries' llave "greater rights to income than do othets, the distribution rules provide for priorities of tax-*133ability tby establishing, A?hat is known, as the,“tier-system.” Through this, system, D.N.I. is allocated tinder Section 662 (a) (1) .first to beneficiaries who.haye rights to current.income;,,.based. upon ,a conclusive presumption that “any distribution, is cozisidered a distribution of the trust, or ¿gate’s current income, to. the. extent of its taxable income for the year.”9 .By, presuming,that.such .distributions are income, Subchapter J, eliminates the need for “tracing” tfie, source of distributions, as was necessary under prior law, fo,,deter-mine what,¡portion,, if., apy,,constitutes,.amounts■ of current income.10

After;allocating|I).]^,I. among the “first-tier” beneficiaries described, ^boye,, any. D.NJ>, .remaining would, be .allocated among i‘secpndrtipt”, beneficiaries, according ¡to.¡.Section 662;(a), (2),.,,.'I;heoretically,. all distributiopg except,first-tier distributions fall Afithin, the.sec,ond,.tier,..whiphjs defined as “all other .amounts, property pafifi credited, .or .Required, to fie distributed, to such, beneficiary., fim .the, .taxable,¡year.”.,The term “amounts,”.Avhich,is,central,bp,,the controversy, ¡here, is. broad enough to encompass non-fipst-tipr ..distributions from .either principal,or .income* whether of money, or spe^ cific. property. Again* this.eliminat.es the necessity for .tracing,, since, .the statute assumes that second-tier.distributions diminish whateyer;D.N.I.- remains after allocations to ¡first-tier distributees. . ; ,; . . , ,,,

By defining, second-tier distributions as any “amounts,’’..the sweep of Section .662(a) (2) is so broad that, if left unqualified, bequests excluded under Section 102(a) could become taxable to beneficiaries under Section..662. To preserve.the exemption for bequests, Section 663 (a) (d); excludes from the operation of the distribution rules any amount which is.not payable solely out.of income and “which, under the terms of the governing.instrument,,is properly paid or credited as,a gift or bequest of a specific sum of money or of specific property and which is paid or credited all at once or in not more than three installments.”-If a,. distribution meets, these, requirements, it will be considered a bequest excluded, uh'der *134Section. 102(a). If it fails to meet them, it will be considered a bequest of income from property under Section 102(b)'(2) ,11 and will be taxed according to the distribution rules. Of course, the amount taxable under the distribution rules is circumscribed by the estate’s D.N.I., so that amounts distributed in excess of D.N.I. would still be considered as a bequest excluded under Section 102(a), whether or not the distribution meets the specific requirements of Section 663(a) (l).12

A second modification to the distribution rules which is pertinent to this case is contained in Section 663(a)'(2). It provides that “amounts” do not include “[a]ny amount paid or permanently set aside or otherwise qualifying for the [charitable] deduction provided in Section 642(c) * * The purpose of this provision, as explained 'by the committee reports, is that “since the estate or trust is allowed a deduction under Section 642(c) for amounts paid, permanently set aside, or otherwise qualifying for the deduction provided in that section, such amounts are not allowed as an additional deduction for distributions, nor are they treated as amounts distributed for purposes of Section 662 in determining the amounts includible in gross income of the beneficiaries.” 13

As mentioned above, amounts distributed which are in-cludible in the gross income of a beneficiary would, in general, not be taxable to the estate. This is accomplished by Section 661, which provides for a deduction, up to the estate’s distributable net income, for amounts distributed to its beneficiaries. The language and framework of this section corresponds to that of Section 662. An estate can deduct amounts “required to be distributed currently” (first-tier distributions) under Section 661(a)(1), as well as “any other amounts properly paid or credited or required to be distributed” (second-tier distributions) under Section 661 (a) i(2).

*135The foregoing discussion of the distribution scheme of Subchapter J, although considerably simplified, provides an adequate framework within which to decide whether, as plaintiffs contend, the estate is entitled to a deduction under Section 661'(a) (2) for the amounts paid to the Teagle Foundation. Both parties agree that the amount of the payments, although made to a charitable organization, are not deductible under Section 642(c) in computing the estate’s taxable income. Mr. Teagle’s will did not provide, as Section 642(c) requires, that the payments be made out of the estate’s gross income. In fact, the payments here were made out of the corpus of the estate.

In addition, the parties seem to agree that none of the provisions of Section 663(a) expressly excludes the payments here from the operation of Section 661. The exception of Section 663(a) (1), for gifts or bequests of a specific sum or of specific property which is paid or credited all at once or in not more than three installments, is not applicable here because the bequest has not been satisfied in three installments or less. Moreover, it is not a bequest of a specific sum of money since its amount, expressed as a percentage of the estate after payment of administrative expenses and other charges, was not ascertainable at the time of Mr. Teagle’s death. See Treas. Beg. § 1.663(a)-1(b) (1) (1956). Section 663(a) (2), which provides that an estate may not deduct under Section 661 any amount paid, permanently set aside, or otherwise qualifying for the charitable deduction permitted by Section 642(c), would also seem to be inapplicable because the amounts here, as noted above, do not qualify under Section 642(c) for the charitable deduction.14

Plaintiffs contend that since none of the express exceptions to Section 661 applies here, the amounts paid to the Teagle Foundation are properly deductible under that section because they constitute “amounts properly paid * * * for such taxable year * * *.” The Government contends that “amounts” cannot be read literally and that Section *136661(a)‘(2) dpes not apply 'to' tMse charitable distributions. It relies principally'óií |.Sectibh 1.663(á)-2 "of the Eégulá-tipnswhichprovidfesinl)ertinentpart: ,n'v' '