An Irrevocable Letter of Credit filed to meet the requirements of § 67-1-1801 for a stay of collection shall be in a form as follows. containing the following terms and conditions: IRREVOCABLE LETTER OF CREDIT NO. ____________ BENEFICIARY APPLICANT State of Tennessee (Taxpayer's name Department of Revenue and address) Nashville, Tennessee RE:______________________ (style of lawsuit) ______________________________, Chancery Court for ______________ County, Tennessee, No. ___________________. Gentlemen: We hereby issue in favor of the State of Tennessee, Department of Revenue, this irrevocable letter of credit which is available by presentment of your draft drawn at sight on ___________ (name of issuing bank) , subject to the condition that the draft be accompanied by a letter signed by the Commissioner of Revenue or his designate stating either:

1. (1) that the above-referenced lawsuit has been withdrawn or dismissed or terminated for any reason or that a judgment has been rendered in favor of the Commissioner of Revenue as to all or any portion of the challenged assessment; or,
2. (2) that the above-referenced lawsuit is still pending and that notice has been given that this letter of credit will not be extended or replaced, and certifying that the Commissioner shall retain and deposit the proceeds of this letter of credit as collateral security for its assessments against the plaintiff, and shall return all remaining proceeds to the issuer after the assessment and all interest and penalties accrued thereon are extinguished. SPECIAL CONDITIONS: A draft accompanied by the above statement concerning the nonextension or non-replacement of the credit shall not be honored if presented more than thirty (30) days prior to the original or any extended expiration date of this credit. The amount of this letter of credit is _______________dollars ($___________), which is 150% of the amount of the challenged tax assessment (including tax, interest and any applicable penalty) of _____________________dollars ($____________). This original of this letter of credit must accompany any draft. Drafts drawn under this credit must be endorsed and contain the clause "Drawn under (Name of Issuer) Letter of Credit No. ______________dated _____________________." All documents must be presented to the issuer at the following address: ____________________________________________________________________________________ Except so far as otherwise expressly stated, this credit is subject to the Uniform Customs and Practice for Documentary Credits, 1983 Revision, IC Publication No. 400. The issuer warrants that it is qualified under T.C.A. § 67-1-1801 to issue this letter of credit and is a bank designated by the Treasurer of this State as an authorized depository bank for the deposit of state funds. This letter of credit shall expire three years from date, but shall be automatically renewed for successive one-year periods, unless and until the issuer shall have delivered written notice of non-renewal to the beneficiary thirty (30) days or more prior to the then-pending expiration date. (Name of Issuer) BY:_______________________________________ TITLE: ___________________________________

Authority: T.C.A. §§ 67-1-1801 and 67-1-102. Administrative History: Original rule filed April 19, 1990; effective June 3, 1990.