Jean Pawlow is “an exceptional attorney whose greatest strength is her advocacy skills before the IRS” reports a source, adding: “She is very creative in her approach to issues, she always looks for an alternative approach and a path for favorable resolution.”
Chambers 2019

Jean A. Pawlow

Washington, D.C. | Silicon Valley
  • 555 Eleventh Street, NW
  • Suite 1000
  • Washington, D.C. 20004-1304
  • USA
 
 

Jean Pawlow is a partner in the Washington, D.C. and Silicon Valley offices of Latham & Watkins and a member of the Tax Controversy Practice.

Drawing on over three decades of experience, Ms. Pawlow represents companies and individuals on high-profile tax controversy matters. She is recognized for being a strong litigator in matters of federal, state, and local tax controversies.

Her controversy experience involves handling a myriad of complex tax issues, including:

  • Transfer pricing and other valuation issues
  • The tax treatment of financial instruments
  • Foreign tax credit and research credit issues
  • Leveraged leases
  • Cross-border withholding
  • Credit card interchange and original issue discount (OID)
  • Insurance tax matters
  • Excise taxes
  • Estate and gift tax issues
  • Charitable contribution deductions

Ms. Pawlow has a breadth of experience in all stages of the IRS administrative process, federal litigation, and Tax Court litigation. She has litigated cases before US district and appellate courts, as well as the US Tax Court, the US Court of Federal Claims, and the US Supreme Court. She has broad knowledge of the IRS alternative dispute resolution (ADR) procedures, including fast-track settlement, rapid appeals, post-appeals mediation, pre-filing agreements, and compliance assurance process (CAP) audits. Ms. Pawlow regularly represents clients who are undergoing audits by the IRS Global High-Wealth Industry Group.

Ms. Pawlow is a frequent speaker and writer and has appeared on CBS and CNBC. She was a contributing editor of Getting the Deal Through: Tax Controversy 2016.

Professional Experience
  • American College of Tax Counsel Fellow
  • US Court of Federal Claims Advisory Council, Tax Committee
  • San Jose State University Lucas College and Graduate School of Business, Tax Advisory Board
Recent Speaking Engagements
  • Panelist, “TEI San Francisco Ethics for In-House Tax Professionals” (January 2020)
  • Panelist, “TEI Las Vegas” (December 2019)
  • Panelist, “TEI Denver” (December 2019)
  • Co-Chair, “Implications of State Aid Cases/OECD Transfer Pricing Guidelines,” Tax Planning Strategies, US and Europe (April 2018)
  • Panelist, “TEI Audits & Appeals Seminar” (April 2018)
Thought Leadership
  • The IRS’s Assault on Section 199 (Computer Software) Doesn’t Compute, Bloomberg BNA Daily Tax Report, April 24, 2017
  • The New LB&I: Recent IRS Reorganization Raises Panoply of Significant Issues, Tax Executive, February 23, 2016

Ms. Pawlow's representative experience includes:

  • Lead counsel seeking a refund of more than US$400 million in federal income taxes relating to a loss incurred when a financial institution’s supervisory goodwill asset became worthless as a result of a breach of contract by the US government (Citigroup, Inc. v. United States, Fed. Cir. filed Sept. 1, 2015)
  • Lead counsel challenging a tax deficiency of US$228 million corresponding to the transfer of an automotive parts business from a US subsidiary to its foreign parent (Siemens Corp. v. Commissioner, Tax Ct. filed Jun. 6, 2018)
  • Lead counsel challenging a tax deficiency relating to cancellation of indebtedness income for the corporate owner of the IHOP and Applebee’s restaurant chains (Dine Equity, Inc. v. Commissioner, Tax Ct. filed Nov. 20, 2014)*
  • Co-lead counsel in a six-week Tax Court trial challenging asserted tax deficiencies of US$560 million relating to leveraged lease transactions (John Hancock Life Ins. Co. v. Commissioner, 141 T.C. No. 1, 2013)*
  • Lead counsel in a Tax Court case for a former US ambassador to the Bahamas; secured settlement of six years of tax deficiencies in nine months (Blankenship v. Commissioner, Tax Ct. Nos. 8799-08, 19383-08 and 28630-11)*
  • Lead counsel in a Tax Court case challenging reasonable compensation paid to members of a closely-held agricultural business; secured favorable settlement before trial (DiMare, Inc. v. Commissioner, Tax Ct. filed Oct. 18, 2013)*
  • Co-counsel in a Washington, D.C. transfer pricing case; secured a complete victory on motion for summary judgment (Siemens Corp. v. Office of Tax and Revenue, Dist. of Columbia filed Apr. 11, 2013)*
  • Co-lead counsel challenging a tax deficiency relating to the valuation of an estate’s assets and deduction for charitable contributions (Estate of Stanton v. Commissioner, Tax Ct. filed Aug. 15, 2013)*
  • Lead counsel successfully challenging a US$320 million tax and penalty deficiency relating to OID interchange income earned by credit card issuer. Capital One Financial Corp. v. Commissioner, 133 T.C. 136 (2009) and 130 T.C. 147 (2008), aff’d, (4th Cir. 2011)*
  • Co-lead counsel seeking tax refund for deduction of interest expense relating to the transfer of property to a trust in satisfaction of a contested liability under Code section 461(f). Goodrich Corp. v. United States 2012 U.S. Dist. LEXIS 5301 (W.D. N.C. Jan. 18, 2012); Goodrich Corp. v. Commissioner (Tax Ct. filed Dec. 8, 2009)*
  • Co-lead counsel in protecting the rights of a lender in a secured debt transaction involving the “holder of a security interest” under Code section 6323(a). John Hancock Life Ins. Co. v. United States (5th Cir. filed Dec. 7, 2009)*
  • Co-counsel in landmark case seeking a US$419 million tax refund relating to allocation of R&D expenses in determining DISC/FSC benefits. Boeing Co. v. United States, 537 U.S. 437 (2003), aff’g, 258 F.3d 958 (9th Cir. 2001), rev’g, 82 A.F.T.R.2d (RIA) 6246 (W.D. Wash. 1998)*
  • Co-counsel successfully challenging deficiency relating to taxpayer’s deduction for estimate of inventory “shrinkage.” Wal-Mart Stores, Inc. v. Commissioner, T.C. Memo 1997-1, aff’d, 153 F.3d 650 (8th Cir. 1998)*
  • Co-counsel successful challenging tax deficiency regarding whether commissions earned as compensation for the performance of personal services were taxable as income effectively connected to a US trade or business. Pen v. Commissioner (Tax Ct. filed Jan. 11, 1996)*
  • Co-counsel successfully obtaining tax refund where taxpayer’s disability reserve qualified as a “life insurance reserve” under Code section 801. Metropolitan Life Ins. Co. v. United States, 30 Fed. Cl. 195 (1993)*
  • Co-counsel in Tax Court contesting deficiency regarding: application of Treas. Reg. § 1.451-4 to taxpayer’s rewards program; overhead allocation; and investment tax credit issues. Texas Instruments v. Commissioner, 98 T.C. 628 (1992) and T.C. Memo 1992-306*

*Matter handled prior to joining Latham

 
  • Bar Qualification
    • California
    • District of Columbia
    Education
    • JD, Harvard Law School, 1988
      cum laude
    • BS, University of California, Berkeley, 1985
      with high honors
  • Practices
 
 
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