A pro forma invoice is a preliminary bill sent before a sale is final. It shows the buyer what the invoice will say, with the items, prices, taxes, shipping and payment terms, so they can approve the purchase, arrange funds or pay a deposit. It is not a final invoice, so it is not usually recorded in accounts receivable. In U.S. customs, a pro forma invoice is a substitute an importer files when no commercial invoice is available. 19 CFR 141.83(d) allows it and 141.85 sets its form.
What is a pro forma invoice?
A pro forma invoice is a draft of the bill, sent before the sale is final. "Pro forma" means "as a matter of form." It looks like an invoice. It lists the buyer and seller, the goods or services, quantities, prices, taxes, shipping and the payment terms. But it is a good-faith statement of what the final invoice will be, not a bill for a completed sale.
What is it used for?
- Approval. A buyer's finance team may need a document that looks like an invoice before it signs off on a purchase.
- Arranging funds. A customer may need one to get a loan, a grant or an internal budget release.
- Paying a deposit. Some sellers ask for a deposit against the pro forma before they start work or ship.
- Shipping across borders. Importers use one when the commercial invoice is not yet in hand.
How is it different from a quote or an invoice?
| Document | What it does | In accounts receivable? |
|---|---|---|
| Quote or estimate | Offers a price the buyer can accept | No |
| Pro forma invoice | Shows what the final invoice will be | No |
| Invoice | Bills for a sale that has happened | Yes |
A quote asks "do you want this at this price?" A pro forma says "here is what you will be billed once you go ahead." The invoice is the legal request for payment. Because a pro forma doesn't record a completed sale, it usually isn't entered as revenue or as an amount the customer owes. If the buyer pays a deposit against it, that money is recorded when it arrives, and the final invoice shows it as paid.
What does it mean in U.S. customs?
U.S. Customs and Border Protection rules allow a pro forma invoice when the importer doesn't have the commercial invoice. Under 19 CFR 141.83(d), "if no invoice or bill is available, a pro forma (or substitute) invoice, as provided for in § 141.85, shall be filed." It must carry enough information to examine the goods and work out the duties.
Section 141.85 sets out the form. The importer signs a statement that, not having the seller's or shipper's invoice, they ask customs to accept the values given. The form includes:
- The names and addresses of the shipper, seller, consignee and purchaser
- Whether the goods have been purchased, and the basis for the prices given
- A description of the goods with unit and total prices
- Which charges, such as packing and freight, are included
- The country of origin, and a signature and date
The importer also promises to file any other invoice with customs as soon as it arrives.
Should a pro forma invoice be numbered like an invoice?
It helps to keep it separate. Many businesses label it clearly as "Pro forma" and number it in its own series. That way nobody mistakes it for a bill already owed, and your invoice numbers stay in an unbroken sequence.
Every figure on this page was checked against these sources on Oct 6, 2026. General information, not legal or tax advice.