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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
FEBRUARY 24, 1997
TIDELANDS ROYALTY TRUST "B"
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
STATE OF TEXAS 0-8677 75-6007863
(STATE OF INCORPORATION) (COMMISSION FILE NO.) (IRS EMPLOYER IDENTIFICATION NO.)
NATIONSBANK OF TEXAS, N.A.
P.O. BOX 830241
DALLAS, TEXAS 75283-0241
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (800) 985-0794
NO CHANGE
(FORMER NAME OR FORMER ADDRESS, IF CHANGE SINCE LAST REPORT)
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ITEM 5. OTHER EVENTS.
Tidelands Royalty Trust "B" issued the following press release on
February 24, 1997:
"CHANGE IN SECURITIES TRADING MARKET -- Tidelands Royalty Trust B
(TIRTZ) (the "Trust") has been notified by The Nasdaq Stock Market,
Inc. ("Nasdaq") that the Trust's units of beneficial interest units
will cease to be listed for trading on the Nasdaq's Small Cap Market.
The market for the Trust's units instead will occur through the Over
the Counter Bulletin Board. This change will be effective with the
opening of business on February 27, 1997. The trading symbol on the
Over the Counter Bulletin Board will continue to be "TIRTZ."
The Trust's units are being delisted because the Trust does not meet
Nasdaq's minimum assets and equity criteria. Management of the Trust,
however, believes that Nasdaq's action is not based on any
deterioration of the Trust's financial condition or prospects. Since
1993, the Trust has been listed pursuant to an exception from Nasdaq's
continued listing criteria. Nasdaq now has determined not to continue
this exception, based in part on "the emergence of the [Over the
Counter Bulletin Board] as a viable option for companies not
qualifying for continued inclusion on Nasdaq."
Management of the Trust also believes that the Over the Counter
Bulletin Board will prove to be a satisfactory market mechanism for
trading in the units. Actual results, of course, may vary and will
depend on the number of market makers who are active in the units, the
number of buyers and sellers of units, the prices at which such buyers
and sellers are willing to buy and sell, and the future results of the
Trust's operations.
The Trust has 1,386,375 units issued and outstanding, 452,366 of which
are owned by Marine Petroleum Trust. Tidelands is a royalty trust
with overriding royalty interests in oil and gas leases in the Gulf of
Mexico. The majority of its income is from leases owned and operated
by Chevron and Pennzoil. In 1996 Tidelands collected oil and gas
royalties totaling $1,093,787 ($.788955 per share) and (after
deducting administrative expenses of $64,264) distributed $1,029,523
($.742601 per share) to its unitholders."
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The following documents are attached hereto as exhibits:
(a) Financial statements of business acquired -- not applicable.
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(b) Pro Forma Combined Condensed Financial Information -- not
applicable.
(c) Exhibits:
99.1.1 Tidelands Royalty Trust "B" Press Release dated
February 24, 1997 entitled "Changes in Securities
Trading Market."
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TIDELAND ROYALTY TRUST "B"
NationsBank of Texas, N.A., Trustee
Date: February 24, 1997 By:/s/ PATRICIA COX
---------------------------------
Patricia Cox
Vice President
Date: February 24, 1997 By:/s/ R. RAY BELL
---------------------------------
R. Ray Bell
Principal Accounting Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
<S> <C> <C>
SEQUENTIAL
EXHIBIT NO. DESCRIPTION OF EXHIBIT PAGE NO.
- ----------- ---------------------- -----------
99.1.1 Tidelands Royalty Trust "B" Press 6
Release dated February 24, 1997
entitled "Changes in Securities
Trading Market"
</TABLE>
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EXHIBIT 99.1.1
Dallas, Texas
February 24, 1997
CHANGE IN SECURITIES TRADING MARKET
Tidelands Royalty Trust B (TIRTZ) (the "Trust") has been notified by
The Nasdaq Stock Market, Inc. ("Nasdaq") that the Trust's units of beneficial
interest units will cease to be listed for trading on the Nasdaq's Small Cap
Market. The market for the Trust's units instead will occur through the Over
the Counter Bulletin Board. This change will be effective with the opening of
business on February 27, 1997. The trading symbol on the Over the Counter
Bulletin Board will continue to be "TIRTZ."
The Trust's units are being delisted because the Trust does not meet
Nasdaq's minimum assets and equity criteria. Management of the Trust, however,
believes that Nasdaq's action is not based on any deterioration of the Trust's
financial condition or prospects. Since 1993, the Trust has been listed
pursuant to an exception from Nasdaq's continued listing criteria. Nasdaq now
has determined not to continue this exception, based in part on "the emergence
of the [Over the Counter Bulletin Board] as a viable option for companies not
qualifying for continued inclusion on Nasdaq."
Management of the Trust also believes that the Over the Counter
Bulletin Board will prove to be a satisfactory market mechanism for trading in
the units. Actual results, of course, may vary and will depend on the number
of market makers who are active in the units, the number of buyers and sellers
of units, the prices at which such buyers and sellers are willing to buy and
sell, and the future results of the Trust's operations.
The Trust has 1,386,375 units issued and outstanding, 452,366 of which
are owned by Marine Petroleum Trust. Tidelands is a royalty trust with
overriding royalty interests in oil and gas leases in the Gulf of Mexico. The
majority of its income is from leases owned and operated by Chevron and
Pennzoil. In 1996 Tidelands collected oil and gas royalties totaling
$1,093,787 ($.788955 per share) and (after deducting administrative expenses of
$64,264) distributed $1,029,523 ($.742601 per share) to its unitholders.
6
