SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended September 30, 1997
Commission File No. 1-8033
PERMIAN BASIN ROYALTY TRUST
Texas I.R.S. No. 75-6280532
NationsBank of Texas N.A., Trust Department
P. O. Box 1317
Fort Worth, Texas 76101
Telephone Number 817/390-6905
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
Number of units of beneficial interest outstanding at October 24,
1997: 46,608,796
Page 1 of 15
PERMIAN BASIN ROYALTY TRUST
PART I - FINANCIAL STATEMENTS
Item 1. Financial Statements.
The condensed financial statements included herein have been prepared
by NationsBank of Texas, N.A. as Trustee for the Permian Basin Royalty
Trust, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in annual financial statements have been
condensed or omitted pursuant to such rules and regulations, although
the Trustee believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that these
condensed financial statements be read in conjunction with the
financial statements and the notes thereto included in the Trust's
latest annual report on Form 10-K. In the opinion of the Trustee, all
adjustments, consisting only of normal recurring adjustments,
necessary to present fairly the assets, liabilities and trust corpus
of the Permian Basin Royalty Trust at September 30, 1997, and the
distributable income and changes in trust corpus for the three-month
and nine-month periods ended September 30, 1997 and 1996 have been
included. The distributable income for such interim periods is not
necessarily indicative of the distributable income for the full year.
Deloitte & Touche LLP, independent certified public accountants, has
made a limited review of the condensed financial statements as of
September 30, 1997 and for the three-month and nine-month periods
ended September 30, 1997 and 1996 included herein.
-2-
INDEPENDENT ACCOUNTANTS' REPORT
NationsBank of Texas, N.A. as Trustee
for the Permian Basin Royalty Trust:
We have reviewed the accompanying condensed statement of assets,
liabilities and trust corpus of the Permian Basin Royalty Trust as of
September 30, 1997 and the related condensed statements of
distributable income and changes in trust corpus for the three-month
and nine-month periods ended September 30, 1997 and 1996. These
financial statements are the responsibility of the Trustee.
We conducted our reviews in accordance with standards established by
the American Institute of Certified Public Accountants. A review of
interim financial information consists principally of applying
analytical procedures to financial data and making inquiries of
persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
The accompanying condensed financial statements are prepared on a
modified cash basis as described in Note 1, which is a comprehensive
basis of accounting other than generally accepted accounting
principles.
Based on our reviews, we are not aware of any material modifications
that should be made to such condensed financial statements for them to
be in conformity with the basis of accounting described in Note 1.
We have previously audited, in accordance with generally accepted
auditing standards, the statement of assets, liabilities and trust
corpus of the Permian Basin Royalty Trust as of December 31, 1996, and
the related statements of distributable income and changes in trust
corpus for the year then ended (not presented herein); and in our
report dated March 25, 1997, we expressed an unqualified opinion on
those financial statements. In our opinion, the information set forth
in the accompanying condensed statement of assets, liabilities and
trust corpus as of December 31, 1996 is fairly stated in all material
respects in relation to the statement of assets, liabilities and trust
corpus from which it has been derived.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
October 17, 1997
-3-
<PAGE>
<TABLE>
<CAPTION>
PERMIAN BASIN ROYALTY TRUST
CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
- ------------------------------------------------------------------------------
September 30, December 31,
ASSETS 1997 1996
(Unaudited)
<S> <C> <C>
Cash and short-term investments $ 1,235,580 $ 2,152,992
Net overriding royalty interests in producing
oil and gas properties (net of accumulated
amortization of $7,412,147 and $7,214,277
at September 30, 1997 and December 31, 1996,
respectively) 3,563,069 3,760,939
--------- ---------
$ 4,798,649 $ 5,913,931
========= =========
LIABILITIES AND TRUST CORPUS
Distribution payable to Unit holders $ 1,235,580 $ 2,152,992
Trust corpus - 46,608,796 Units of beneficial
interest authorized, issued
and outstanding 3,563,069 3,760,939
--------- ---------
$ 4,798,649 $ 5,913,931
========= =========
<CAPTION>
CONDENSED STATEMENTS OF DISTRIBUTABLE INCOME (UNAUDITED)
- ------------------------------------------------------------------------------------
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------- -------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Royalty income $4,392,956 $7,061,959 $17,283,217 $13,471,220
Interest income 8,385 8,057 33,924 19,785
--------- --------- ---------- ----------
4,401,341 7,070,016 17,317,141 13,491,005
General and administrative
expenditures 58,067 106,898 379,607 374,654
--------- --------- ----------- ----------
Distributable income $4,343,274 $6,963,118 $16,937,534 $13,116,351
========== ========== =========== ===========
Distributable income per Unit
(46,608,796 Units) $ .093186 $ .149395 $ .363397 $ .281414
========= ========= ========== ==========
<FN>
The accompanying notes to condensed financial statements are an integral part of these
statements.
</FN>
</TABLE>
-4-
<PAGE>
<TABLE>
<CAPTION>
PERMIAN BASIN ROYALTY TRUST
CONDENSED STATEMENTS OF CHANGES IN TRUST CORPUS (UNAUDITED)
- -----------------------------------------------------------------------------------------
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------- ---------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Trust corpus, beginning of period $ 3,620,815 $ 3,950,015 $ 3,760,939 $ 4,057,628
Amortization of net overriding
royalty interests (57,746) (102,522) (197,870) (210,135)
Distributable income 4,343,274 6,963,118 16,937,534 13,116,351
Distributions declared (4,343,274) (6,963,118) (16,937,534) (13,116,351)
---------- ---------- ----------- ----------
Trust corpus, end of period $ 3,563,069 $ 3,847,493 $ 3,563,069 $ 3,847,493
========== ========== ========== ==========
<FN>
The accompanying notes to condensed financial statements are an integral part of this statement.
</FN>
</TABLE>
-5-
PERMIAN BASIN ROYALTY TRUST
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF ACCOUNTING
The Permian Basin Royalty Trust ("Trust") was established as of
November 1, 1980. The net overriding royalties conveyed to the Trust
include: (1) a 75% net overriding royalty carved out of Southland
Royalty Company's fee mineral interests in the Waddell ranch in Crane
County, Texas (the "Waddell Ranch properties"); and (2) a 95% net
overriding royalty carved out of Southland Royalty Company's major
producing royalty interests in Texas (the "Texas Royalty properties").
The net overriding royalty for the Texas Royalty properties is subject
to the provisions of the lease agreements under which such royalties
were created. The financial statements of the Trust are prepared on
the following basis:
- - Royalty income recorded for a month is the amount computed and
paid to NationsBank of Texas, N.A. ("Trustee") as Trustee for the
Trust by the interest owners: Burlington Resources Oil & Gas
Company ("BROG") for the Waddell Ranch properties and Riverhill
Energy Corporation ("Riverhill") of Midland, Texas, a wholly owned
subsidiary of Riverhill Capital Corporation and an affiliate of
Coastal Management Corporation ("CMC") for the Texas Royalty
properties. CMC currently conducts all field, technical and
accounting operations on behalf of BROG with regard to the Waddell
Ranch properties. CMC also conducts the accounting operations for
the Texas Royalty properties on behalf of Riverhill. Royalty
income consists of the amounts received by the owners of the
interest burdened by the net overriding royalty interests
("Royalties") from the sale of production less accrued production
costs, development and drilling costs, applicable taxes, operating
charges, and other costs and deductions multiplied by 75% in the
case of the Waddell Ranch properties and 95% in the case of the
Texas Royalty properties.
- - Trust expenses recorded are based on liabilities paid and cash
reserves established out of cash received or borrowed funds for
liabilities and contingencies.
- - Distributions to Unit holders are recorded when declared by the
Trustee.
- - The conveyance which transferred the overriding royalty interest
to the Trust provides that any excess of production costs over
gross proceeds must be recovered from future net profits.
The financial statements of the Trust differ from financial statements
prepared in accordance with generally accepted accounting principles
("GAAP") because revenues are not accrued in the month of production
and certain cash reserves may be established for contingencies which
would not be accrued in financial statements prepared in accordance
with GAAP. Amortization of the Royalties calculated on a unit-of-
production basis is charged directly to trust corpus.
2. FEDERAL INCOME TAXES
For Federal income tax purposes, the Trust constitutes a fixed
investment trust which is taxed as a grantor trust. A grantor trust
is not subject to tax at the trust level. The Unit holders are
considered to own the Trust's income and principal as though no trust
were in existence. The income of the Trust is deemed to have been
received or accrued by each Unit holder at the time such income is
received or accrued by the Trust and not when distributed by the
Trust.
-6-
The Royalties constitute "economic interests" in oil and gas
properties for Federal income tax purposes. Unit holders must report
their share of the revenues of the Trust as ordinary income from oil
and gas royalties and are entitled to claim depletion with respect to
such income.
The Trust has on file technical advice memoranda confirming the tax
treatment described above.
The classification of the Trust's income for purposes of the passive
loss rules may be important to a Unit holder. As a result of the Tax
Reform Act of 1986, royalty income will generally be treated as
portfolio income and will not offset passive losses.
******
-7-
Item 2. Trustee's Discussion and Analysis
Forward Looking Information
Certain information included in this report contains, and other
materials filed or to be filed by the Trust with the Securities and
Exchange Commission (as well as information included in oral
statements or other written statements made or to be made by the
Trust) may contain or include, forward looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and Section 27A of the Securities Act of 1933, as amended.
Such forward looking statements may be or may concern, among other
things, capital expenditures, drilling activity, development
activities, production efforts and volumes, hydrocarbon prices and the
results thereof, and regulatory matters. Such forward looking
statements generally are accompanied by words such as "estimate,"
"expect," "predict," "anticipate," "goal," "should," "assume,"
"believe," or other words that convey the uncertainty of future events
or outcomes.
Three Months Ended September 30, 1997 and 1996
In the quarter ended September 30, 1997, royalty income received by
the Trust amounted to $4,392,956 compared to $7,061,959 for the
quarter ended September 30, 1996. The approximate $2.7 million
decrease in royalty income is primarily due to higher capital
expenditures for the quarter ended September 30, 1997, compared to the
same period in 1996. Interest income for the quarter ended
September 30, 1997 was $8,385, compared with $8,057 for the quarter
ended September 30, 1996. General and administrative expenses during
the third quarter of 1997 amounted to $58,067 compared to $106,898
during the third quarter of 1996. The decrease in general and
administrative expenses is primarily due to timing differences in the
receipt and payment of these expenses.
These transactions resulted in distributable income for the quarter
ended September 30, 1997 of $4,343,274, or $.093186 per Unit of
beneficial interest. Distributions of $.043937, $.022739 and $.026510
per Unit were made to Unit holders of record on July 31, August 29 and
September 30, 1997, respectively. For the quarter ended September 30,
1996, distributable income was $6,963,118, or $.149395 per Unit of
beneficial interest.
The Trust has been advised that effective January 1, 1996, Southland
Royalty Company ("Southland") was merged with and into Meridian Oil
Inc. ("Meridian"), a Delaware corporation, with Meridian being the
surviving corporation. Meridian succeeded to the ownership of all the
assets, has the rights, powers and privileges and assumed all of the
liabilities and obligations of Southland. Effective July 11, 1996,
Meridian changed its name to Burlington Resources Oil & Gas Company
("BROG").
In the fourth quarter of 1996, BROG notified the Trust that, pursuant
to an ongoing divestiture program, BROG intended to sell its interests
in the Texas Royalty properties that are subject to the Net Overriding
Royalty Conveyance to the Trust dated effective November 1, 1980
("Conveyance"). A Purchase and Sale Agreement was executed between
BROG and Riverhill, a wholly owned subsidiary of Riverhill Capital
Corporation and an affiliate of CMC. The Trustee has been advised by
BROG that the transaction closed on February 14, 1997. The Trustee
has further been informed by BROG that, as required by theConveyance,
Riverhill has succeeded to all of the requirements upon and the
responsibilities of BROG under the Conveyance with regard to the Texas
Royalty properties. BROG and Riverhill have further advised the
Trustee that all accounting operations pertaining to the Texas Royalty
properties will be performed by CMC under the direction of Riverhill.
As has been previously reported, the Trust was notified in the third
quarter of 1996 of the settlement of a class action lawsuit pending in
the 270th District court of Harris County, Texas (the "Court") styled
Caroline Altheide and Langdon Harrison v. Meridian Oil Inc., Meridian
Oil Holding Inc., Meridian Oil Trading Inc., Meridian Oil Production
Inc., Southland Royalty Company, El Paso Production Company, Meridian
Oil Hydrocarbons Inc., Meridian Oil Gathering Inc., Meridian Oil
Services Inc., and Edward Parker ("Class
-8-
Action"). A judgment has been signed by the Court approving
settlement. However, a Notice of Appeal was filed by San Juan 1990-A,
L.P.; K & W Gas Partners, L.P.; MAP 1992-A Partners, L.P.; and The
Board of Trustees of Leland Stanford Junior University, Non-Profit
Corporation (Stanford University) on February 7, 1997. Class Counsel
(Susman Godfrey, L.L.P. and Dick Watt) notified the Trust that at the
end of the first quarter of 1997, motions to dismiss the appeal were
filed. The Trustee has been further advised by Class Counsel that on
July 24, 1997, the Court of Appeals issued its judgment dismissing
such appeal on procedural grounds and that in early September 1997 the
Court of Appeals denied a motion for rehearing filed in such
proceeding. However, such proceeding may be subject to further
appellate action. One of the conditions set forth in the settlement
agreement for the distribution of settlement proceeds related to the
Class Action is that there will be no distribution of settlement
proceeds unless and until such judgment is no longer subject to appeal
and, if there is an appeal, not unless and until such judgment is
affirmed or such appeal is dismissed and the time for any further
proceeding in the appellate court of last resort has expired. As a
result of appeal, no distribution of settlement proceeds has been made
to the Trust and the Trustee does not know if or when the Trust will
receive proceeds of such settlement.
Royalty income for the Trust for the quarter ended September 30, 1997
is associated with actual oil and gas production for the period May
through July 1997 from the properties from which the Trust's net
overriding royalty interests ("Royalties") were carved. Oil and gas
production attributable to the Royalties and the properties from which
the Royalties were carved are as follows:
<TABLE>
<CAPTION>
Three Months Ended
September 30,
------------------------
1997 1996
<S> <C> <C>
ROYALTIES:
Oil sales (Bbls) 183,871 266,027
Gas sales (Mcf) 622,927 959,162
PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED:
Oil:
Total oil sales (Bbls) 473,977 469,422
Average per day (Bbls) 5,152 5,102
Average price/Bbl $17.75 $19.59
Gas:
Total gas sales (Mcf) 1,954,889 1,877,362
Average per day (Mcf) 21,249 20,406
Average price/Mcf $2.20 $2.29
</TABLE>
The posted price of oil decreased for the third quarter of 1997
compared to the third quarter of 1996, resulting in an average price
per barrel of $17.75 in the third quarter of 1997 compared to $19.59
in the third quarter of 1996. The Trust has been advised by BROG that
for the period August 1, 1993, through June 30, 1998, the oil from the
Waddell Ranch properties is being sold under a competitive bid to a
third party. Gas prices also decreased in the third quarter of 1997,
resulting in an average price per Mcf of gas of $2.20 in the third
quarter of 1997 compared to $2.29 in the third quarter of 1996.
-9-
Since the oil and gas sales attributable to the Royalties are based on
an allocation formula that is dependent on such factors as price and
cost (including capital expenditures), the production amounts in the
Royalties section of the above table do not provide a meaningful
comparison. The Trustee was advised that the increase in oil sales
from the properties from which the Royalties were carved is primarily
a result of an increase in production from the Waddell Ranch
properties due to a successful drilling program. The gas sales from
the properties from which the Royalties were carved were relatively
unchanged for the third quarter of 1997, compared to the third quarter
of 1996.
Capital expenditures for drilling, remedial and maintenance activities
on the Waddell Ranch properties during the third quarter of 1997
totaled $3.9 million, as compared to $347,000 in the third quarter of
1996. The Trust has been advised that the increase in expenditures is
primarily due to an increase in capital operations in the third
quarter of 1997 as compared to the same period in 1996, as well as an
accounting adjustment made by BROG in September 1996 to properly state
capital expenditures for the nine months ended September 30, 1996.
BROG has informed the Trust that the 1997 capital expenditures budget
is approximately $11.8 million of which approximately $9 million has
been expended through the third quarter of 1997. The total amount of
the capital expenditures budget for 1996 was $10.0 million.
The Trust has been advised that there were 16 gross (7 net) wells
completed during the three months ended September 30, 1997 and there
were 11 gross (4.75 net) wells in progress. For the three months
ended September 30, 1996, there were no wells completed and 2 gross
(.75 net) wells in progress at September 30, 1996. The well counts
for the three months ended September 30, 1996, have been restated
based on revised information provided by BROG.
Lease operating expense and property taxes totaled $2.9 million for
the third quarter of 1997, compared to $3.6 million in the third
quarter of 1996. This decrease is primarily attributable to a
decrease in property taxes on the Texas Royalty properties.
Additional property taxes on the Texas Royalty properties were paid in
the third quarter of 1996 that were related to prior periods.
Nine Months Ended September 30, 1997 and 1996
For the nine months ended September 30, 1997, royalty income received
by the Trust amounted to $17,283,217 compared with royalty income of
$13,471,220 during the first nine months of 1996. The approximate
$3.8 million increase in royalty income is primarily due to increases
in oil and gas prices received. Interest income for the nine months
ended September 30, 1997 was $33,924, compared with $19,785 during the
first nine months of 1996. The increase in interest income results
primarily from an increase in the amount of funds available for
investment. General and administrative expenses during the first nine
months of 1997 amounted to $379,607. During the first nine months of
1996, general and administrative expenses amounted to $374,654. The
increase in general and administrative expenses is primarily due to
timing differences in the receipt and payment of these expenses.
These transactions resulted in distributable income for the nine
months ended September 30, 1997 of $16,937,534, or $.363397 per Unit
of beneficial interest. For the first nine months of 1996, the
distributable income was $13,116,351, or $.281414 per Unit.
-10-
Royalty income for the Trust for the nine-month period ended
September 30, 1997, is associated with actual oil and gas production
for the period November 1996 through July 1997 from the properties
from which the Royalties were carved. Oil and gas sales attributable
to the Royalties and the properties from which the Royalties were
carved are as follows:
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
--------------------------
1997 1996
<S> <C> <C>
ROYALTIES:
Oil sales (Bbls) 606,132 547,232
Gas sales (Mcf) 1,977,266 1,813,974
PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED:
Oil:
Total oil sales (Bbls) 1,365,290 1,358,680
Average per day (Bbls) 5,001 4,959
Average price/Bbl $20.03 $18.77
Gas:
Total gas sales (Mcf) 5,457,970 5,484,012
Average per day (Mcf) 19,993 20,015
Average price/Mcf $2.69 $2.12
</TABLE>
The posted price of oil increased during the nine months ended
September 30, 1997, compared to the same period in 1996, resulting in
an average price per barrel of $20.03 in the nine months ended
September 30, 1997 compared to $18.77 in the nine months ended
September 30, 1996. The increase in the average price of gas from
$2.12 in the nine months ended September 30, 1996 to $2.69 in the same
period in 1997 is primarily the result of a increase in the spot
prices of natural gas.
Since the oil and gas sales attributable to the Royalties are based on
an allocation formula that is dependent on such factors as price and
cost (including capital expenditures), the production amounts in the
Royalties section of the above table do not provide a meaningful
comparison. The oil and gas sales from the properties from which the
Royalties are carved were relatively unchanged for the applicable
period of 1997 compared to 1996.
The lease operating expense and property taxes on the Waddell Ranch
properties for the nine months ended September 30, 1997 were $9.5
million compared to $8.6 million for the same period in 1996. The
increase is primarily due to increased operations on the Waddell Ranch
properties in the first nine months of 1997.
Capital expenditures in the first nine months of 1997 totaled $9.0
million compared to $8.5 million in the same period of 1996. The
Trustee has been advised that the increase in these costs is
associated with the timing of expenditures and the increase in the
capital budget for 1997 as compared to 1996.
The Trust has been advised that 18 gross (7.5 net) productive oil
wells on the Waddell Ranch properties were drilled and completed
during the nine months ended September 30, 1997 and 20 gross (6.875
net) productive oil wells were drilled and completed during the nine
months ended September 30, 1996. In addition, there were 11 gross
(4.75 net) wells in progress at September 30, 1997, and there were 2
gross (.75 net) wells in progress at September 30, 1996. The well
counts for the nine months ended September 30, 1996, have been
restated based on revised information provided by BROG.
-11-
<PAGE>
CALCULATION OF ROYALTY INCOME
The Trust's royalty income is computed as a percentage of the net
profit from the operation of the properties in which the Trust owns
net overriding royalty interests. These percentages of net profits
are 75% and 95% in the case of the Waddell Ranch properties and the
Texas Royalty properties, respectively. Royalty income received by
the Trust for the quarters ended September 30, 1997 and 1996,
respectively, was computed as shown in the table below:
<TABLE>
<CAPTION>
Three Months Ended September 30,
-------------------------------------------------------
1997 1996
--------------------------- --------------------------
Waddell Texas Waddell Texas
Ranch Royalty Ranch Royalty
Properties Properties Properties Properties
<S> <C> <C> <C> <C>
Gross proceeds of sales from
properties from which the net
overriding royalties were carved:
Oil proceeds $ 6,428,085 $1,982,684 $ 6,681,083 $2,516,631
Gas proceeds 3,677,078 630,868 3,734,157 558,795
---------- --------- --------- ---------
Total 10,105,163 2,613,552 10,415,240 3,075,426
---------- --------- --------- ---------
Less:
Severance tax:
Oil 260,743 78,645 273,597 92,671
Gas 275,208 35,883 277,454 32,724
Lease operating expense and
property tax:
Oil and gas 2,735,186 192,030 3,131,071 482,512
Capital expenditures 3,898,944 347,115
Other costs 63,954 24,970
--------- ------- --------- -------
Total 7,170,081 306,558 4,093,191 632,877
--------- ------- --------- -------
Net profits 2,935,082 2,306,994 6,322,049 2,442,549
Net overriding royalty interests 75% 95% 75% 95%
--------- --------- -------- ---------
Royalty income $ 2,201,312 $2,191,644 $ 4,741,537 $2,320,422
=========== ========== ========== ==========
</TABLE>
Item 3. Qualitative and Quantitative Disclosures About Market Risk
Not Applicable.
-12-
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
As has been previously reported in the Trust's Annual Report on
Form 10-K for the fiscal year ended December 31, 1996, the Trust
was notified in the third quarter of 1996 of the settlement of a
class action lawsuit pending in the 270th District Court of
Harris County, Texas, (the "Court") Cause No. 92-026182, styled
Caroline Altheide and Langdon Harrison v. Meridian Oil Inc.,
Meridian Oil Holding Inc., Meridian Oil Trading Inc., Meridian
Oil Production Inc., Southland Royalty Company, El Paso
Production Company, Meridian Oil Hydrocarbons Inc., Meridian Oil
Gathering Inc., Meridian Oil Services Inc. and Edward Parker
("Class Action"). A judgment has been signed by the Court
approving the settlement. However, a Notice of Appeal was filed
by San Juan 1990-A, L.P.; K & W Gas Partners, L.P.; MAP 1992-A
Partners, L.P.; and the Board of Trustees of Leland Stanford
Junior University, Non-Profit Corporation (Stanford University)
on February 7, 1997.
Class Counsel (Susman Godfrey, L.L.P. and Dick Watt) notified the
Trust that at the end of the first quarter of 1997, motions to
dismiss the appeal were filed. The Trustee has been further
advised by Class Counsel that on July 24, 1997, the Court of
Appeals issued its judgment dismissing such appeal on procedural
grounds and that in early September 1997 the Court of Appeals
denied a motion for rehearing filed in such proceeding. However,
such proceeding may be subject to further appellate action. One
of the conditions set forth in the settlement agreement for the
distribution of settlement proceeds related to the Class Action
is that there will be no distribution of settlement proceeds
unless and until such judgment is affirmed or such appeal is
dismissed and the time for any further proceeding in the
appellate court of last resort has expired. As a result of such
appeal, no distribution of settlement proceeds has been made to
the Trust and the Trustee does not know if or when the Trust will
receive proceeds of such settlement.
Items 2 through 5.
Not applicable.
Item 6.(a) Exhibits and Reports on Form 8-K
(4)(a) Permian Basin Royalty Trust Indenture dated
November 3, 1980, between Southland Royalty Company
(now Burlington Resources Oil & Gas Company) and The
First National Bank of Fort Worth (now NationsBank of
Texas, N.A.), as Trustee, heretofore filed as Exhibit
(4)(a) to the Trust's Annual Report on Form 10-K to
the Securities and Exchange Commission for the fiscal
year ended December 31, 1980 is incorporated herein by
reference.
(b) Net Overriding Royalty Conveyance (Permian Basin
Royalty Trust) from Southland Royalty Company (now
Burlington Resources Oil & Gas Company) to The First
National Bank of Fort Worth (now NationsBank of Texas,
N.A.), as Trustee, dated November 3, 1980 (without
Schedules), heretofore filed as Exhibit (4)(b) to the
Trust's Annual Report on Form 10-K to the Securities
and Exchange Commission for the fiscal year ended
December 31, 1980 is incorporated herein by reference.
(c) Net Overriding Royalty Conveyance (Permian Basin
Royalty Trust - Waddell Ranch) from Southland Royalty
Company (now Burlington Resources Oil & Gas Company)
to The First National Bank of Fort Worth (now
NationsBank of Texas,
-13-
N.A.), as Trustee, dated November 3, 1980 (without
Schedules), heretofore filed as Exhibit (4)(c) to
the Trust's Annual Report on Form 10-K to the
Securities and Exchange Commission for the fiscal
year ended December 31, 1980 is incorporated herein
by reference.
(27) Financial Data Schedule
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the quarter
ended September 30, 1997.
-14-
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 thereunto duly authorized.
NATIONSBANK OF TEXAS, N.A.
TRUSTEE FOR THE
PERMIAN BASIN ROYALTY TRUST
By: /s/ ERIC F. HYDEN
------------------------------------
Eric F. Hyden
Vice President
Date: October 24, 1997
(The Trust has no directors or executive officers.)
-15-
INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Exhibit Page
(4)(a) Permian Basin Royalty Trust Indenture dated
November 3, 1980, between Southland Royalty
Company (now Burlington Resources Oil & Gas
Company) and The First National Bank of Fort
Worth (now NationsBank of Texas, N.A.), as
Trustee, heretofore filed as Exhibit (4)(a) to
the Trust's Annual Report on Form 10-K to the
Securities and Exchange Commission for the
fiscal year ended December 31, 1980 is
incorporated herein by reference.*
(b) Net Overriding Royalty Conveyance (Permian
Basin Royalty Trust) from Southland Royalty
Company (now Burlington Resources Oil & Gas
Company) to The First National Bank of Fort
Worth (now NationsBank of Texas, N.A.), as
Trustee, dated November 3, 1980 (without
Schedules), heretofore filed as Exhibit (4)(b)
to the Trust's Annual Report on Form 10-K to
the Securities and Exchange Commission for the
fiscal year ended December 31, 1980 is
incorporated herein by reference.*
(c) Net Overriding Royalty Conveyance (Permian
Basin Royalty Trust - Waddell Ranch) from
Southland Royalty Company (now Burlington
Resources Oil & Gas Company) to The First
National Bank of Fort Worth (now NationsBank of
Texas, N.A.), as Trustee, dated November 3,
1980 (without Schedules), heretofore filed as
Exhibit (4)(c) to the Trust's Annual Report on
Form 10-K to the Securities and Exchange
Commission for the fiscal year ended December
31, 1980 is incorporated herein by reference. *
(27) Financial Data Schedule **
* A copy of this Exhibit is available to any Unit holder, at
the actual cost of reproduction, upon written request to
the Trustee, NationsBank of Texas, N.A., P. O. Box 1317,
Fort Worth, Texas 76101.
** Filed herewith.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS OF
PERMIAN BASIN ROYALTY TRUST AS OF SEPTEMBER 30, 1997, AND THE RELATED CONDENSED
STATEMENTS OF DISTRIBUTABLE INCOME AND CHANGES IN TRUST CORPUS FOR THE
THREE-MONTH PERIOD ENDED SEPTEMBER 30, 1997.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> $1,235,580
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> $1,235,580
<PP&E> $10,975,216
<DEPRECIATION> $7,412,147
<TOTAL-ASSETS> $4,798,649
<CURRENT-LIABILITIES> $1,235,580
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> $3,563,069
<TOTAL-LIABILITY-AND-EQUITY> $4,798,649
<SALES> 0
<TOTAL-REVENUES> $4,401,341
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> $58,067
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> $4,343,274
<INCOME-TAX> 0
<INCOME-CONTINUING> $4,343,274
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> $4,343,274
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
