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 June 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 August 13, 1997:
46,608,796
Page 1 of 15
<PAGE>
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 June 30, 1997, and the distributable income and changes
in trust corpus for the three-month and six-month periods ended June 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 June 30,
1997 and for the three-month and six-month periods ended June 30, 1997
and 1996 included herein.
-2-
<PAGE>
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
June 30, 1997 and the related condensed statements of distributable
income and changes in trust corpus for the three-month and six-month
periods ended June 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
August 1, 1997
-3-
<PAGE>
<TABLE>
<CAPTION>
PERMIAN BASIN ROYALTY TRUST
CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
- ---------------------------------------------------------------------------------------------------------------
June 30, December 31,
ASSETS 1997 1996
(Unaudited)
<S> <C> <C>
Cash and short-term investments $ 868,784 $ 2,152,992
Net overriding royalty interests in producing
oil and gas properties (net of accumulated
amortization of $7,354,401 and $7,214,277
at June 30, 1997 and December 31, 1996,
respectively) 3,620,815 3,760,939
--------- ---------
$ 4,489,599 $ 5,913,931
========= =========
LIABILITIES AND TRUST CORPUS
Distribution payable to Unit holders $ 868,784 $ 2,152,992
Trust corpus - 46,608,796 Units of beneficial
interest authorized and outstanding 3,620,815 3,760,939
--------- ---------
$ 4,489,599 $ 5,913,931
========= =========
<CAPTION>
CONDENSED STATEMENTS OF DISTRIBUTABLE INCOME (UNAUDITED)
- --------------------------------------------------------------------------------------------------------------
Three Months Ended Six Months Ended
June 30, June 30,
---------------------------- ----------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Royalty income $ 4,185,854 $ 3,839,220 $12,890,261 $ 6,409,261
Interest income 14,218 3,996 25,539 11,728
--------- --------- --------- ---------
4,200,072 3,843,216 12,915,800 6,420,989
General and administrative
expenditures 177,535 143,348 321,540 267,756
--------- --------- --------- ---------
Distributable income $ 4,022,537 $ 3,699,868 $ 12,594,260 $ 6,153,233
========= ========= ========= =========
Distributable income per Unit
(46,608,796 Units) $ .086304 $ .079382 $ .270211 $ .132019
========= ========= ========= =========
<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 Six Months Ended
June 30, June 30,
---------------------------- ----------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Trust corpus, beginning of period $ 3,672,335 $ 4,009,018 $ 3,760,939 $ 4,057,628
Amortization of net overriding
royalty interests (51,520) (59,003) (140,124) (107,613)
Distributable income 4,022,537 3,699,868 12,594,260 6,153,233
Distributions declared (4,022,537) (3,699,868) (12,594,260) (6,153,233)
---------- ---------- ----------- ----------
Trust corpus, end of period $ 3,620,815 $ 3,950,015 $ 3,620,815 $ 3,950,015
========== ========== ========== ==========
<FN>
The accompanying notes to condensed financial statements are an integral part
of this statement.
</FN>
</TABLE>
-5-
<PAGE>
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"), 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.
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.
-6-
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 June 30, 1997 and 1996
For the quarter ended June 30, 1997, royalty income received by the
Trust amounted to $4,185,854 compared to royalty income of $3,839,220
during the second quarter of 1996. Interest income for the quarter
ended June 30, 1997, was $14,218, compared to $3,996 during the second
quarter of 1996. The increase in interest income is attributable
primarily to an increase in funds available for investment. General
and administrative expenses during the second quarter of 1997 amounted
to $177,535, compared to $143,348 during the second quarter of 1996.
The increase in general and administrative expenses can be attributed
primarily to timing differences in the receipt and payment of these
expenses.
These transactions resulted in distributable income for the quarter
ended June 30, 1997, of $4,022,537 or $.086304 per Unit of beneficial
interest. Distributions of $.035306, $.032358 and $.018640 per Unit
were made to Unit holders of record as of April 30, May 30 and
June 30, 1997, respectively. For the second quarter of 1996,
distributable income was $3,699,868 or $.079382 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 Energy Corporation ("Riverhill") of Midland, Texas,
a wholly owned subsidiary of Riverhill Capital Corporation and an
affiliate of Coastal Management Corporation ("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 the
Conveyance, 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 Atheide 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 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. 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 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.
Royalty income for the Trust for the second quarter of the calendar
year is associated with actual oil and gas production for the period
February through April 1997 from the properties from which the Trust's
net overriding royalty interests ("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>
Second Quarter
----------------------
1997 1996
<S> <C> <C>
ROYALTIES:
Oil sales (Bbls) 164,044 153,105
Gas sales (Mcf) 435,264 511,774
PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED:
Oil:
Total oil sales (Bbls) 452,078 438,225
Average per day (Bbls) 5,080 4,870
Average price per Bbl $19.38 $19.57
Gas:
Total gas sales (Mcf) 1,731,800 1,815,559
Average per day (Mcf) 19,458 20,173
Average price per Mcf $ 2.39 $ 2.15
</TABLE>
The posted price of oil decreased for the second quarter of 1997,
compared to the second quarter of 1996, resulting in an average price
per barrel of $19.38, compared to $19.57 in the second 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.
The increase in the average price of gas from $2.15 in the second
quarter of 1996 to $2.39 in the second quarter of 1997 is primarily
the result of an 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 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 second quarter of 1997, compared to the second
quarter of 1996.
Capital expenditures for drilling, remedial and maintenance activities
on the Waddell Ranch properties during the second quarter of 1997
totaled $3.9 million as compared to $4 million for the second quarter
of
-9-
1996. BROG has informed the Trust that the 1997 capital expenditures
budget is $11.8 million for the Waddell Ranch properties, of which
$5.1 million has been expended through the second quarter of 1997.
The total amount of capital expenditures for 1996 was $10.0 million.
The Trust has been advised by BROG that there were 2 gross (.5 net)
wells completed during the three months ended June 30, 1997, and there
were 17 gross (6.875 net) wells in progress on the Waddell Ranch
properties. For the three months ended June 30, 1996, there were 16
gross (4.875 net) wells completed and there were 2 gross (.75 net)
wells in progress. The well counts for the second quarter of 1996
have been restated based on revised information provided by BROG.
Lease operating expense and property taxes totaled $3.3 million for
the second quarter of 1997, compared to $3.1 million in the second
quarter of 1996. This increase is primarily attributable to an
increase in lease operating expense on the Waddell Ranch properties
due to an increased number of wells operated.
Six Months Ended June 30, 1997 and 1996
For the six months ended June 30, 1997, royalty income received by the
Trust amounted to $12,890,261 compared to royalty income of $6,409,261
for the six months ended June 30, 1996. Interest income for the six
months ended June 30, 1997 was $25,539 compared to $11,728 during the
six months ended June 30, 1996. The increase in interest income is
attributable primarily to an increase in funds available for
investment. General and administrative expenses for the six months
ended June 30, 1997 were $321,540. During the six months ended
June 30, 1996, general and administrative expenses were $267,756. 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 six months
ended June 30, 1997 of $12,594,260 or $.270211 per Unit. For the six
months ended June 30, 1996, distributable income was $6,153,233 or
$.132019 per Unit.
Royalty income for the Trust for the period ended June 30, 1997 is
associated with actual oil and gas production for the period November
1996 through April 1997 from the properties from which the 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>
First Six Months
----------------------
1997 1996
<S> <C> <C>
ROYALTIES:
Oil sales (Bbls) 422,261 281,205
Gas sales (Mcf) 1,354,339 854,812
PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED:
Oil:
Total oil sales (Bbls) 891,313 889,258
Average per day (Bbls) 4,951 4,886
Average price per Bbl $21.24 $18.34
Gas:
Total gas sales (Mcf) 3,503,081 3,606,650
Average per day (Mcf) 19,462 19,817
Average price per Mcf $ 2.96 $ 2.04
</TABLE>
The average price of oil increased during the six months ended
June 30, 1997, compared to the same period in 1996, $21.24 per barrel
as compared to $18.34 per barrel. The increase in the average price
of oil is primarily due to increases in the posted price for oil. The
increase in the average price of gas from $2.04 per
-10-
Mcf for the six months ended June 30, 1996 to $2.96 per Mcf for the
six months ended June 30, 1997 is primarily the result of an 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 Trust has been advised by BROG that 3 gross (.5 net) productive
oil wells on the Waddell Ranch properties were drilled and completed
during the six months ended June 30, 1997, and that 20 gross (6.875
net) productive oil wells on the Waddell Ranch properties were drilled
and completed during the six months ended June 30, 1996. The well
counts for the six months ended June 30, 1996 have been restated based
on revised information provided by BROG. Capital expenditures for the
Waddell Ranch properties for the six months ended June 30, 1997
totaled $5.1 million compared to $8.4 million for the same period in
1996. BROG has previously advised the Trust that the 1997 capital
expenditures budget for the Waddell Ranch properties is $11.8 million.
The Trust has been advised that the decrease in capital expenditures
can be attributed primarily to timing differences in payment of these
expenses.
Lease operating expense and property taxes on the Waddell Ranch
properties increased from $5.5 million in 1996 to $6.7 million in
1997. The increase in lease operating expense is primarily
attributable to an increased number of wells operated.
-11-
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 three months ended June 30, 1997 and 1996
respectively, were computed as shown in the table below:
<TABLE>
<CAPTION>
Three Months Ended June 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 $6,435,433 $2,325,184 $ 6,799,341 $1,778,813
Gas proceeds 3,505,691 633,825 3,446,552 456,843
---------- --------- --------- ---------
Total 9,941,124 2,959,009 10,245,893 2,235,656
---------- --------- --------- ---------
Less:
Severance tax:
Oil 263,982 88,638 274,739 71,389
Gas 216,617 34,096 252,806 28,682
Lease operating expense and
property tax:
Oil and gas 3,348,789 192,030 2,657,089 482,511
Capital expenditures 3,879,974 4,036,192
--------- ------- --------- -------
Total 7,709,362 314,763 7,220,826 582,582
--------- ------- --------- -------
Net profits 2,231,762 2,644,246 3,025,067 1,653,074
Net overriding royalty interests 75% 95% 75% 95%
--------- --------- -------- ---------
Royalty income $1,673,821 $2,512,033 $2,268,800 $1,570,420
========== ========== ========== ==========
</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 Atheide 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. 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 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. Exhibits and Reports on Form 8-K
(a) Exhibits
(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.
(4)(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.
-13-
(4)(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
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the quarter
ended June 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: August 13, 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 JUNE 30, 1997, AND THE RELATED CONDENSED
STATEMENTS OF DISTRIBUTABLE INCOME AND CHANGES IN TRUST CORPUS FOR THE
THREE-MONTH PERIOD ENDED JUNE 30, 1997.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> $868,784
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> $868,784
<PP&E> $10,975,216
<DEPRECIATION> $7,354,401
<TOTAL-ASSETS> $4,489,599
<CURRENT-LIABILITIES> $868,784
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> $3,620,815
<TOTAL-LIABILITY-AND-EQUITY> $4,489,599
<SALES> 0
<TOTAL-REVENUES> $4,200,072
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> $177,535
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> $4,022,537
<INCOME-TAX> 0
<INCOME-CONTINUING> $4,022,537
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> $4,022,537
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
