FREEPORT MCMORAN OIL & GAS ROYALTY TRUST
10-Q, 1996-11-13
OIL ROYALTY TRADERS
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<PAGE>   1
===============================================================================

                                   FORM 10-Q
 
                       SECURITIES AND EXCHANGE COMMISSION
 
                             Washington, D.C. 20549
 
(Mark One)
 
[X]          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES AND EXCHANGE ACT OF 1934
 
For the quarterly period ended September 30, 1996.
 
                                       OR
 
[ ]          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from .............. to ...............
 
Commission file number 1-8581
 
                   FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
             (Exact name of registrant as specified in its charter)
 
<TABLE>
<S>                                                 <C>
                     TEXAS                                   72-6108468
 (State or other jurisdiction of incorporation            (I.R.S. Employer
               or organization)                          Identification No.)

   TEXAS COMMERCE BANK NATIONAL ASSOCIATION                     77002
           CORPORATE TRUST DIVISION                          (Zip Code)
                712 MAIN STREET
                HOUSTON, TEXAS
   (Address of principal executive offices)           
</TABLE>
 
       Registrant's telephone number, including area code: (713) 216-5447
 
                      ....................................
 
              (Former name, former address and former fiscal year, 
                        if changed since last report)
 
     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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
 
Yes   X    No  
    -----     ------

===============================================================================
<PAGE>   2
 
                   FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
 
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                                        PAGE
                                                                                        ----
<S>                                                                                     <C>
Part I.  Financial Information

  Item 1.  Financial Statements:

     Statements of Royalty Proceeds and Distributable Cash...........................     3

     Statements of Assets, Liabilities and Trust Corpus..............................     3

     Statements of Changes in Trust Corpus...........................................     3

     Notes to Financial Statements...................................................     4

     Report of Independent Public Accountants........................................     7

  Item 2.  Management's Discussion and Analysis of Financial Condition and Results of
           Operations................................................................     8

Part II.   Other Information

  Item 6.  Exhibits and Reports on Form 8-K..........................................    12

Signature............................................................................    13
</TABLE>
 
                                      --2--
<PAGE>   3
 
                         PART I.  FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS.
 
                   FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
             STATEMENTS OF ROYALTY PROCEEDS AND DISTRIBUTABLE CASH
                                  (UNAUDITED)
 
<TABLE>
<CAPTION>
                                            THREE MONTHS ENDED               NINE MONTHS ENDED
                                               SEPTEMBER 30,                   SEPTEMBER 30,
                                        ---------------------------     ---------------------------
                                           1996            1995            1996            1995
                                        -----------     -----------     -----------     -----------
<S>                                     <C>             <C>             <C>             <C>
Royalty proceeds......................  $        --     $   152,202     $        --     $ 5,235,068
Trust administrative expenses.........      (88,440)       (115,196)       (319,982)       (301,604)
Interest income.......................       20,698          23,782          61,074          97,164
Reserve for future Trust expenses.....       67,742          53,870         258,908        (368,547)
                                        -----------     -----------     -----------     -----------
Distributable cash....................  $        --     $   114,658     $        --     $ 4,662,081
                                        ===========     ===========     ===========     ===========
Distributable cash per Unit...........  $        --     $   0.00765     $        --     $   0.31130
                                        ===========     ===========     ===========     ===========
Units outstanding.....................   14,975,390      14,975,390      14,975,390      14,975,390
                                        ===========     ===========     ===========     ===========
</TABLE>
 
               STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
 
<TABLE>
<CAPTION>
                                                                                  
                            ASSETS                                                
                                                                SEPTEMBER 30,     DECEMBER 31,
                                                                    1996              1995
                                                                -------------     -------------
                                                                 (UNAUDITED)
<S>                                                             <C>               <C>
Cash and short-term investments...............................  $   2,042,071     $   2,300,979
Net overriding royalty interest in oil and gas properties.....    189,875,741       189,875,741
Less, adjustment to recorded cost of net overriding royalty
  interest in oil and gas properties..........................    (25,431,543)      (25,431,543)
Less, accumulated amortization of net overriding royalty
  interest....................................................   (164,260,985)     (164,260,985)
                                                                 ------------     -------------
          Total assets........................................  $   2,225,284     $   2,484,192
                                                                 ============     =============
                 LIABILITIES AND TRUST CORPUS
Reserve for future Trust expenses.............................  $   2,042,071     $   2,300,979
Trust corpus (14,975,390 Units of Beneficial Interest
  authorized,
  issued and outstanding).....................................        183,213           183,213
                                                                 ------------     -------------
          Total liabilities and trust corpus..................  $   2,225,284     $   2,484,192
                                                                 ============     =============
</TABLE>
 
                     STATEMENTS OF CHANGES IN TRUST CORPUS
                                  (UNAUDITED)
 
<TABLE>
<CAPTION>
                                                                         NINE MONTHS ENDED
                                                                           SEPTEMBER 30,
                                                                      ------------------------
                                                                        1996          1995
                                                                      --------     -----------
<S>                                                                   <C>          <C>
Trust corpus, beginning of year.....................................  $183,213     $   212,918
Royalty proceeds and interest income, net of trust administrative
  expenses and reserve for future Trust expenses....................        --       4,662,081
Distributions payable to Unit holders...............................        --      (4,662,081)
Amortization of net overriding royalty interest.....................        --         (29,705)
                                                                      --------     -----------
Trust corpus, end of period.........................................  $183,213     $   183,213
                                                                      ========     ===========
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.
 
                                      --3--
<PAGE>   4
 
                   FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
 
                         NOTES TO FINANCIAL STATEMENTS
 
1. THE TRUST
 
     Freeport-McMoRan Oil and Gas Royalty Trust (the Trust) was created
effective September 30, 1983. On that date, Freeport-McMoRan Inc. (FTX)
transferred a net overriding royalty interest in certain offshore oil and gas
properties to a Partnership (the Partnership) equal to 90 percent of the Net
Proceeds (as defined in the Conveyance referred to below) from FTX's working
interests in such properties and conveyed a 99.9 percent general partnership
interest in the Partnership to the Trust. Such net overriding royalty interest
is referred to herein as the "Royalty". The Overriding Royalty Conveyance which
created the Royalty is referred to herein as the "Conveyance". The Trust is
passive, with Texas Commerce Bank National Association as Trustee. The Trustee
has only such powers as are necessary for the collection and distribution of
revenues attributable to the Royalty, the payment of Trust liabilities and the
protection of Trust assets.
 
     The Trust Indenture provides generally that the Trust shall terminate upon
the first to occur of (i) the sale of all the Trust's interest in the
Partnership, or the sale by the Partnership of all the assets of the Partnership
including the Royalty, or (ii) a decision to terminate the Trust by the
affirmative vote of Unit holders representing a majority of the Units. The
Trustee is required to sell the Trust's interest in the Partnership, or cause
the Partnership to sell the Royalty, if the Trust's cash receipts for each of
three successive years are less than $3 million, thereby terminating the Trust
pursuant to (i) above. Upon the termination of the Trust under (ii) above, the
Trustee will sell the Trust's interest in the Partnership (or will cause the
Partnership to sell all of the assets of the Partnership). The Trustee will as
promptly as possible distribute the proceeds of any such sales according to the
respective interests and rights of the Unit holders after discharging all of the
liabilities of the Trust and, if necessary, setting up reserves in such amounts
as the Trustee in its discretion deems appropriate for contingent liabilities.
 
2. THE ROYALTY
 
     Freeport-McMoRan Oil & Gas Company, a division of FTX (the Working Interest
Owner), presently owns the oil and gas interests burdened by the Royalty. The
Conveyance provides that the owner of the interests burdened by the Royalty will
calculate and pay monthly to the Partnership an amount equal to 90 percent of
the net proceeds for the preceding month. Net proceeds generally consist of the
excess of gross revenues received from the Royalty Properties (Gross Proceeds),
on a cash basis, over operating costs, capital expenditures and other charges,
on an accrual basis (Net Proceeds).
 
3. DISTRIBUTIONS TO UNIT HOLDERS
 
     A cumulative excess Class A cost carry-forward of $2,792,548 existed as of
September 30, 1996. This carry-forward is subject to and includes interest due
the Working Interest Owner at the prime rate, which totaled $152,831 net to the
Trust during the nine-month period of 1996. The excess Class A cost
carry-forward must be recouped out of future Net Proceeds before distributions
to the Unit holders can be resumed.
 
                                      --4--
<PAGE>   5
 
                  NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
 
4. GAS BALANCING ARRANGEMENTS
 
     As a result of past curtailments in gas takes by the principal purchaser of
production from the Royalty Properties, certain quantities of gas have been sold
by other parties with interests in the Royalty Properties pursuant to gas
balancing arrangements. Proceeds from gas produced from the Royalty Properties
but sold by other parties pursuant to such balancing arrangements
(underproduction) are not included in Gross Proceeds for purposes of calculating
the Royalty. In the future, the Working Interest Owner will be entitled to sell
volumes equal to such underproduction or receive cash settlements. On certain of
the Royalty Properties, a cash settlement may be required, depending on future
results, because of the lack of sufficient remaining reserves from which to
makeup any underproduction. As of September 30, 1996, the unrecovered quantity
of gas sold by third parties pursuant to such gas balancing arrangements since
inception of the Trust through June 30, 1996 was approximately 1.7 billion cubic
feet (bcf), net to the Trust. Gross Proceeds will be increased in future periods
when the Working Interest Owner is compensated either through the sale of gas or
through cash settlements, the amount and timing of which is uncertain.
 
5. ESTABLISHMENT OF AN EXPENSE RESERVE
 
     Because of the decline in Net Proceeds, at certain times since late 1993
the Trust has been unable to pay its ongoing administrative expenses. To permit
the Trust to pay its routine administrative expenses during the time the Trust
incurs a Class A cost deficit, the Trustee, in accordance with the Trust
Indenture, established an expense reserve of $2.4 million, of which $2,300,979
remained as of December 31, 1995. Because of the cumulative excess Class A cost
carry-forward (Note 3), $258,908 was withdrawn from the expense reserve to pay
Trust administrative expenses during the first nine months of 1996. There will
be income tax consequences to the Unit holders for such reserve as described in
Note 6 below.
 
     The funding for this reserve is deposited with Texas Commerce Bank and
invested in Texas Commerce Bank collateralized certificates of deposit. The
average interest rate earned on these funds for the third quarter of 1996 was
3.8 percent.
 
6. FEDERAL INCOME TAX MATTERS
 
     Unit holders are required to report taxable income for the Royalty income
received by the Trust and deposited to the expense reserve even if no
distributions were received by the Unit holders. The expense reserve established
for Trust administrative expenses described in Note 5 above will give rise to
future income tax deductions as additional administrative expenses are incurred
and paid with funds deposited in the reserve.
 
7. RESERVE FOR FUTURE ESTIMATED ABANDONMENT COSTS
 
     Estimated future abandonment costs, based on current laws and regulations,
are accrued over the life of the Trust's properties. During the third quarter of
1996, the Working Interest Owner assigned its interest in East Cameron Block 336
to a co-owner, free and clear of the Royalty, subject to the conditions
contained in the agreement. The Working Interest Owner paid $0.2 million for
abandonment costs to the co-owner and the
 
                                      --5--
<PAGE>   6
 
                  NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
 
co-owner assumed all additional abandonment obligations under the lease. The
completion of this assignment resulted in a reduction of estimated future
abandonment costs totaling approximately $0.7 million, net to the Trust. As of
September 30, 1996, the estimated remaining aggregate abandonment costs to be
incurred for all of the Trust's properties totaled $14.1 million net to the
Trust, of which $11.7 million has been withheld from distributions to Unit
holders. Estimated future abandonment costs are by their nature imprecise and
can be expected to be revised over time due to changes in general and specific
cost levels, government regulations, operations and technology. Any adjustments
to estimated abandonment costs or variances to actual costs will reduce or
increase future distributable cash accordingly.
 
                             ---------------------
 
     THE INFORMATION FURNISHED HEREIN SHOULD BE READ IN CONJUNCTION WITH THE
FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST FINANCIAL STATEMENTS FOR THE YEAR
ENDED DECEMBER 31, 1995, WHICH ARE CONTAINED IN ITS ANNUAL REPORT ON FORM 10-K
FOR 1995.
 
                                      --6--
<PAGE>   7
 
                   FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
 
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
To Texas Commerce Bank National Association (Trustee)
and the Unit Holders of Freeport-McMoRan Oil and Gas Royalty Trust:
 
     We have reviewed the accompanying statement of assets, liabilities and
trust corpus of Freeport-McMoRan Oil and Gas Royalty Trust as of September 30,
1996, the related statements of royalty proceeds and distributable cash for the
three and nine month periods ended September 30, 1996 and 1995 and the related
statements of changes in trust corpus for the nine month periods then ended.
These financial statements are the responsibility of the Working Interest Owner.
 
     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 review
procedures to financial data and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in scope than an
audit 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.
 
     These financial statements were prepared on the cash basis of accounting,
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 the financial statements referred to above for them to be in
conformity with the cash basis of accounting.
 
     We have previously audited, in accordance with generally accepted auditing
standards, the statement of assets, liabilities and trust corpus of
Freeport-McMoRan Oil and Gas Royalty Trust as of December 31, 1995 and, in our
report dated February 28, 1996, we expressed an unqualified opinion on that
statement.
 
                                          ARTHUR ANDERSEN LLP
 
New Orleans, Louisiana,
October 29, 1996
 
                                      --7--
<PAGE>   8
 
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.
 
     The information contained herein regarding operations and exploration and
development activities on the properties burdened by the Royalty has been
furnished by the Working Interest Owner. For convenience, references are made to
the Notes to Financial Statements.
 
RESULTS OF OPERATIONS
 
     There were no cash distributions to the Unit holders during the first nine
months of 1996. Cash distributions to Unit holders for the third-quarter and
first nine months of 1995 were $0.1 million ($0.00765 per Unit) and $4.7 million
($0.31130 per Unit), respectively. The nine-month 1996 period was impacted by
lower gas and oil revenues and higher capital expenditure levels, whereas the
nine-month 1995 period benefited from $4.8 million included in Gross Proceeds
resulting from the settlement of amounts owed to the Mineral Management Service
(MMS), discussed in Note 6 to the 1995 Annual Report. For the third quarter of
1996, Gross Proceeds exceeded total costs by approximately $0.1 million,
primarily because of lower exploration and development costs, reducing the Class
A cost carry-forward to $2.8 million net to the Trust as of September 30, 1996
(Note 3). Because of the Class A cost carry-forward, the Trust administrative
expenses have been paid from the expense reserve during 1996. The calculation of
distributable cash for each period follows:
 
<TABLE>
<CAPTION>
                                             THREE MONTHS ENDED              NINE MONTHS ENDED
                                               SEPTEMBER 30,                   SEPTEMBER 30,
                                         --------------------------     ---------------------------
                                            1996           1995            1996            1995
                                         ----------     -----------     -----------     -----------
<S>                                      <C>            <C>             <C>             <C>
Gross Proceeds(1)......................  $1,072,662     $ 1,263,038     $ 3,004,707     $ 8,901,105
Total Costs(2).........................    (948,196)     (1,563,565)     (4,024,277)     (3,018,449)
Excess Class A cost (recovery)
  carry-forward, net(3)................    (124,466)        469,811       1,019,570         (60,091)
                                         ----------     -----------     -----------     -----------
Net Proceeds...........................          --         169,284              --       5,822,565
Percentage attributable to Royalty.....        90.0%           90.0%           90.0%           90.0%
                                         ----------     -----------     -----------     -----------
Amounts payable attributable to
  Royalty..............................          --         152,356              --       5,240,309
Percentage attributable to the Trust...        99.9%           99.9%           99.9%           99.9%
                                         ----------     -----------     -----------     -----------
Royalty Proceeds.......................          --         152,202              --       5,235,068
Trust administrative expenses..........     (88,440)       (115,196)       (319,982)       (301,604)
                                         ----------     -----------     -----------     -----------
                                            (88,440)         37,006        (319,982)      4,933,464
Interest income........................      20,698          23,782          61,074          97,164
Reserve for future Trust expenses(4)...      67,742          53,870         258,908        (368,547)
                                         ----------     -----------     -----------     -----------
Distributable cash.....................  $       --     $   114,658     $        --     $ 4,662,081
                                         ==========     ===========     ===========     ===========
</TABLE>
 
- ---------------
 
(1)  Gross Proceeds represent amounts received by the Working Interest Owner
     during the three and nine month periods ended in August of such year.
 
(2)  Total costs represent amounts accrued by the Working Interest Owner during
     the three and nine month periods ended in August of such year. Includes
     accrued interest of $62,402 and $152,831 for the three and nine month
     periods of 1996, respectively.
 
(3)  Recoveries represent Class A costs incurred in prior periods and recovered
     in the current period; carry-forwards represent Class A costs incurred in
     the applicable period that remained outstanding as of the end of such
     period.
 
(4)  Represents the amount withdrawn from (added to) the Trust administrative
     expense reserve during the respective periods.
 
                                      --8--
<PAGE>   9
 
     Gross Proceeds, which includes gas and oil revenues, are calculated based
on amounts received by the Working Interest Owner. Operating information for
each period follows:
 
<TABLE>
<CAPTION>
                                                     THIRD QUARTER            NINE MONTHS
                                                   ------------------      ------------------
                                                    1996        1995        1996        1995
                                                   ------      ------      ------      ------
    <S>                                            <C>         <C>         <C>         <C>
    Natural Gas
      Revenues (in millions)....................   $  0.7      $  0.8      $  2.0      $  2.9
      Sales volumes (in billion cubic feet).....       .3          .4          .8         1.4
      Average realization (per thousand cubic
         feet)..................................   $ 2.47      $ 1.94      $ 2.46      $ 2.00
    Oil
      Revenues (in millions)....................   $  0.4      $  0.4      $  1.0      $  1.2
      Sales volumes (in thousands of barrels)...     20.8        25.2        56.3        71.9
      Average realization (per barrel)..........   $19.71      $17.71      $18.23      $17.17
</TABLE>
 
     Gas volumes for the 1996 periods decreased from 1995 levels because of the
depletion of the Vermilion Block 310 and Eugene Island Block 10 fields during
1995. Additionally, gas and oil volumes for the 1996 periods were impacted by
normal production declines. Revenues for the 1996 periods benefited from an
increase in average realizations reflecting the rise in natural gas and oil
market prices during those periods.
 
     Costs for each period consist of the following (in millions):
 
<TABLE>
<CAPTION>
                                                           THIRD QUARTER        NINE MONTHS
                                                           --------------      --------------
                                                           1996      1995      1996      1995
                                                           ----      ----      ----      ----
    <S>                                                    <C>       <C>       <C>       <C>
    Lease operating expenses............................   $0.5      $0.6      $1.9      $1.7
    Exploration and development costs...................    0.3       0.8       1.6       0.6
    Estimated abandonment costs and other...............    0.1       0.2       0.5       0.7
                                                           ----      ----      ----      ----
                                                           $0.9      $1.6      $4.0      $3.0
                                                           ====      ====      ====      ====
</TABLE>
 
     Lease operating expenses were consistent between the periods. Third-quarter
1996 exploration and development costs consist of costs incurred to explore and
develop West Cameron Block 498 and Breton Sound Block 55 while the nine-month
1996 period also includes costs incurred to explore and develop Vermilion Block
58. Third-quarter 1995 costs consisted primarily of drilling costs for the West
Cameron Block 498 No. 4 well while the nine-month 1995 period included a
reversal of previously accrued capital expenditures. Abandonment costs are
accrued each period based on the estimate of costs required to abandon the
Trust's properties.
 
CAPITAL RESOURCES AND LIQUIDITY
 
     All revenues received by the Trust, net of Trust administrative expenses
and liabilities, are distributed to the Unit holders in accordance with
provisions of the Trust Indenture. As a result of the cumulative excess Class A
cost carry-forward of $2.8 million net to the Trust at September 30, 1996, the
additional development activities anticipated at West Cameron Block 498 and
Breton Sound Block 55 and the potential for exploratory drilling on other
Royalty Properties, the amount and timing of any future distributions to Unit
holders is presently indeterminable.
 
                                      --9--
<PAGE>   10
 
     Drilling operations were completed on an exploratory well on Breton Sound
Block 55 during the second quarter of 1996. During the third quarter of 1996,
the co-owners reached an agreement on which party would operate the
codevelopment area of the property. The well is currently scheduled for
completion and production is expected to commence during the second half of
1997. The Working Interest Owner owns an 18.75% working interest in Breton Sound
Block 55 and a 9.375% working interest in this well pursuant to a codevelopment
agreement with the owner of the adjacent block. Costs and ownership of
production resulting from this activity will be retroactively adjusted based
upon the location of the reserves discovered following development of the area.
 
     Exploratory drilling on West Cameron Block 498 began in June 1994 and
resulted in four successful wells to date which have been saved for future
development. During 1996 there was a change in the operator of this property.
The new operator has revised the field's development plan and now estimates that
construction of the platform and production facilities will begin before
year-end 1996, and that production is expected to commence by mid-1997.
 
     Additional exploration may be proposed for certain other Royalty
Properties. After analyzing each proposal, the Working Interest Owner will
determine whether or not to participate in additional exploratory operations.
 
     Total exploration and development costs for the remainder of 1996 and for
1997 are presently estimated by the Working Interest Owner to be approximately
$10.5 million net to the Trust, including the development of West Cameron Block
498 and Breton Sound Block 55. This estimate is derived from cost estimates
provided by the operators of the Royalty Properties and may vary from actual
costs depending on the success of drilling, particular circumstances encountered
during drilling and many other factors outside the control of the operator.
These expenditures can be expected to reduce, and could further delay resumption
of, distributions to Unit holders.
 
     Estimated future abandonment costs, based on current laws and regulations,
are accrued over the life of the Trust's properties (Note 7). As of September
30, 1996, the estimated remaining aggregate abandonment costs to be incurred for
all of the Trust's properties totaled $14.1 million net to the Trust, of which
$11.7 million has been withheld from distributions to Unit holders. Based on
these amounts, future distributions to Unit holders would be reduced by
approximately $0.16 per Unit over the remaining productive lives of the
properties, subject to future revisions of such costs due to changes in general
and specific cost levels, government regulations, operations and technology.
 
     At certain times since late 1993, the Trust has been unable to pay its
ongoing administrative expenses. To permit the Trust to pay its administrative
expenses during the time the Trust incurs a Class A cost deficit, the Trustee,
in accordance with the Trust Indenture, established a $2.4 million Trust
administrative expense reserve to pay such expenses (Note 5), of which $2.0
million remained at September 30, 1996.
 
     The Trustee may sell or dispose of its interest in the Partnership, or
permit the Partnership to sell or dispose of all or any part of the Royalty,
only as authorized by a vote of holders of the Units, upon termination of the
Trust and in certain other limited circumstances. However, the Trustee is
directed to effect such a sale (without any such vote) if the Trust's cash
receipts for each of three successive years are less than $3 million. The
Trustee must distribute the net proceeds of such sale (after satisfaction of any
outstanding liabilities) to the Unit holders.
 
                                     --10--
<PAGE>   11
 
                             [PRODUCTIVE PROPERTY MAP]
 
[The map shows the fields offshore Louisiana and Texas identifying the location
of the Trust's productive properties by block number, including gross and net
acreage and working interest percentage for each block, as of 
September 30, 1996.]
        

<TABLE>
<CAPTION>
      
                                     Working
      Property                      Interest%*              Gross Acres              Net Acres
      --------                      ----------              -----------              ---------    
<S>                                   <C>                      <C>                      <C>
Royalty Properties --
Offshore Louisiana:
Breton Sound Blk. 54/55 . . . . . .   18.75                    6,946                    1,302
Vermilion Blk. 21 . . . . . . . . .    4.17                    4,139                      172
Vermilion Blk. 22 . . . . . . . . .    4.17                    5,000                      208
Vermilion Blk. 58 . . . . . . . . .   22.50                    5,000                    1,125
West Cameron Blk. 65. . . . . . . .    4.17                    5,000                      208
West Cameron Blk. 215 . . . . . . .   31.28                    5,000                    1,564
West Cameron Blk. 498 . . . . . . .   23.08                    5,000                    1,154
West Delta Blk. 34  . . . . . . . .   30.00                    2,500                      750

Offshore Texas:
High Island Blk. A-552  . . . . . .   35.00                    3,600                    1,260
</TABLE>

* The Royalty Trust owns 99.9% of a 90% net profits interest in the Working
  Interest for each block.           



                                     --11--
<PAGE>   12
 
                          PART II.  OTHER INFORMATION
 
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
 
  (a) Not applicable
 
  (b) Reports on Form 8-K:
 
      No reports on Form 8-K were filed by the registrant during the third
      quarter of 1996.
 
                                     --12--
<PAGE>   13
 
                                   SIGNATURE
 
     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.
 
<TABLE>
<S>                                              <C>
                                                 FREEPORT-McMoRan OIL AND GAS
                                                 ROYALTY TRUST

                                                 By: Texas Commerce Bank National Association,
                                                       Trustee

                                                  By:        /s/  PETE FOSTER
                                                 --------------------------------------------
                                                                 PETE FOSTER
                                                   SENIOR VICE PRESIDENT AND TRUST OFFICER
</TABLE>
 
Date: November 13, 1996
 
                                     --13--
<PAGE>   14

                                EXHIBIT INDEX


            27 -- Financial Data Schedule



<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               SEP-30-1996
<CASH>                                       2,042,071
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
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