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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 June 30, 2000.
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.)
THE CHASE MANHATTAN BANK, TRUSTEE 77002
712 MAIN STREET (Zip Code)
HOUSTON, TEXAS
(Address of principal executive offices)
</TABLE>
Registrant's telephone number, including area code: (713) 216-5712
....................................
(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
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FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<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............... 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.................... 9
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K................. 13
Signature...................................................
</TABLE>
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<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 SIX MONTHS ENDED
JUNE 30, JUNE 30,
------------------------- -------------------------
2000 1999 2000 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Royalty proceeds.............................. $ -- $ -- $ -- $ --
Trust administrative expenses................. (100,649) (213,221) (175,263) (342,115)
Interest income............................... 10,773 12,674 21,384 27,118
Reserve for future trust expenses............. 89,876 200,547 153,879 314,997
----------- ----------- ----------- -----------
Distributable cash............................ $ -- $ -- $ -- $ --
=========== =========== =========== ===========
Distributable cash per unit................... $ -- $ -- $ -- $ --
=========== =========== =========== ===========
Units outstanding............................. 14,975,390 14,975,390 14,975,390 14,975,390
=========== =========== =========== ===========
</TABLE>
STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
2000 1999
ASSETS ------------- -------------
(UNAUDITED)
<S> <C> <C>
Cash and short-term investments............................. $ 742,741 $ 896,620
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........................ (25,614,756) (25,614,756)
Less, accumulated amortization of net overriding royalty
interest.................................................. (164,260,985) (164,260,985)
------------- -------------
Total assets....................................... $ 742,741 $ 896,620
============= =============
LIABILITIES AND TRUST CORPUS
Reserve for future Trust expenses........................... $ 742,741 $ 896,620
Trust corpus (14,975,390 Units of Beneficial Interest
authorized, issued and outstanding)....................... -- --
------------- -------------
Total liabilities and trust corpus................. $ 742,741 $ 896,620
============= =============
</TABLE>
STATEMENTS OF CHANGES IN TRUST CORPUS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
--------------------
2000 1999
-------- --------
<S> <C> <C>
Trust corpus, beginning of year............................. $ -- $ --
Royalty proceeds and interest income, net of trust
administrative expenses and reserve for future Trust
expenses.................................................. -- --
Distributions payable to Unit holders....................... -- --
Amortization of net overriding royalty interest............. -- --
-------- --------
Trust corpus, end of period................................. $ -- $ --
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE> 4
FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
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 to a Partnership (the Partnership) a net overriding royalty interest
in certain offshore oil and gas properties 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 The Chase Manhattan Bank, the successor by merger to Chase Bank of
Texas, 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 Trust
Indenture also provides that 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. The Trust's cash
receipts were less than $3 million dollars in 1996, 1997, and 1998 and,
therefore, the terms of the Trust Indenture dictate that the Trustee effect such
a sale. However, the Unit holders of the Trust, at a special meeting of the Unit
holders held on March 12, 1999, approved a shareholder proposal to amend the
Trust Indenture to extend the life of the Trust for at least another two years.
Any such amendment of the Trust Indenture requires the written approval of the
Trustee as well as approval of the Unit holders. IMC Global, Inc. ("IMC"), the
Working Interest Owner, filed a declaratory judgment action seeking to prevent
the Trustee from approving the amendment. After filing of the lawsuit, IMC
pursued limited discovery.
The Trust settled the lawsuit filed by IMC against The Chase Manhattan
Bank, in its capacity as Trustee of the Trust. IMC has agreed to dismiss its
lawsuit without prejudice. The Trust expects that the motion to dismiss without
prejudice will be filed shortly and an order of dismissal should then by
forthcoming from the court. As soon as the court's order approving the dismissal
is entered, the Trustee will formally approve the unit holder vote. The
extension expires on December 31, 2000. At that time, pursuant to the Trust
Indenture, the Trustee is required to liquidate the Trust and conduct a sale of
the Trust assets. The Trustee expects that a sale will occur in the first or
second quarter of the year 2001.
As of June 30, 2000, the Class A cost carry-forward was $20.1 million,
primarily from the significant development costs incurred at West Cameron Blocks
498 and 215. This cost carry-forward must be recouped by the Working Interest
Owner before any distribution may be made to the Trust. The Working Interest
--4--
<PAGE> 5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) -- (CONTINUED)
Owner has advised the Trustee that, based on an independent review of the oil
and gas interests burdened by the Royalty, the net present value of the reserves
contained therein is substantially less than the cumulative excess Class A cost
carry-forward. The information from the Working Interest Owner indicates that
the Royalty may have little or no value, based on the net present value of
reserves determined as a result of the independent review.
2. THE ROYALTY
IMC succeeded to FTX effective December 22, 1997, following the merger of
FTX into IMC. Accordingly, IMC is now the Working Interest Owner and 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,
including cost carry-forwards (Net Proceeds).
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited financial information has been prepared by the
Trustee in accordance with the instructions to Form 10-Q, and the Trustee
believes such information includes all the disclosures necessary to make the
information presented not misleading. The information furnished reflects all
adjustments which are, in the opinion of the Trustee, necessary for a fair
presentation of the results for the interim periods presented. The financial
information should be read in conjunction with the financial statements and
notes thereto included in the Trust's 1999 Annual Report on Form 10-K.
The Trust's financial statements, which reflect the Trust's 99.9 percent
interest in the Partnership as though the Partnership did not exist, are
prepared on the cash basis of accounting for reporting revenues and expenses.
Therefore, revenues and expenses are recognized only as cash is received or paid
and the associated receivables, payables and accrued expenses are not reflected
in the accompanying financial statements. Under generally accepted accounting
principles, revenues and expenses would be recognized on an accrual basis.
The initial carrying amount of the Royalty represented the Working Interest
Owner's net book value applicable to the interest in the properties conveyed to
the Trust on the date of creation of the Trust. Amortization of the Royalty has
been charged directly against trust corpus using the future net revenue method.
This method provides for calculating amortization by dividing the unamortized
portion of the Royalty by estimated future net revenues from proved reserves and
applying the resulting rate to the Trust's share of royalty proceeds.
The carrying value of the Royalty is limited to the discounted present
value (at 10 percent) of estimated future net cash flows. Any excess carrying
value is reduced and the adjustment is charged directly against trust corpus.
The carrying value of the Royalty is $0 at June 30, 2000. The carrying value is
not necessarily indicative of the fair market value of the Royalty held by the
Trust.
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<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) -- (CONTINUED)
4. DISTRIBUTIONS TO UNIT HOLDERS
As a result of the capital costs incurred in recent years, a cumulative
excess Class A cost carry-forward of $20,102,725 existed as of June 30, 2000.
The cost carry-forward is subject to and includes an interest amount at the
prime rate, which totaled $1,031,370 net to the Trust during the six month
period ended June 30, 2000. This excess Class A cost carry-forward, including
the interest factor, must be recouped by the Working Interest Owner out of
future Gross Proceeds before distributions to the Unit holders can be resumed.
5. 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, due to the lack of sufficient remaining reserves from which to makeup
any underproduction. As of June 30, 2000, the unrecovered quantity of gas sold
by third parties pursuant to such gas balancing arrangements since inception of
the Trust was approximately 0.2 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 are uncertain.
6. ESTABLISHMENT OF AN EXPENSE RESERVE
Because of the decline in Royalty income, at certain times since late 1993
the Trust was unable to pay its ongoing administrative expenses. To permit the
Trust to pay its routine administrative expenses, the Trustee, in accordance
with the Trust Indenture, established an expense reserve of $2.4 million of
which $742,741 remained as of June 30, 200. Because of the cumulative excess of
Class A cost carry-forward, $153,879 was withdrawn from the expense reserve
during the first six months of 2000 to pay Trust administrative expenses.
The funding for this reserve is deposited with The Chase Manhattan Bank and
invested in The Chase Manhattan Bank collateralized certificates of deposit. The
average interest rate earned on these funds for the second quarter of 2000 was
5.5 percent.
7. FEDERAL INCOME TAX MATTERS
Because the Trust is a grantor trust which is not a taxable entity, no
income taxes are reported in the Trust's financial statements. The tax
consequences of owning Units are included in the federal, state and local income
tax returns of the individual Unit holders.
--6--
<PAGE> 7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) -- (CONTINUED)
8. RESERVE FOR FUTURE ESTIMATED ABANDONMENT COSTS
Estimated future abandonment costs are accrued over the life of the Trust's
properties based on current laws and regulations. During the 1997 fourth
quarter, an updated assessment of estimated future abandonment costs was
undertaken by the Working Interest Owner taking into consideration current labor
and equipment cost levels and permitted abandonment practices. This assessment
resulted in a revision of estimated remaining future abandonment costs to an
amount that is approximately equal to amounts previously withheld from
distributions to Unit holders. Such costs are by their nature imprecise and can
be expected to be revised over time because of changes in general and specific
cost levels, government regulations, operation or technology. As of June 30,
2000, the estimated remaining aggregate abandonment costs to be incurred for all
of the Trust's properties totaled $4.2 million net to the Trust, all of which
has been withheld from distributions to Unit holders.
9. TRANSPORTATION AGREEMENT
In December 1997, the Working Interest Owner entered into a crude oil
agreement with an oil pipeline company to deliver on a daily basis specified
quantities of crude oil from West Cameron 498. Under the terms of the agreement,
the Working Interest Owner agreed to pay a transportation fee calculated at a
sliding monthly rate based upon the total average daily volumes delivered from
West Cameron 498 during the month. Should the annual minimum delivery volume not
be met, a deficiency payment is assessed by the pipeline. During 1999 and 1998
the Working Interest Owner did not deliver the minimum volume under the
agreement. Therefore, in 2000 the pipeline company billed the Working Interest
Owner approximately $724,000 for the 1999 deficiency. This amount is included in
the Class A cost carry-forward of $20.1 million at June 30, 2000. Based on 2000
projected production the minimum delivery volumes will not be met in 2000.
However should production exceed the 2000 minimum, the Working Interest Owner is
entitled to receive transportation without pay up to the cumulative prior
undelivered volumes.
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<PAGE> 8
FREEPORT-MCMORAN OIL AND GAS ROYALTY TRUST
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To The Chase Manhattan Bank (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 June 30, 2000,
the related statements of royalty proceeds and distributable cash and changes in
trust corpus for the three and six month periods ended June 30, 2000 and 1999.
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 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 auditing standards generally accepted in the United
States, 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.
As discussed in Note 3, these financial statements were prepared on the
cash basis of accounting, which is a comprehensive basis of accounting other
than accounting principles generally accepted in the United States.
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 auditing standards generally
accepted in the United States, the statement of assets, liabilities and trust
corpus of Freeport-McMoRan Oil and Gas Royalty Trust as of December 31, 1999
and, in our report dated March 30, 2000, we expressed an unqualified opinion on
that statement.
ARTHUR ANDERSEN LLP
Houston, Texas
August 14, 2000
--8--
<PAGE> 9
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
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 who obtained this information from the
relevant operators. For convenience, references are made to the Notes to
Financial Statements.
The following discussion includes forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Although it is believed that these
forward-looking statements are based on reasonable assumptions, important
factors could cause actual results to differ materially from those in the
forward-looking statements herein, including the timing and extent of changes in
commodity prices for oil and gas, environmental risks, drilling and operating
risks, risks related to exploration and development, uncertainties about oil and
gas reserves, governmental regulations and other matters beyond the control of
the Trustee and the Working Interest Owner.
During the second quarter, 2000, the Class A cost carry-forward decreased
by $0.5 million, from $20.6 million at March 31, 2000, to $20.1 million at June
30, 2000. There were no proved reserve quantities and related discounted cash
flows attributable to the Trust as of December 31, 1999. Such proved reserve
estimates are based on various assumptions, many of which are subject to
uncertainties, as more fully discussed in the Trust's Annual Report on Form
10-K. These estimates do not consider changes in prices and costs subsequent to
December 31, 1999, or the possibility of additional potentially recoverable
reserves not currently classified as proved, and therefore should not be
considered to be a prediction of actual amounts to be paid to the Trustee or an
estimate of fair market value. The Working Interest Owner has advised the
Trustee that, based on an independent review of the oil and gas interests
burdened by the Royalty, the net present value of the reserves contained therein
is substantially less than the cumulative excess Class A cost carry-forward. The
information from the Working Interest Owner indicates that the Royalty may have
little or no value, based on the net present value of reserves determined as a
result of the independent review.
To further the settlement negotiations that resulted in a dismissal of
IMC's lawsuit, the Trustee, on behalf of the Trust, engaged Albrecht &
Associates, Inc. ("Albrecht"), oil and gas divestment specialists, to appraise
the Trust's assets and IMC's working interest. Ignoring the Class A cost
carry-forward and assuming a joint sale of the working interest and the Trust
assets, Albrecht estimated that as of April 2000 the combined interest of the
Trust and IMC has a market value in the range of $4.0 -- $7.5 million, with a
most likely market price of approximately $4.5 million. The Class A cost
carry-forward must be recouped by the Working Interest Owner before any
distribution may be made to the Trust.
RESULTS OF OPERATIONS
There were no cash distributions to Unit holders during the first six
months of 2000 or 1999. No cash distributions were made during 1999, 1998 and
1997, because of capital expenditures and lower gas and oil revenues. During the
second quarter of 2000, Gross Proceeds exceeded total costs by approximately
$0.5 million. As a result, the Class A cost carry-forward decreased to $20.1
million net to the Trust as of
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<PAGE> 10
June 30, 2000. Since mid-1995, trust administrative expenses have been paid from
the expense reserve. The calculation of distributable cash for each year
follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
----------------------- -----------------------
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Gross Proceeds(1)............................ $2,721,953 $1,305,195 $5,494,322 $2,556,330
Total Costs(2)............................... (2,168,730) (2,890,095) (2,909,105) (5,101,979)
Excess Class A cost carry-forward, net(3).... (553,223) 1,584,900 (2,585,217) 2,545,649
---------- ---------- ---------- ----------
Net Proceeds................................. -- -- -- --
Percentage attributable to Royalty........... 90.0% 90.0% 90.0% 90.0%
---------- ---------- ---------- ----------
Amount payable attributable to Royalty....... -- -- -- --
Percentage attributable to Trust............. 99.9% 99.9% 99.9% 99.9%
---------- ---------- ---------- ----------
Royalty Proceeds............................. -- -- -- --
Trust administrative expenses................ (100,649) (213,221) (175,263) (342,115)
---------- ---------- ---------- ----------
(100,649) (213,221) (175,263) (342,115)
Interest income.............................. 10,773 12,674 21,384 27,118
Reserve for future Trust expenses(4)......... 89,876 200,547 153,879 314,997
---------- ---------- ---------- ----------
Distributable cash........................... $ -- $ -- $ -- $ --
========== ========== ========== ==========
</TABLE>
---------------
(1) Represents amounts received by the Working Interest Owner during the three
and six month periods ended in May of such year.
(2) Represents amounts accrued by the Working Interest Owner during the three
and six month periods ended in May of such year. Includes accrued interest
of $512,449 and $1,031,370 for the three and six months during 2000 and
$586,963 and $1,148,672 for the three and six months during 1999.
(3) Represents increase (decrease) in the Class A cost carry-forward during the
respective period.
(4) Represents withdrawals from the Trust administrative expense reserve during
the respective periods.
Gross Proceeds, which include gas and oil revenues, are calculated based on
amounts received by the Working Interest Owner. Operating information follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
------------------ --------------------
2000 1999 2000 1999
------- ------- ------ ----------
<S> <C> <C> <C> <C>
Natural Gas
Revenues (in millions)........................... $ 0.8 $ 0.7 $ 1.1 $ 1.4
Sales volumes (in million cubic feet)............ 284 336 339 742
Average realization (per thousand cubic feet).... $ 2.68 $ 2.08 $ 2.66 $ 1.87
Oil
Revenue (in millions)............................ $ 1.9 $ 0.6 $ 4.4 $ 1.1
Sales volumes (in thousands of barrels).......... 65.4 48.4 157.4 97.7
Average realization (per barrel)................. $29.98 $12.40 $28.18 $11.25
</TABLE>
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<PAGE> 11
Gas volumes for the second quarter of 2000 decreased compared to the 1999
period. This is primarily due to the assignments in 1999 of West Cameron Block
215, Breton Sound Block 55, Vermilion Block 58 and Vermilion Blocks 21/22 to the
operators in exchange for the operator assuming all duties and obligations with
respect to the assigned interval and existing wells and platforms. These
properties were primarily gas producing properties.
Oil volume for 2000 increased significantly as compared to the second
quarter of 1999. This increase in oil volume coupled with the increase in
average oil price resulted in a significant increase in oil revenue for the
second quarter of 2000. During the first quarter of 1999, the operator of West
Cameron Block 498 experienced mechanical well performance problems. The operator
began a workover program during the second quarter of 1999 and production
increased during the fourth quarter of 1999. During the second, third, and
fourth quarters of 1999, the operator performed workovers on individual wells
that offset the field decline and in some months increased production. Some of
those workovers were designed to increase recoveries from existing producing
intervals and others were designed to recover oil and gas from different
intervals that were expected to be productive.
Costs consist of the following (in millions):
<TABLE>
<CAPTION>
THREE MONTHS SIX MONTHS
ENDED ENDED
JUNE 30, JUNE 30,
------------ -----------
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Lease operating expenses.................................... $1.3 $1.8 $0.5 $2.6
Exploration and development costs........................... 0.3 0.4 1.3 1.2
Interest, abandonment costs withheld and other.............. 0.6 0.7 1.1 1.3
---- ---- ---- ----
$2.2 $2.9 $2.9 $5.1
==== ==== ==== ====
</TABLE>
Lease operating expenses for the second quarter of 2000 decreased over the
1999 period because the Working Interest Owner assigned its interest in West
Cameron Block 215, Vermilion Block 58 and Breton Sound Block 55 to the operator,
thereby reducing expenses. The Working Interest Owner believed the costs charged
for High Island 552 to be excessive and conducted an audit of High Island Block
552 in the fourth quarter of 1999. This audit resulted in a credit issued by the
operator of $1.5 million net to the Working Interest Owner. This credit was
issued during the first quarter of 2000 and the check was received in the second
quarter of 2000. The Working Interest Owner is also entitled to operating and
processing fees attributable to production from offsetting blocks being
processed on the High Island A552 platform.
In December 1997, the Working Interest Owner entered into a crude oil
agreement with an oil pipeline company to deliver on a daily basis specified
quantities of crude oil from West Cameron 498. Under the terms of the agreement,
the Working Interest Owner agreed to pay a transportation fee calculated at a
sliding monthly rate based upon the total average daily volumes delivered from
West Cameron 498 during the month. Should the annual minimum delivery volume not
be met, a deficiency payment is assessed by the pipeline. During 1998 the
Working Interest Owner did not deliver the minimum volume under the agreement
and therefore, in February 1999, the pipeline company billed the Working
Interest Owner approximately $687,000 for the 1998 deficiency. This amount was
included in the Class A cost carry-forward in 1999. During 1999 the
--11--
<PAGE> 12
Working Interest Owner did not deliver the minimum volume under the agreement
therefore, in February 2000, the pipeline company billed the Working Interest
Owner approximately $724,000 for the 1999 deficiency. This amount was paid and
was included in the Class A cost carry-forward in the second quarter of 2000.
Based on 2000 projected production the minimum delivery volumes will not be met
in 1999. However, should production exceed the 2000 minimum the Working Interest
Owner is entitled to receive transportation without pay up to the cumulative
prior undelivered volumes.
Exploration and development costs for the second quarter relate primarily
to the payment during 2000 of invoices relating to workovers performed in 1999
at West Cameron Block 498.
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. The Class A cost carry-forward, with interest
at the prime rate, must be recouped from future Gross Proceeds before any
distribution may be made to Unit holders.
Additional exploration may be proposed by the operators of certain other
Royalty Properties. After analyzing each proposal, the Working Interest Owner
will determine whether or not to participate in additional exploratory
operations. On April 28, 2000, the operator of West Cameron Block 498 proposed
workovers on certain wells which is expected to increase current production. The
cost of these workovers is estimated to be approximately $2 million to the
Working Interest Owner. The Working Interest Owner approved each of these
proposals that include adding new producing intervals for three wells and
installing additional production equipment required to process anticipated
quantities of gas and water. The operator also proposed drilling an exploration
well on the adjacent West Cameron Block 519 and offered participation to the
owners of West Cameron 498. The Working Interest Owner determined that this
proposal had a low probability of economic success and chose not to participate.
There are no exploration and development costs budgeted for 2000. However,
during the second quarter of 2000, the Working Interest Owner approved the $2
million for workovers as discussed above.
The Working Interest Owner is reviewing all options relating to its
ownership interest in the remaining properties, including discussions with
several unitholders.
As of June 30, 2000, the estimated remaining aggregate abandonment costs to
be incurred for all of the Trust's properties totaled $4.2 million net to the
Trust, all of which has been withheld from distributions to Unit holders. Such
costs are by their nature imprecise and can be expected to be revised over time
because of changes in general and specific cost levels, governmental
regulations, operations or technology. Any further adjustments to estimated
abandonment costs or variances to actual cost will reduce or increase future
distributable cash accordingly.
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
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<PAGE> 13
reserve to pay such expenses (see Note 6 -- Establishment of an Expense
Reserve), of which $0.7 million remained at June 30, 2000.
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 Unit holders, upon termination of the Trust and
in certain other limited circumstances. However, the Trust 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. The Trust's had no cash receipts in 1996, 1997, 1998 or 1999.
Additionally, the balance of the Class A cost carry-forward was $20.1 million at
June 30, 2000, primarily from the significant development costs incurred at West
Cameron Blocks 498 and 215 during 1997 and 1998. This cost carry-forward must be
recouped by the Working Interest Owner before any distribution may be made to
the Trust.
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 with the Securities and Exchange
Commission during the second quarter of 2000.
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<PAGE> 14
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.
FREEPORT-McMoRan OIL AND GAS
ROYALTY TRUST
By: The Chase Manhattan Bank Trustee
By: /s/ PETE FOSTER
----------------------------------
Pete Foster
Senior Vice President and Trust
Officer
Date: August 14, 2000
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<PAGE> 15
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------ -----------
<C> <S>
27 Financial Data Schedule
</TABLE>
