<PAGE>
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. 1-10982
-------
CROSS TIMBERS ROYALTY TRUST
Texas I.R.S. No. 75-6415930
NationsBank of Texas, N.A., Trustee
P.O. Box 1317
Fort Worth, Texas 76101-1317
Telephone Number 817/390-6592
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 1, 1997: 6,000,000
---------
Page 1 of 16
<PAGE>
CROSS TIMBERS ROYALTY TRUST
PART I - FINANCIAL STATEMENTS
- -----------------------------
Item 1. Financial Statements.
The condensed financial statements included herein are presented, 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. These condensed financial
statements should 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 Cross Timbers Royalty Trust at June 30, 1997, and the
distributable income and changes in trust corpus for the three and six-month
periods ended June 30, 1997 and 1996, have been included. Distributable income
for such interim periods is not necessarily indicative of the distributable
income for the full year.
Arthur Andersen LLP, independent certified public accountants, have made a
limited review of the condensed financial statements as of June 30, 1997, and
for the three and six-month periods ended June 30, 1997 and 1996 included
herein.
2
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
NationsBank of Texas, N.A., as Trustee
for the Cross Timbers Royalty Trust:
We have reviewed the accompanying condensed statement of assets, liabilities and
trust corpus of the Cross Timbers Royalty Trust as of June 30, 1997 and the
related condensed statements of distributable income and changes in trust corpus
for the three and six-month periods ended June 30, 1997 and 1996. These
financial statements are the responsibility of the Trustee.
We conducted our review 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 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 review, 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 Cross
Timbers Royalty Trust as of December 31, 1996 included in the Trust's 1996
annual report on Form 10-K, and in our report dated March 13, 1997, we expressed
an unqualified opinion on that statement. 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 included in
the Trust's 1996 annual report on Form 10-K from which it has been derived.
ARTHUR ANDERSEN LLP
Fort Worth, Texas
July 21, 1997
3
<PAGE>
CROSS TIMBERS ROYALTY TRUST
- --------------------------------------------------------------------------------
CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1997 1996
----------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
Cash and short-term investments.................. $ 1,103,630 $ 1,376,687
Interest to be received.......................... 1,885 1,924
Net overriding royalty interests in oil and gas
properties - net (Note 1)...................... 39,507,766 41,337,673
----------- -----------
$40,613,281 $42,716,284
=========== ===========
LIABILITIES AND TRUST CORPUS
Distribution payable to Unit holders............. $ 1,105,515 $ 1,378,611
Trust corpus (6,000,000 Units of beneficial
interest authorized and outstanding)........... 39,507,766 41,337,673
----------- -----------
$40,613,281 $42,716,284
=========== ===========
</TABLE>
The accompanying notes to condensed financial statements are an integral part of
these statements.
4
<PAGE>
CROSS TIMBERS ROYALTY TRUST
- --------------------------------------------------------------------------------
CONDENSED STATEMENTS OF DISTRIBUTABLE INCOME (Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
---------------------- ----------------------
1997 1996 1997 1996
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Royalty income................. $3,252,445 $1,910,966 $6,367,035 $3,468,644
Interest income................ 5,165 2,704 9,515 4,870
---------- ---------- ---------- ----------
Total income................... 3,257,610 1,913,670 6,376,550 3,473,514
Administration expense......... 40,971 53,770 90,376 89,096
---------- ---------- ---------- ----------
Distributable income........... $3,216,639 $1,859,900 $6,286,174 $3,384,418
========== ========== ========== ==========
Distributable income per Unit
(6,000,000 Units)........... $ .536106 $ .309984 $ 1.047695 $ .564071
========== ========== ========== ==========
</TABLE>
The accompanying notes to condensed financial statements are an integral part of
these statements.
5
<PAGE>
CROSS TIMBERS ROYALTY TRUST
- --------------------------------------------------------------------------------
CONDENSED STATEMENTS OF CHANGES IN TRUST CORPUS (Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
-------------------------- --------------------------
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Trust Corpus, beginning of period.. $40,488,291 $44,329,287 $41,337,673 $45,118,209
Amortization of net overriding
royalty interests................ (980,525) (859,864) (1,829,907) (1,648,786)
Distributable income............... 3,216,639 1,859,900 6,286,174 3,384,418
Distributions declared............. (3,216,639) (1,859,900) (6,286,174) (3,384,418)
----------- ----------- ----------- -----------
Trust Corpus, end of period........ $39,507,766 $43,469,423 $39,507,766 $43,469,423
=========== =========== =========== ===========
</TABLE>
The accompanying notes to condensed financial statements are an integral part of
these statements.
6
<PAGE>
CROSS TIMBERS ROYALTY TRUST
- --------------------------------------------------------------------------------
NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited)
1. BASIS OF ACCOUNTING
The financial statements of the Cross Timbers Royalty Trust ("the Trust")
are prepared on the following basis:
- Royalty income recorded for a month is the amount computed and paid by the
interest owner, Cross Timbers Oil Company ("Cross Timbers Oil"), to
NationsBank of Texas, N.A. ("Trustee"), as Trustee for the Trust. Royalty
income consists of the amounts received by Cross Timbers Oil from the sale
of production less applicable costs ("net proceeds") from the properties
underlying the net overriding royalty interests ("Royalty Trust
Interests") conveyed to the Trust. Net proceeds are multiplied by net
profit percentages of 90% in the case of Royalty Trust Interests carved
from certain royalty interests in New Mexico, Oklahoma and Texas ("90%
Royalty Trust Interests") and 75% in the case of Royalty Trust Interests
carved from seven working interest properties in Oklahoma and Texas ("75%
Royalty Trust Interests").
Applicable costs deducted in the calculation of net proceeds for the 90%
Royalty Trust Interests generally include applicable taxes,
transportation, marketing and legal costs, and do not include other
production and development costs. For the 75% Royalty Trust Interests,
such costs include production expenses, development costs, applicable
taxes, operating charges and other costs.
- Royalty income is computed separately for each of five conveyances under
which the Royalty Trust Interests were conveyed to the Trust. If monthly
costs exceed revenues for any conveyance ("excess costs"), such excess
cannot reduce royalty income from other conveyances, but is carried
forward with accrued interest to be recovered from future net proceeds of
that conveyance.
- Interest income, interest to be received and distribution payable to Unit
holders include interest to be earned from the monthly record date (last
business day of the month) through the date of the next distribution to
Unit holders.
- Trust expenses are recorded based on liabilities paid and cash reserves
established by the Trustee for liabilities and contingencies.
- Distributions to Unit holders are recorded when declared by the Trustee.
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,
expenses are recognized when paid rather than when incurred, and certain
cash reserves may be established for contingencies which would not be
accrued under GAAP. The initial carrying value of the Royalty Trust
Interests ($61,100,449) represents the net book value from the historical
accounting records (successful efforts method) of predecessors to Cross
Timbers Oil on February 12, 1991, the creation date of the Trust.
Amortization of the Royalty Trust Interests is calculated on a unit-of-
production
7
<PAGE>
basis and is charged directly to trust corpus. Accumulated amortization as
of June 30, 1997 and December 31, 1996 is $21,592,683 and $19,762,776,
respectively.
2. FEDERAL INCOME TAXES
Tax counsel has advised the Trust that, under current tax laws, the Trust
will be classified as a grantor trust for Federal income tax purposes and
therefore is not subject to taxation at the trust level. However, the
opinion of tax counsel is not binding on the Internal Revenue Service.
The Unit holders are considered, for Federal income tax purposes, 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 the Unit
holders at the time such income is received or accrued by the Trust, rather
than when distributed by the Trust.
Cross Timbers Oil has advised the Trustee that the Trust receives royalty
income from coal seam gas wells. Production from coal seam gas wells drilled
after December 31, 1979, and prior to January 1, 1993, qualifies for the
Federal income tax credit for producing nonconventional fuels under Section
29 of the Internal Revenue Code. This tax credit, which was approximately
$1.03 per MMBtu for 1996, is recalculated annually based on each year's
qualified production through the year 2002. Such credit, based on the Unit
holder's pro rata share of qualifying production, may not reduce his regular
tax liability (after the foreign tax credit and certain other non-refundable
credits) below his tentative minimum tax. Any part of the Section 29 credit
not allowed for the tax year solely because of this limitation is subject to
certain carryover provisions. Unit holders should consult their tax advisors
regarding use of this credit and other Trust tax compliance matters.
Based on 1997 qualifying sales volumes and the factors used in the
calculation of the 1996 coal seam tax credit, the credit for the quarter and
six months ended June 30, 1997 is estimated to be $.054 and $.104 per Unit,
respectively. The actual coal seam tax credit for the quarter and six months
ended June 30, 1996 was $.053 and $.102, respectively. Final 1997 coal seam
tax credit data will be provided to Unit holders with year-end tax
information.
3. CROSS TIMBERS OIL COMPANY
As of July 31, 1997, Cross Timbers Oil owned 22.1% of the outstanding Trust
Units.
4. LITIGATION
In May and July 1997, Cross Timbers Oil received suspended revenues related
to a recent lawsuit settlement. See Item I of Part II, "Legal Proceedings."
8
<PAGE>
Item 2. Trustee's Discussion and Analysis.
Three Months Ended June 30, 1997 and 1996
- -----------------------------------------
For the quarter ended June 30, 1997, royalty income was $3,252,445 compared with
$1,910,966 for the second quarter of 1996. This 70% increase in royalty income
is primarily the result of higher gas prices and lawsuit settlement proceeds of
$465,000 received during the quarter.
After considering interest income of $5,165 and administration expense of
$40,971, distributable income for the quarter ended June 30, 1997 was
$3,216,639, or $.536106 per Unit of beneficial interest. Distributions of
$.198803, $.153050 and $.184253 per Unit were made to Unit holders of record on
April 30, May 30 and June 30, 1997, respectively. For the quarter ended June
30, 1996, distributable income was $1,859,900, or $.309984 per Unit.
Royalty income is recorded when received by the Trust, which is the month
following receipt by Cross Timbers Oil, and generally two months after oil
production and three months after gas production. Royalty income is generally
affected by three major factors: 1) oil and gas sales volumes, 2) oil and gas
sales prices and 3) costs deducted in the calculation of royalty income.
Because properties underlying the 90% Royalty Trust Interests are royalty and
overriding royalty interests, they generally bear no costs other than production
and property taxes, related legal costs, and marketing and transportation
charges. In addition to these costs, the 75% Royalty Trust Interests are
subject to production and development costs, since the properties underlying the
75% Royalty Trust Interests are working interests.
Volumes
Second quarter oil sales volumes decreased 8% from 1996 to 1997 primarily
because of natural production decline. Gas sales volumes increased 39% from
second quarter 1996 to 1997. Increased gas sales volumes are primarily the
result of 417,000 Mcf attributed to suspended revenues received in a lawsuit
settlement. See Item I of Part II, "Legal Proceedings."
Prices
The average oil price for second quarter 1997 was $18.93 per barrel, an increase
of 3% from the second quarter 1996 average price of $18.46.
The average gas sales price for the second quarter of 1997 was $2.10 per Mcf, an
increase of 43% from the 1996 average price of $1.47 per Mcf. The second
quarter 1997 average gas price includes sharply higher prices in January and
February that resulted from increased weather-related demand. Additionally,
second quarter 1996 prices were lower because of depressed prices in California,
the primary market for San Juan Basin gas.
Costs
Costs deducted in the calculation of second quarter 1997 royalty income (see
"Calculation of Royalty Income") decreased 10% or $135,168 from total costs for
second quarter 1996. This was a result of a 59% or $215,830 decrease in
development costs and a 1% or $5,182 decrease in production expenses, partially
offset by a 25% or $85,844 increase in production and property taxes. Decreased
development costs were caused by lower drilling activity on the underlying
working interest properties while increased production and property taxes were
primarily related to higher oil and gas revenues.
9
<PAGE>
Six Months Ended June 30, 1997 and 1996
- ---------------------------------------
For the six months ended June 30, 1997, royalty income was $6,367,035 compared
with $3,468,644 for the same 1996 period. Higher oil and gas prices and lawsuit
settlement proceeds of $465,000 were the primary reasons for this 84% increase
in royalty income.
After considering interest income of $9,515 and administration expense of
$90,376, distributable income for the six months ended June 30, 1997 was
$6,286,174, or $1.047695 per Unit of beneficial interest. For the six months
ended June 30, 1996, distributable income was $3,384,418, or $.564071 per Unit.
Volumes
Oil sales volumes for the first half of 1997 decreased 4% from the comparable
1996 period. The effect of natural production decline was partially offset by
increased sales volumes related to the timing of cash receipts.
Gas sales volumes increased 19% from the first six months of 1996 to 1997. This
increase is primarily the result of 417,000 Mcf attributed to suspended revenues
received in a lawsuit settlement. See Item I of Part II, "Legal Proceedings."
Prices
The average oil price for the first half of 1997 was $20.78 per barrel, an
increase of 20% from the comparable 1996 price of $17.28.
The average gas price for the first six months of 1997 increased to $2.27 per
Mcf, or 61% above the comparable 1996 price of $1.41. This increase is
primarily due to significantly higher gas prices received in November through
February that resulted from increased weather-related demand. Additionally,
1996 gas prices were depressed because of oversupplies in California, the
primary market for San Juan Basin gas.
Costs
Costs deducted in the calculation of royalty income for the first half of 1997
decreased 8% or $217,601 from total costs for the first half of 1996. This is a
result of a 44% or $241,267 decrease in development costs and a 7% or $100,908
decrease in production expenses, partially offset by a 19% or $124,574 increase
in production and property taxes.
The decrease in development costs of 44% is related to a decline in drilling
activity on some of the underlying working interest properties, while the
decrease in production expenses of 7% is related to the timing of maintenance
projects. The increase in production and property taxes is because of
increased oil and gas revenues, partially offset by a decrease in estimated
property taxes.
10
<PAGE>
COMPARATIVE OIL AND GAS SALES
Oil and gas sales attributable to the Underlying Properties and the Royalty
Trust Interests are as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, (a) June 30, (a)
---------------------- ------------------------
1997 1996 1997 1996
---------- ---------- ---------- ------------
<S> <C> <C> <C> <C>
OIL SALES (Bbls)
Underlying Properties (b).... 104,466 113,227 209,925 219,693
Average per day............ 1,174 1,258 1,160 1,207
Average price.............. $18.93 $18.46 $20.78 $17.28
Royalty Trust Interests (b).. 45,787 40,932 101,326 76,443
GAS SALES (Mcf)
Underlying Properties (b).... 1,423,279 1,023,698 2,369,166 1,988,408
Average per day............ 15,814 11,249 13,017 10,866
Average price.............. $2.10 $1.47 $2.27 $1.41
Royalty Trust Interests (b).. 1,255,653 886,015 2,090,777 1,716,772
</TABLE>
(a) Because of the interval between time of production and receipt of royalty
income by the Trust (1) oil and gas sales for the quarter ended June 30
generally represent oil production for the period February through April and
gas production for the period January through March and (2) oil and gas
sales for the six months ended June 30 generally represent oil production
for the period November through April and gas production for the period
October through March.
(b) Oil and gas sales volumes are allocated to the Royalty Trust Interests based
upon a formula that considers oil and gas prices and the total amount of
production expenses and development costs. Changes in any of these factors
may result in disproportionate fluctuations in volumes allocated to the
Royalty Trust Interests. Therefore, comparative discussion of oil and gas
sales is based on the Underlying Properties.
11
<PAGE>
CALCULATION OF ROYALTY INCOME
The following is the calculation of royalty income received by the Trust for the
quarters ended June 30, 1997 and 1996. See Note 1 to Condensed Financial
Statements.
<TABLE>
<CAPTION>
Three Months Ended June 30,
-------------------------------------------------
1997 1996
----------------------- -----------------------
90% 75% 90% 75%
Royalty Royalty Royalty Royalty
Trust Trust Trust Trust
Interests Interests Interests Interests
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
REVENUES
Oil sales...................... $ 495,879 $1,481,861 $ 452,291 $1,638,327
Gas sales...................... 2,926,812 57,086 1,453,342 48,448
---------- ---------- ---------- ----------
Total......................... 3,422,691 1,538,947 1,905,633 1,686,775
---------- ---------- ---------- ----------
COSTS
Production and property taxes.. 290,591 133,708 188,887 149,568
Production expenses (a)........ 1,919 671,915 7,765 671,251
Development costs.............. - 152,948 - 368,778
---------- ---------- ---------- ----------
Total......................... 292,510 958,571 196,652 1,189,597
---------- ---------- ---------- ----------
NET PROCEEDS.................... 3,130,181 580,376 1,708,981 497,178
Net Profit Percentage........... 90% 75% 90% 75%
---------- ---------- ---------- ----------
ROYALTY INCOME.................. $2,817,163 $ 435,282 $1,538,083 $ 372,883
========== ========== ========== ==========
</TABLE>
(a) Production expenses for the 75% Royalty Trust Interests include an overhead
fee which is deducted and retained by Cross Timbers Oil. This fee is
currently $19,438 per month, or $58,314 per quarter. This overhead fee is
subject to adjustment each May based on an oil and gas industry index.
12
<PAGE>
PART II - OTHER INFORMATION
- ---------------------------
Item 1. Legal Proceedings.
On May 14, 1997, the Trustee announced the settlement of a lawsuit filed in
December 1991 by Cross Timbers Oil and its predecessor-in-title against Coastal
Oil and Gas Corporation ("Coastal") in the Eleventh Judicial District Court in
San Juan County, New Mexico. Cross Timbers Oil and its predecessor-in-title
were seeking to recover revenues suspended by Coastal and to obtain a judgment
confirming their interests. The revenues suspended were attributable to certain
San Juan Basin overriding royalty interests underlying the 90% Royalty Trust
Interests ("subject interests").
As part of the settlement, Coastal agreed to pay the suspended revenues and all
future revenues attributable to the subject interests. Coastal further agreed
that the subject interests would not be reduced or converted to a cost-bearing
interest as was previously contended.
Cross Timbers Oil has advised the Trustee that on May 7, 1997 it received
revenues suspended by Coastal since the Trust's inception through December 31,
1995. Accordingly, the Trust received additional royalty income of
approximately $465,000 or $.0775 per Unit that was included in the June Trust
distribution paid on July 15, 1997 to Unit holders of record on June 30, 1997.
During July 1997, Cross Timbers Oil received approximately $260,000 net to the
Trust's interest, or $.043 per Unit, for revenues suspended by Coastal in 1996
and 1997. After receipt by the Trust in August, these proceeds will be
distributed on September 15, 1997 to Unit holders of record on August 29, 1997.
To facilitate further development of the subject interests, Cross Timbers Oil
has agreed to reduce its overriding royalty interest by one-half on any newly
drilled wells. This will result in a corresponding reduction in the Trust's net
profits interest in the new wells drilled on the subject interests.
Furthermore, to ensure that production from existing wells is properly
maintained, Cross Timbers Oil has agreed to temporarily reduce its interest in
existing wells under certain circumstances, and to consider reducing its
interest under other circumstances. Cross Timbers Oil has informed the Trustee
that it believes that such agreed reductions in the subject interests will not
significantly impact estimated future net revenues from the Trust's proved
reserves.
Cross Timbers Oil has also advised the Trustee of the settlement of a previously
filed lawsuit relating to certain Texas properties underlying the 75% Royalty
Trust Interests in which Cross Timbers Oil's working interest is 1.7%. The
lawsuit was filed in September 1994 in the 125th Judicial District Court of
Harris County, Texas, by the surface owner of lands located in Ector and Andrews
counties, Texas. The surface owner alleged that oil and gas operations on his
land by various defendant oil and gas operators contaminated the surface and
subsurface water on the land. Neither the Trust nor Cross Timbers Oil was named
as a party in the suit. The cost to settle this lawsuit will be approximately
$24,000, net to the Trust, before attorneys' fees and expenses.
Items 2 through 5. Not applicable.
13
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Exhibit Number
and Description Page
--------------- ----
(4)(a) Cross Timbers Royalty Trust Indenture Amended and Restated on
January 13, 1992 by NationsBank of Texas, N.A., as Trustee,
heretofore filed as Exhibit 3.1 to the Trust's Registration
Statement No. 33-44385 filed with the Securities and Exchange
Commission on February 19, 1992, is incorporated herein by
reference.
(b) Net Overriding Royalty Conveyance (Cross Timbers Royalty Trust,
90% - Texas) from South Timbers Limited Partnership, West
Timbers Limited Partnership, North Timbers Limited Partnership,
East Timbers Limited Partnership, Hickory Timbers Limited
Partnership, and Cross Timbers Partners, L.P. (predecessors of
Cross Timbers Oil Company, L.P. which subsequently merged into
Cross Timbers Oil Company) to NCNB Texas National Bank (now
NationsBank of Texas, N.A.), as Trustee, dated February 12, 1991
(without Schedules A and B), heretofore filed as Exhibit 10.1 to
the Trust's Registration Statement No. 33-44385 filed with the
Securities and Exchange Commission on February 19, 1992, is
incorporated herein by reference.
(c) Net Overriding Royalty Conveyance (Cross Timbers Royalty Trust,
75% - Texas) from South Timbers Limited Partnership, West Timbers
Limited Partnership, North Timbers Limited Partnership, East
Timbers Limited Partnership, Hickory Timbers Limited Partnership,
and Cross Timbers Partners, L.P. (predecessors of Cross Timbers
Oil Company, L.P. which subsequently merged into Cross Timbers
Oil Company) to NCNB Texas National Bank (now NationsBank of
Texas, N.A.), as Trustee, dated February 12, 1991 (without
Schedules A and B), heretofore filed as Exhibit 10.5 to the
Trust's Registration Statement No. 33-44385 filed with the
Securities and Exchange Commission on February 19, 1992, is
incorporated herein by reference.
(15) Awareness letter of Arthur Andersen LLP 16
(b) Reports on Form 8-K.
No reports on Form 8-K have been filed during the quarter for which this
report is filed.
14
<PAGE>
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.
CROSS TIMBERS ROYALTY TRUST
By NATIONSBANK OF TEXAS, N.A., TRUSTEE
By JOE B. GRISSOM
--------------------------------------------
Joe B. Grissom
Vice President
CROSS TIMBERS OIL COMPANY
Date: August 6, 1997 By LOUIS G. BALDWIN
--------------------------------------------
Louis G. Baldwin
Senior Vice President and
Chief Financial Officer
15
<PAGE>
EXHIBIT 15
NationsBank of Texas, N.A. as Trustee
for the Cross Timbers Royalty Trust:
We are aware that Cross Timbers Oil Company has incorporated by reference in its
Registration Statement No. 33-55784 on Form S-8 Cross Timbers Royalty Trust's
Form 10-Q for the quarter ended June 30, 1997, which includes our report dated
July 21, 1997, covering the unaudited interim financial information contained
therein. Pursuant to Regulation C of the Securities Act of 1933, that report is
not considered a part of the registration statement prepared or certified by our
firm or a report prepared or certified by our firm within the meaning of
Sections 7 and 11 of the Act.
ARTHUR ANDERSEN LLP
Fort Worth, Texas
August 6, 1997
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1997
<PERIOD-START> APR-01-1997 JAN-01-1997
<PERIOD-END> JUN-30-1997 JUN-30-1997
<CASH> 1,103,630 0
<SECURITIES> 0 0
<RECEIVABLES> 1,885 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 1,105,515 0
<PP&E> 61,100,449 0
<DEPRECIATION> 21,592,683 0
<TOTAL-ASSETS> 40,613,281 0
<CURRENT-LIABILITIES> 1,105,515 0
<BONDS> 0 0
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 39,507,766 0
<TOTAL-LIABILITY-AND-EQUITY> 40,613,281 0
<SALES> 3,252,445 6,367,035
<TOTAL-REVENUES> 3,257,610 6,376,550
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 40,971 90,376
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 3,216,639 6,286,174
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 3,216,639 6,286,174
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 3,216,639 6,286,174
<EPS-PRIMARY> .536 1.048
<EPS-DILUTED> .536 1.048
</TABLE>
