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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 28, 1998
BURLINGTON RESOURCES COAL SEAM GAS ROYALTY TRUST
(Exact name of registrant as specified in its charter)
Delaware 1-12058 76-6088828
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Trust Division
NationsBank, N.A.
901 Main Street, Suite 1700
Dallas, Texas 75202
(Address, including zip code, of principal executive offices)
Registrant's telephone number, including area code: (214) 508-2364
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Item 5. OTHER EVENTS.
On December 28, 1998, at a special meeting held in Houston, Texas, the
unitholders of Burlington Resources Coal Seam Gas Royalty Trust (the "Trust")
approved a proposal which includes the termination of the Trust and certain
related matters and that will result in the liquidation of Trust assets
(principally consisting of a net profits interest in certain coalbed methane gas
producing properties in the San Juan Basin of New Mexico).
The proposal was the only item of business at the meeting. Of the
8,800,000 units of beneficial interest in the Trust ("Units") outstanding and
entitled to vote on the proposal, 5,867,968 (66.68%) were cast in favor of the
proposal, no votes were cast against the proposal or withheld and there were no
absentions or broker non-votes. The remaining 2,932,032 units were unrepresented
and not voted at the meeting.
A copy of the December 29, 1998 press release relating to the foregoing
is filed as Exhibit 99.1 to this report on Form 8-K and incorporated herein by
reference.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The Trust's Press Release dated December 29, 1998,
regarding unitholder approval of the trust termination proposal is filed as
Exhibit 99.1 to this report.
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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 hereunto duly authorized.
BURLINGTON RESOURCES COAL SEAM GAS
ROYALTY TRUST
By: NationsBank, N.A., Trustee
Date: December 30, 1998 By: /s/ Ron E. Hooper
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Ron E. Hooper
Vice President and Administrator
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Item
Number Exhibit
- ------ -------
<S> <C>
99.1 Press Release dated December 29, 1998, regarding unitholder
approval of trust termination proposal.
</TABLE>
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EXHIBIT 99.1
BURLINGTON RESOURCES COAL SEAM GAS ROYALTY TRUST
ANNOUNCES APPROVAL OF TRUST TERMINATION PROPOSAL
Dallas, Texas, December 29, 1998 -- Burlington Resources Coal Seam Gas
Royalty Trust (the "Trust") announced today that unitholders of the Trust have
approved a proposal that includes the termination of the Trust and certain
related matters (the "Termination Proposal"), which will result in the
liquidation of Trust assets (consisting principally of a net profits interest
related to certain coalbed methane gas producing properties in the San Juan
Basin of New Mexico). As required by the trust agreement establishing the Trust,
the Termination Proposal was approved by the affirmative vote of not less than
66-2/3% of the outstanding units of the Trust at a meeting held December 28,
1998, in Houston, Texas. The Termination Proposal, which was made by San Juan
Partners, L.L.C. ("San Juan"), a major unitholder of the Trust, was described in
an Information Statement filed with the Securities and Exchange Commission and
mailed to unitholders on December 8, 1998 (the "Information Statement").
Pursuant to the trust agreement, by virtue of the unitholder approval
of the Termination Proposal, the Trust was formally terminated as of December
28, 1998. Notwithstanding the termination of the Trust, NationsBank, N.A., the
trustee of the Trust as of the date of termination, will continue to act as
Trustee of the trust estate for purposes of liquidating the assets of the trust
estate and winding up the affairs of the Trust and the Trust will continue to
exist as a Delaware business trust during the liquidation period. The trustee
will engage an investment advisor within the next week to assist in the
valuation and sale of the assets of the trust estate, a process that may take
several months or more. In general, all proceeds of production attributable to
the Trust's assets after the December 28, 1998 termination date will accrue to
the account of the eventual purchaser of the Trust's assets and neither the
Trust nor the unitholders will be entitled to such proceeds. All proceeds of
production attributable to the Trust's assets through the December 28, 1998
termination date will be paid to the Trust and distributed to unitholders
according to the Trust's ordinary quarterly distribution process. The net
proceeds from the sale of the assets of the trust estate will be paid as a
special distribution to unitholders of record as of a special distribution
record date to be established following the closing of the sale of the assets.
Under the trust agreement, Burlington Resources Oil & Gas Company
("BROG") has certain special preferential rights to bid on and acquire the
Trust's assets in the event of a termination of the Trust, including the right
to purchase such assets for 105% of the highest acceptable offer for the assets
submitted by a third party. As described in the Information Statement and in
Amendment No. 26 to San Juan's Schedule 13D filed October 26, 1998 (the
"Amendment"), San Juan has entered into a purchase agreement with BROG to
purchase from BROG, among other things, BROG's interest in and to certain
properties including,
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without limitation, certain interests in the properties burdened by the Trust's
net profits interest and the associated rights and obligations of BROG and its
affiliates under the trust agreement, including the preferential purchase rights
described above.
As described in the Information Statement and the Amendment, the
consummation of the transactions contemplated by such purchase agreement is
subject to various conditions. It is the understanding of the trustee that as a
result of the approval of the Termination Proposal it is expected that the
transactions contemplated by the purchase agreement will be consummated in the
near future.
Burlington Resources Coal Seam Gas Royalty Trust is a Delaware business
trust formed to own a net profits interest related to Burlington Resources Oil &
Gas Company's interest in the Fruitland coal formation underlying the Northeast
Blanco Unit in the San Juan Basin of New Mexico. The Trust's units of beneficial
interest are traded on the New York Stock Exchange under the symbol "BRU." It is
expected that the Units will continue to be traded on the Exchange until the
assets of the trust estate have been liquidated and the special distribution has
been made to unitholders.
For additional information, contact:
Burlington Resources Coal Seam Gas Royalty Trust
NationsBank, N.A., as Trustee
Ron E. Hooper, Vice President and Trust Administrator
214-508-2400 or fax 214-508-2431
