SC 13D

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. )*

Pacific Coast Oil Trust

(Name of Issuer)

Units of Beneficial Interest

(Title of Class of Securities)

694103102

(CUSIP Number)

Carson Mitchell

Shipyard Capital LP
1477 Ashford Avenue, #2006

San Juan, PR 00907

1-646-509-9519

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

October 11, 2022

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. x

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 694103102 13D Page 2 of 9

1.	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	47-4835562
	SHIPYARD CAPITAL LP
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(SEE INSTRUCTIONS)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER
		3,212,503
	8.	SHARED VOTING POWER
		0
	9.	SOLE DISPOSITIVE POWER
		3,212,503
	10.	SHARED DISPOSITIVE POWER
		0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,212,503
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.33%
14.	TYPE OF REPORTING PERSON (see instructions)
	PN

* Percentage calculated based on 38,583,158 units outstanding as of August 1, 2019, as reported in the 10-Q of Pacific Coast Oil Trust, filed with the Securities and Exchange Commission on August 1, 2019.

CUSIP No. 694103102 13D Page 3 of 9

1.	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	47-4663148
	SHIPYARD CAPITAL MANAGEMENT LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(SEE INSTRUCTIONS)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER
		3,212,503
	8.	SHARED VOTING POWER
		0
	9.	SOLE DISPOSITIVE POWER
		3,212,503
	10.	SHARED DISPOSITIVE POWER
		0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,212,503
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.33%
14.	TYPE OF REPORTING PERSON (see instructions)
	IA

* Percentage calculated based on 38,583,158 units outstanding as of August 1, 2019, as reported in the 10-Q of Pacific Coast Oil Trust, filed with the Securities and Exchange Commission on August 1, 2019.

CUSIP No. 694103102 13D Page 4 of 9

1.	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	CEDAR CREEK PARTNERS LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(SEE INSTRUCTIONS)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER
		1,179,477
	8.	SHARED VOTING POWER
		0
	9.	SOLE DISPOSITIVE POWER
		1,179,477
	10.	SHARED DISPOSITIVE POWER
		0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,179,477
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	3.1%
14.	TYPE OF REPORTING PERSON (see instructions)
	PN

* Percentage calculated based on 38,583,158 units outstanding as of August 1, 2019, as reported in the 10-Q of Pacific Coast Oil Trust, filed with the Securities and Exchange Commission on August 1, 2019.

CUSIP No. 694103102 13D Page 5 of 9

1.	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	ERIKSEN CAPITAL MANAGEMENT LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(SEE INSTRUCTIONS)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC

5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER
		1,179,477
	8.	SHARED VOTING POWER
		0
	9.	SOLE DISPOSITIVE POWER
		1,179,477
	10.	SHARED DISPOSITIVE POWER
		0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,179,477
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	3.1%
14.	TYPE OF REPORTING PERSON (see instructions)
	IA

* Percentage calculated based on 38,583,158 units outstanding as of August 1, 2019, as reported in the 10-Q of Pacific Coast Oil Trust, filed with the Securities and Exchange Commission on August 1, 2019.

CUSIP No. 694103102 13D Page 6 of 9

Item 1. Security and Issuer

This Schedule 13D relates to units of beneficial interest (the “Units”), of Pacific Coast Oil Trust (the “Issuer” or “Pacific Coast”). The address of the issuer is 601 Travis Street, 16^th Floor, Houston, Texas 77002.

Item 2. Identity and Background

(a)            This Statement is filed by:

(1) Shipyard Capital Management LLC (“Shipyard”)

(2) Cedar Creek Partners LLC (“CCP”)

Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

(b)            The principal business address of Shipyard is 1477 Ashford Avenue, #2006, San Juan, PR 00907. The principal business address of CCP is 8695 Glendale Road, Custer, WA 98240.

(c)            The principal business of Shipyard is acquiring, holding and disposing of investments in various companies. The principal business of CCP is acquiring, holding and disposing of investments in various companies.

(d)            No Reporting Person described herein has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)            None of the Reporting Parties described herein has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.

(f)            Mr. Mitchell is a citizen of the United States. Shipyard is a Delaware limited liability company. Mr. Eriksen is a citizen of the United States. CCP is a Washington limited liability company.

Item 3. Source and amount of Funds or Other Consideration

The units were acquired in open market purchases with working capital of Shipyard and CCP, respectively. The amount of funds expended, excluding commissions, to acquire units held by Shipyard and CCP is $469,225 and $316,510, respectively.

Item 4. Purpose of Transaction

The Reporting Persons acquired shares of Pacific Coast for investment purposes.

Shipyard and CCP believe that the trustee is not properly representing unitholders. The trustee has refused to file suit against PCEC for what we believe are illegal and improper assessments against the trust, preventing the trust from making distributions and potentially forcing dissolution and liquidation, which we believe would harm unitholders.

CUSIP No. 694103102 13D Page 7 of 9

In pursuing such investment purposes, the Reporting Persons may further purchase, hold, vote, trade, dispose or otherwise deal in the units at times, and in such manner, as they deem advisable to benefit from, among other things, (1) changes in the market prices of the units; (2) changes in the Issuer’s operations, business strategy or prospects; or (3) from the sale or merger of the Issuer. To evaluate such alternatives, the Reporting Persons will closely monitor the Issuer’s operations, prospects, business development, management, competitive and strategic matters, capital structure, and prevailing market conditions, as well as other economic, securities markets, and investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons may discuss such matters with the trustee of the Issuer (the “Trustee”), other unitholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. Such evaluations and discussions may materially affect, and result in, among other things, the Reporting Persons (1) modifying their ownership of the units; (2) exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements; (3) proposing changes in the Issuer’s operations, governance or capitalization; (4) proposing changes of the trust’s trustee or bylaws; or (5) pursuing one or more of the other actions described in subsections (a) through (j) of Item 4 of Schedule 13D.

In addition to the information disclosed in this Statement, the Reporting Persons reserve the right to (1) formulate other plans and proposals; (2) take any actions with respect to their investment in the Issuer, including any or all of the actions set forth in subsections (a) through (j) of Item 4 of Schedule 13D; and (3) acquire additional units or dispose of some or all of the units beneficially owned by them, in each case in the open market, through privately negotiated transactions or otherwise. The Reporting Persons may at any time reconsider and change their plans or proposals relating to the foregoing.

On October 11, 2022, Shipyard and CCP sent a letter to the trustee requesting that it file suit against PCEC, the trust’s operator. If the trustee refuses, we intend to call a special meeting to remove the trustee. The letter sent by the Reporting Persons concerning the foregoing is attached as Exhibit 2 and is incorporated herein by reference.

Item 5. Interest in Securities of the Issuer

The following sets forth the aggregate number and percentage (based on 38,583,158 units outstanding on August 1, 2019, as reported in the 10-Q of the Issuer filed with the Securities and Exchange Commission on August 1, 2019) of outstanding units owned beneficially by the Reporting Persons.

Name	No. of Shares		Percent of Class
Shipyard Capital LP (1)		3,212,503		8.3	%
Cedar Creek Partners LLC (2)		1,179,477		3.1	%
Total for Shipyard and CCP		4,391,980		11.4	%

(1) These shares are owned by Shipyard, an investment partnership, for which Shipyard Capital Management LLC is General Partner and acts as the discretionary portfolio manager.

(2) These shares are owned by CCP, an investment partnership, for which Eriksen Capital Management LLC is the Managing Member, and acts as the discretionary portfolio manager.

CUSIP No. 694103102 13D Page 8 of 9

The following table sets forth all transactions with respect to the Common Stock effected by Reporting Persons in the last 60 days.

	Date	Shares	Buy/Sell	Price
Cedar Creek Partners	9/29/2022	35	Buy	0.26
Cedar Creek Partners	9/30/2022	1,033	Buy	0.26
Cedar Creek Partners	10/4/2022	8,510	Buy	0.26
Cedar Creek Partners	10/6/2022	31,279	Buy	0.26
Cedar Creek Partners	10/7/2022	704	Buy	0.26

Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to Securities of the Issuer.

Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.

Item 7. Material to be Filed as Exhibits.

Exhibit 1      Joint Filing Agreement

Exhibit 2      Letter to Trustee, dated October 11, 2022

CUSIP No. 694103102 13D Page 9 of 9

SIGNATURE

After reasonable inquiry, and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: October 11, 2022

SHIPYARD CAPITAL MANAGEMENT LLC
By:	/s/ Carson Mitchell
	Carson Mitchell
	Managing Member
CEDAR CREEK PARTNERS LLC
By:	/s/ Tim Eriksen
	Tim Eriksen
	Managing Member

EX-1

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the units of beneficial interest of Pacific Oil Trust. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Dated: October 11, 2022

SHIPYARD CAPITAL MANAGEMENT LLC
By:	/s/ Carson Mitchell
	Carson Mitchell
	Managing Member
CEDAR CREEK PARTNERS LLC
By:	/s/ Tim Eriksen
	Tim Eriksen
	Managing Member

EX-2

Exhibit 2

11 October 2022

The Bank of New York Mellon Trust Company, N.A.

Trustee for Pacific Coast Oil Trust

601 Travis, Floor 16

Houston, Texas 77002

Attn: Ms. Sarah Newell

Vice President

Dear Ms. Newell,

Shipyard Capital and Eriksen Capital write as owners of—collectively—11.4% of Pacific Coast Oil Trust. Our $10M market capitalization Trust is currently generating $20M per year in net profit—with another $20M accrued unpaid distributions—yet unitholders have not received distributions since July 2019. Because Bank of New York Mellon refuses to join a class action lawsuit against the Trust’s operator, that operator (PCEC) continues to use inflated environmental liabilities as a pretext for withholding 100% of Trust distributions.

A class action against PCEC is currently stymied by lack of standing, the Trust agreement having been written to bar unitholders from suing the operator either directly or derivatively. Bank of New York Mellon—as Trustee—has standing to bring suit against PCEC, and we believe you have seen enough to know that you have the obligation to do so. Through SEC filings, through discovery made public in the class action, through state court orders and dicta, and from a whistleblower suit brought by PCEC’s own former CEO, Bank of New York Mellon has been made aware of the following facts and claims:

● That PCEC was acquired by a group including Alshair Fiyaz and Scott Wood, the former having been investigated by UK authorities in relation to insider trading allegationsⁱ, the latter having been accused of misappropriating $5M from a different business venture in order to fund his polo teamⁱⁱ;

● That the Trust’s own auditor (PwC) resigned because of Mr. Wood’s involvement with a prior corporate bankruptcy (in which Mr. Wood was accused of misappropriation) and because “information had come to PwC’s attention that causes PwC to be unwilling to be associated with the Trust’s financial statements in the future”ⁱⁱⁱ;

● That PCEC’s former CEO (Mr. Wood) alleged the existence of a scheme to appropriate Trust assets via inflated environmental liabilities^iv;

● That discovery in the class action produced an alleged “second set of books” showing much smaller environmental liabilities than what was represented in the Trust’s SEC filings^v;

● That PCEC’s own expert witnesses admitted under deposition that PCEC’s accounting for environmental liabilities does not accord with GAAP^vi;

● That Martindale (a consultant engaged by Bank of New York Mellon) described PCEC’s accounting as “inequitable”^vii;

● That a California judge granted a Temporary Restraining Order (TRO) enjoining liquidation of the Trust pending completion of the class action (the granting of a TRO is significant, because it reflects “the likelihood that the moving party will ultimately prevail on the merits”)^viii; and

● That the same judge spoke persuasively in defense of unitholders^ix:

PCEC: “The ARO is the only expense expressly listed as PCEC having the contractual duty to withhold from the distribution.”

Judge Kuhl: “It doesn’t say you can do it all in one year.”

PCEC: “It does say it can be—”

Judge Kuhl: “It does not say that.”

----

Judge Kuhl: “You could have negotiated a different contract term too, but, instead, you chose vis-à-vis the Trust, to negotiate a contract that said that you were going to give away a stream of royalties, and what you were going to have left at the end was the value of the property. So whether you did a good job in managing the properties or not, such that you have equity in the properties when you get them back, it doesn’t have anything to do with the calculation of the royalties.”

In other words, we believe a judge has already said that the Trust has a winnable claim against PCEC. Yet, bizarrely, Bank of New York Mellon continues to take no action toward prosecuting that claim. Nor has Bank of New York Mellon caused the Trust to obtain an audit, to obtain a reserve report, to file 10-Ks and 10-Qs, or to make quarterly revaluations of the ARO liability as required by GAAP. Other than cashing our Trust’s checks, our Trustee is nowhere to be found.

If Bank of New York Mellon does not announce action against PCEC by end of day 17 October 2022, we intend to requisition a meeting of unitholders in order to remove you as Trustee.

Sincerely,

Carson Mitchell

Managing Member

Shipyard Capital Management LLC

carson@shipyardcapital.com

Tim Eriksen

Managing Member

Cedar Creek Partners LLC

tim@eriksencapital.com

ⁱ https://www.ft.com/content/a73e84bc-8d33-11e9-a24d-b42f641eca37

ⁱⁱ https://document.epiq11.com/document/getdocumentbycode/?docId=3140687&projectCode=ERG&source=DM

ⁱⁱⁱ https://sec.report/Document/0001104659-19-053711/

^iv https://www.courtlistener.com/docket/18700439/scott-wood-v-newbridge-resources-group-llc/

^v Evergreen Capital Management v. Pacific Coast Energy Company, 20STCV26290, Exhibit 16 to Declaration of Robert Foss in support of defendant Pacific Coast Energy Company LP’s opposition, uploaded to docket on www.lacourt.org on 30 August 2021

^vi Evergreen Capital Management v. Pacific Coast Energy Company, 20STCV26290, Exhibit C to Declaration of Jing-Li Yu in support of motion for leave to amend complaint, uploaded to docket on www.lacourt.org on 28 January 2022

^vii Ibid.

^viii Evergreen Capital Management v. Pacific Coast Energy Company, 20STCV26290, Ruling on Evergreen Capital Management LLC’s ex parte application for temporary restraining order, uploaded to docket on www.lacourt.org on 16 December 2021

^ix Evergreen Capital Management v. Pacific Coast Energy Company, 20STCV26290, Exhibit 8 to Declaration of Sashe D. Dimitroff in support of Pacific Coast Energy Company LP’s opposition, uploaded to docket on www.lacourt.org on 13 December 2021