-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NZLhvOHBQMpQr8cNAitE7z02cBwigyZjuaxyvulB6WyFYqh3f07ol6xtkitJGSB5 eVfFEs9PksqSZ31cVwpswQ== 0000950134-01-508437.txt : 20020410 0000950134-01-508437.hdr.sgml : 20020410 ACCESSION NUMBER: 0000950134-01-508437 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010930 FILED AS OF DATE: 20011114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERMIAN BASIN ROYALTY TRUST CENTRAL INDEX KEY: 0000319654 STANDARD INDUSTRIAL CLASSIFICATION: OIL ROYALTY TRADERS [6792] IRS NUMBER: 756280532 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08033 FILM NUMBER: 1785430 BUSINESS ADDRESS: STREET 1: BANK OF AMERICA N A TRUST DEPARTMENT STREET 2: P O BOX 1317 NK OF TEXAS NA TRUST DEPT CITY: FT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173906905 MAIL ADDRESS: STREET 1: 1300 SUMMIT AVENUE SUITE 300 CITY: FORTH WORTH STATE: TX ZIP: 76102 10-Q 1 d91925e10-q.txt FORM 10-Q FOR QUARTER ENDED SEPTEMBER 30, 2001 - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - -------------------------------------------------------------------------------- FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001 [ ] 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 1-8033 PERMIAN BASIN ROYALTY TRUST (EXACT NAME OF REGISTRANT AS SPECIFIED IN THE PERMIAN BASIN ROYALTY TRUST INDENTURE) Texas 75-6280532 (State or Other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) Bank of America, N.A. Trust Department 901 Main Street Dallas, Texas 75202 (Address of Principal Executive Offices; Zip Code) (214) 209-2400 (Registrant's Telephone Number, Including Area Code) 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 [ ] Number of Units of beneficial interest of the Trust outstanding at November 1, 2001: 46,608,796. PERMIAN BASIN ROYALTY TRUST PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS The condensed financial statements included herein have been prepared by Bank of America, N.A. as Trustee for the Permian Basin Royalty Trust, 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. It is suggested that these condensed financial statements 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 Permian Basin Royalty Trust at September 30, 2001, and the distributable income and changes in trust corpus for the three-month and nine-month periods ended September 30, 2001 and 2000 have been included. The distributable income for such interim periods is not necessarily indicative of the distributable income for the full year. Deloitte & Touche LLP, independent certified public accountants, has made a limited review of the condensed financial statements as of September 30, 2001 and for the three-month and nine-month periods ended September 30, 2001 and 2000 included herein. 2 INDEPENDENT ACCOUNTANTS' REPORT Bank of America, N.A., as Trustee for the Permian Basin Royalty Trust We have reviewed the accompanying condensed statement of assets, liabilities and trust corpus of the Permian Basin Royalty Trust as of September 30, 2001 and the related condensed statements of distributable income and changes in trust corpus for the three-month and nine-month periods ended September 30, 2001 and 2000. 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 procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, 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 accounting principles generally accepted in the United States of America. Based on our reviews, 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 auditing standards generally accepted in the United States of America, the statement of assets, liabilities and trust corpus of the Permian Basin Royalty Trust as of December 31, 2000, and the related statements of distributable income and changes in trust corpus for the year then ended (not presented herein); and in our report dated March 20, 2001, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying condensed statement of assets, liabilities and trust corpus as of December 31, 2000 is fairly stated, in all material respects, in relation to the statement of assets, liabilities and trust corpus from which it has been derived. /s/ DELOITTE & TOUCHE LLP Dallas, Texas November 5, 2001 3 PERMIAN BASIN ROYALTY TRUST CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
September 30, December 31, 2001 2000 ------------- ------------ (Unaudited) ASSETS - ------ Cash and short-term investments $ 2,255,830 $ 3,056,122 Net overriding royalty interests in producing oil and gas properties (net of accumulated amortization of $8,547,962 and $8,379,962 at September 30, 2001 and December 31, 2000, respectively) 2,427,254 2,595,254 ----------- ----------- TOTAL ASSETS $ 4,683,084 $ 5,651,376 =========== =========== LIABILITIES AND TRUST CORPUS - ---------------------------- Distribution payable to Unit holders $ 2,255,830 $ 3,056,122 Commitments and contingencies Trust corpus - 46,608,796 Units of beneficial interest authorized and outstanding 2,427,254 2,595,254 ----------- ----------- TOTAL LIABILITIES AND TRUST CORPUS $ 4,683,084 $ 5,651,376 =========== ===========
The accompanying notes are an integral part of these financial statements. 4 PERMIAN BASIN ROYALTY TRUST CONDENSED STATEMENTS OF DISTRIBUTABLE INCOME (UNAUDITED)
Three Months Ended Nine Months Ended September 30 September 30 ------------------------------- ------------------------------- 2001 2000 2001 2000 ------------ ------------ ------------ ------------ Royalty income $ 8,433,236 $ 9,486,867 $ 32,568,650 $ 24,897,284 Interest income 17,543 23,172 68,002 56,476 ------------ ------------ ------------ ------------ 8,450,779 9,510,039 32,636,652 24,953,760 General and administrative expenditures 74,320 46,979 371,336 329,646 ------------ ------------ ------------ ------------ Distributable income $ 8,376,459 $ 9,463,060 $ 32,265,316 $ 24,624,114 ============ ============ ============ ============ Distributable income per Unit (46,608,796 Units) $ .179718 $ .203032 $ .692258 $ .528315 ============ ============ ============ ============
The accompanying notes to condensed financial statements are an integral part of these statements. 5 PERMIAN BASIN ROYALTY TRUST CONDENSED STATEMENTS OF CHANGES IN TRUST CORPUS (UNAUDITED)
Three Months Ended Nine Months Ended September 30 September 30 -------------------------------- -------------------------------- 2001 2000 2001 2000 ------------ ------------ ------------ ------------ Trust corpus, beginning of period $ 2,477,296 $ 2,743,157 $ 2,595,254 $ 2,889,978 Amortization of net overriding royalty interests (50,042) (69,572) (168,000) (216,393) Distributable income 8,376,459 9,463,060 32,265,316 24,624,114 Distributions declared (8,376,459) (9,463,060) (32,265,316) (24,624,114) ------------ ------------ ------------ ------------ Total Trust Corpus, end of period $ 2,427,254 $ 2,673,585 $ 2,427,254 $ 2,673,585 ============ ============ ============ ============
The accompanying notes to condensed financial statements are an integral part of these statements. 6 PERMIAN BASIN ROYALTY TRUST NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF ACCOUNTING The Permian Basin Royalty Trust (the "Trust") was established as of November 1, 1980. The net overriding royalties conveyed to the Trust include: (1) a 75% net overriding royalty carved out of Southland Royalty Company's fee mineral interests in the Waddell ranch in Crane County, Texas (the "Waddell Ranch properties"); and (2) a 95% net overriding royalty carved out of Southland Royalty Company's major producing royalty interests in Texas (the "Texas Royalty properties"). The net overriding royalty for the Texas Royalty properties is subject to the provisions of the lease agreements under which such royalties were created. The financial statements of the Trust are prepared on the following basis: - - Royalty income recorded for a month is the amount computed and paid to Bank of America, N.A. ("Trustee") as Trustee for the Trust by the interest owners: Burlington Resources Oil & Gas Company ("BROG") for the Waddell Ranch properties and Riverhill Energy Corporation ("Riverhill Energy"), formerly a wholly owned subsidiary of Riverhill Capital Corporation ("Riverhill Capital") and formerly an affiliate of Coastal Management Corporation ("CMC"), for the Texas Royalty properties. CMC currently conducts all field, technical and accounting operations on behalf of BROG with regard to the Waddell Ranch properties. CMC also conducts the accounting operations for the Texas Royalty properties on behalf of Riverhill Energy. Royalty income consists of the amounts received by the owners of the interest burdened by the net overriding royalty interests ("Royalties") from the sale of production less accrued production costs, development and drilling costs, applicable taxes, operating charges, and other costs and deductions multiplied by 75% in the case of the Waddell Ranch properties and 95% in the case of the Texas Royalty properties. As was previously reported, in February 1997, BROG sold its interest in the Texas Royalty properties to Riverhill Energy. The Trustee has been advised that in the first quarter of 1998, Schlumberger Technology Corporation ("Schlumberger") acquired all of the shares of stock of Riverhill Capital. Prior to such acquisition by Schlumberger, CMC and Riverhill Energy were wholly owned subsidiaries of Riverhill Capital. The Trustee has further been advised that in connection with Schlumberger's acquisition of Riverhill Capital, the shareholders of Riverhill Capital acquired ownership of all of the shares of stock of Riverhill Energy. Thus, the ownership in the Texas Royalty properties referenced above remained in Riverhill Energy, the stock ownership of which was acquired by the former shareholders of Riverhill Capital. - - Trust expenses recorded are based on liabilities paid and cash reserves established out of cash received or borrowed funds for liabilities and contingencies. 7 - - Distributions to Unit holders are recorded when declared by the Trustee. - - Royalty income is computed separately for each of the conveyances under which the Royalties 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. The financial statements of the Trust differ from financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") because revenues are not accrued in the month of production and certain cash reserves may be established for contingencies which would not be accrued in financial statements. Amortization of the Royalties calculated on a unit-of-production basis is charged directly to trust corpus. 2. FEDERAL INCOME TAXES For Federal income tax purposes, the Trust constitutes a fixed investment trust which is taxed as a grantor trust. A grantor trust is not subject to tax at the trust level. The Unit holders are considered 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 each Unit holder at the time such income is received or accrued by the Trust and not when distributed by the Trust. The Royalties constitute "economic interests" in oil and gas properties for Federal income tax purposes. Unit holders must report their share of the revenues from the Royalties as ordinary income from oil and gas royalties and are entitled to claim depletion with respect to such income. The Trust has on file technical advice memoranda confirming the tax treatment described above. The classification of the Trust's income for purposes of the passive loss rules may be important to a Unit holder. As a result of the Tax Reform Act of 1986, royalty income will generally be treated as portfolio income and will not offset passive losses. ITEM 2. TRUSTEE'S DISCUSSION AND ANALYSIS FORWARD LOOKING INFORMATION Certain information included in this report contains, and other materials filed or to be filed by the Trust with the Securities and Exchange Commission (as well as information included in oral statements or other written statements made or to be made by the Trust) may contain or include, forward looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Such forward looking statements may be or may concern, among other things, capital expenditures, drilling activity, development activities, production efforts and volumes, hydrocarbon prices and the results thereof, and regulatory matters. Although the Trustee believes that the expectations reflected in such forward-looking statements are reasonable, such expectations are subject to numerous risks and uncertainties and the Trustee can give no assurance that they will prove correct. There are many factors, none of which is within the Trustee's control, that may cause 8 such expectations not to be realized, including, among other things, factors such as actual oil and gas prices and the recoverability of reserves, capital expenditures, general economic conditions, actions and policies of petroleum-producing nations and other changes in the domestic and international energy markets. Such forward looking statements generally are accompanied by words such as "estimate," "expect," "predict," "anticipate," "goal," "should," "assume," "believe," or other words that convey the uncertainty of future events or outcomes. THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THREE MONTHS ENDED SEPTEMBER 30, 2000 For the quarter ended September 30, 2001 royalty income received by the Trust amounted to $8,433,236 compared to royalty income of $9,486,867 during the third quarter of 2000. The decrease in royalty income is primarily attributable to decreases in both oil and gas prices. Interest income for the quarter ended September 30, 2001, was $17,543 compared to $23,172 during the third quarter of 2000. The decrease in interest income is primarily attributable to less funds available for investment. General and administrative expenses during the third quarter of 2001 amounted to $74,320 compared to $46,979 during the third quarter of 2000. The increase in general and administrative expenses can be primarily attributed to the timing of payment of annual expenses. These transactions resulted in distributable income for the quarter ended September 30, 2001 of $8,376,459, or $.18 per Unit of beneficial interest. Distributions of $.072291, $.59027 and $.048399 per Unit were made to Unit holders of record as of July 31, August 31 and September 28, 2001, respectively. For the third quarter of 2000, distributable income was $9,463,060, or $.20 per Unit of beneficial interest. Royalty income for the Trust for the third quarter of the calendar year is associated with actual oil and gas production for the period of May, June and July 2001 from the properties from which the Trust's net overriding royalty interests ("Royalties") were carved. Oil and gas sales attributable to the Royalties and the properties from which the Royalties were carved are as follows: 9
THIRD QUARTER ------------------------------ 2001 2000 ------------- ------------- ROYALTIES: Oil sales (Bbls) 216,148 231,820 Gas sales (Mcf) 944,179 893,292 PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED: Oil: Total oil sales (Bbls) 343,865 367,470 Average per day (Bbls) 3,738 3,994 Average price per Bbl $ 24.59 $ 28.44 Gas: Total gas sales (Mcf) 1,636,098 1,528,344 Average per day (Mcf) 17,784 16,612 Average price per Mcf $ 3.74 $ 3.75
The posted price of oil decreased to an average price per barrel of $24.59 per Bbl in the third quarter of 2001, compared to $28.44 per Bbl in the third quarter of 2000. The Trustee has been advised by BROG that for the period August 1, 1993, through September 30, 2001, the oil from the Waddell Ranch properties was being sold under a competitive bid to a third party. The average price of gas decreased from $3.75 per Mcf in the third quarter of 2000 to $3.74 per Mcf in the third quarter of 2001. This decrease is primarily attributable to the softening market for natural gas nationwide. Since the oil and gas sales attributable to the Royalties are based on an allocation formula that is dependent on such factors as price and cost (including capital expenditures), the production amounts in the Royalties section of the above table do not provide a meaningful comparison. Oil sales volumes from the Underlying Properties have decreased for the applicable period in 2001 compared to 2000 being offset by increases in gas sales volumes. Capital expenditures for drilling, remedial and maintenance activities on the Waddell Ranch properties during the third quarter of 2001 totaled $394,000 as compared to $1.1 million for the third quarter of 2000. BROG has informed the Trustee that the 2001 capital expenditures budget has been revised to $4.6 million for the Waddell Ranch. The total amount of capital expenditures for 2000 was $4.6 million. Through the third quarter of 2001, capital expenditures of $3.0 million have been expended. The Trustee has been advised that there were 3 wells completed or in progress during the three months ended September 30, 2001 as compared to no wells for the three months ended September 30, 2000 on the Waddell Ranch properties. Lease operating expense and property taxes totaled $2.6 million for the third quarter of 2001, compared to $2.3 million in the third quarter of 2000 on the Waddell Ranch properties. This increase is primarily attributable to higher maintenance costs for the quarter. 10 NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30, 2000 For the nine months ended September 30, 2001, royalty income received by the Trust amounted to $32,568,650 compared to royalty income of $24,897,284 for the nine months ended September 30, 2000. The increase in royalty income is primarily due to an increase in gas prices in the first nine months of 2001, compared to the first nine months in 2000. Interest income for the nine months ended September 30, 2001 was $68,002 compared to $56,476 for the nine months ended September 30, 2000. The increase in interest income is attributable primarily to an increase in funds available for investment. General and administrative expenses for the nine months ended September 30, 2001 were $371,336. During the nine months ended September 30, 2000, general and administrative expenses were $329,646. The increase in general and administrative expenses is primarily due to timing differences in the receipt and payment of these expenses. These transactions resulted in distributable income for the nine months ended September 30, 2001 of $32,265,316, or $.692258, per Unit. For the nine months ended September 30, 2000, distributable income was $24,624,114 or $.528315 per Unit. Royalty income for the Trust for the nine month period ended September 30, 2001 is associated with actual oil and gas production for the period through July 2001 from the properties from which the Royalties were carved. Oil and gas production attributable to the Royalties and the properties from which the Royalties were carved are as follows:
FIRST NINE MONTHS ----------------------------- 2001 2000 ------------- ------------- ROYALTIES: Oil sales (Bbls) 701,263 658,399 Gas sales (Mcf) 2,960,147 2,472,451 PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED: Oil: Total oil sales (Bbls) 1,084,061 1,109,405 Average per day (Bbls) 3,970 4,049 Average price per Bbl $ 25.59 $ 27.06 Gas: Total gas sales (Mcf) 4,810,652 4,529,290 Average per day (Mcf) 17,621 16,530 Average price per Mcf $ 5.36 $ 3.35
The average price of oil decreased during the nine months ended September 30, 2001 to $25.59 per barrel compared to $27.06 per barrel for the same period in 2000. The decrease in the average price of oil is primarily due to lagging demand in 2001, caused by a worldwide economic slowdown. The increase in the average price of gas from $3.35 per Mcf for the nine months ended September 30, 2000 to $5.36 per Mcf for the nine months ended September 30, 2001 is primarily the result of an increase in the spot prices of natural gas for the first nine months of 2001. Since the oil and gas sales volumes attributable to the Royalties are based on an allocation formula that is dependent on such factors as price and cost (including capital expenditures), the 11 production amounts in the Royalties section of the above table do not provide a meaningful comparison. The oil and gas sales volumes from the properties from which the Royalties are carved have remained relatively constant for the applicable period of 2001 compared to 2000. The Trust has been advised that 7 gross and 3 net productive oil wells were drilled and completed on the Waddell Ranch properties during the nine months ended September 30, 2001 or during the nine months ended September 30, 2000. Capital expenditures for the Waddell Ranch properties for the nine months ended September 30, 2001 totaled $2,999,000 compared to $4,500,000 for the same period in 2000. Lease operating expense and property taxes totaled $7.0 million in 2001 compared to $7.4 million in 2000. The decrease in lease operating expense is primarily attributable to more efficient field operations on the Waddell Ranch properties. CALCULATION OF ROYALTY INCOME The Trust's royalty income is computed as a percentage of the net profit from the operation of the properties in which the Trust owns net overriding royalty interests. These percentages of net profits are 75% and 95% in the case of the Waddell Ranch properties and the Texas Royalty properties, respectively. Royalty income received by the Trust for the three months ended September 30, 2001 and 2000, respectively, were computed as shown in the table below:
THREE MONTHS ENDED SEPTEMBER 30, ------------------------------------------------------------------------ 2001 2000 -------------------------------- -------------------------------- WADDELL TEXAS WADDELL TEXAS RANCH ROYALTY RANCH ROYALTY PROPERTIES PROPERTIES PROPERTIES PROPERTIES ------------ ------------ ------------ ------------ Gross proceeds of sales from the Underlying Properties Oil proceeds $ 6,403,660 $ 2,079,708 $ 8,219,877 $ 2,343,951 Gas proceeds 5,077,883 841,330 5,111,625 635,166 ------------ ------------ ------------ ------------ Total 11,481,543 2,921,038 13,331,502 2,979,117 ------------ ------------ ------------ ------------ Less: Severance tax: Oil 267,953 79,269 340,086 88,837 Gas 275,778 54,729 332,925 39,728 Lease operating expense and property tax: Oil and gas 2,623,728 155,125 2,328,796 150,000 Capital expenditures 393,528 -- 1,074,248 0 Other 10,000 26,990 0 ------------ ------------ ------------ ------------ Total 3,570,987 289,123 4,103,045 278,565 ------------ ------------ ------------ ------------ Net profits 7,910,556 2,631,915 9,228,456 2,700,551 Net overriding royalty interests 75% 95% 75% 95% ------------ ------------ ------------ ------------ Royalty income $ 5,932,917 $ 2,500,319 $ 6,921,343 $ 2,565,524 ============ ============ ============ ============
12 ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK There have been no material changes in the Trust's market risk, as disclosed in the Trust's annual report on Form 10-K for the fiscal year ended December 31, 2000. 13 PART II - OTHER INFORMATION ITEMS 1 THROUGH 5. Not applicable. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits (4)(a) Permian Basin Royalty Trust Indenture dated November 3, 1980, between Southland Royalty Company (now Burlington Resources Oil & Gas Company) and The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, heretofore filed as Exhibit (4)(a) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference. (4)(b) Net Overriding Royalty Conveyance (Permian Basin Royalty Trust) from Southland Royalty Company (now Burlington Resources Oil & Gas Company) to The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(b) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference. (4)(c) Net Overriding Royalty Conveyance (Permian Basin Royalty Trust - Waddell Ranch) from Southland Royalty Company (now Burlington Resources Oil & Gas Company) to The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(c) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference. (b) Reports on Form 8-K No reports were filed during the quarter ended September 30, 2001. 14 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. BANK OF AMERICA, N.A., TRUSTEE FOR THE PERMIAN BASIN ROYALTY TRUST By /s/ RON E. HOOPER ------------------------------------- Ron E. Hooper Senior Vice President Trust Administrator Date: November 14, 2001 (The Trust has no directors or executive officers.) 15 INDEX TO EXHIBITS Sequentially Numbered Exhibit Page Number Exhibit (4)(a) Permian Basin Royalty Trust Indenture dated November 3, 1980, between Southland Royalty Company (now Burlington Resources Oil & Gas Company) and The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, heretofore filed as Exhibit (4)(a) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference.* (b) Net Overriding Royalty Conveyance (Permian Basin Royalty Trust) from Southland Royalty Company (now Burlington Resources Oil & Gas Company) to The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(b) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference.* (c) Net Overriding Royalty Conveyance (Permian Basin Royalty Trust - Waddell Ranch) from Southland Royalty Company (now Burlington Resources Oil & Gas Company) to The First National Bank of Fort Worth (now Bank of America, N.A.), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(c) to the Trust's Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal year ended December 31, 1980 is incorporated herein by reference.* * A copy of this Exhibit is available to any Unit holder, at the actual cost of reproduction, upon written request to the Trustee, Bank of America, N.A., P. O. Box 830650, Dallas, Texas 75202. 16 -----END PRIVACY-ENHANCED MESSAGE-----