DEFA14A

The San Juan Basin Royalty Trust delivered the following letter to unit holders beginning on November 10, 2016:

As you are aware, Southwest Bank has launched a costly and self-interested campaign to remove Compass Bank as trustee of the San Juan Basin Royalty Trust (the “Trust”) and to elect itself as trustee.

You can prevent the potential disruption of Trust business resulting from an unnecessary change in trustee in the following ways:

•

Take NO ACTION with respect to any white proxy voting card you receive from Southwest Bank; or

•

Use the Trust’s enclosed BLUE proxy voting card to vote AGAINST Southwest Bank’s self-interested proposals.

Even if you have already voted using a white proxy voting card, you can still change your vote by using the Trust’s enclosed BLUE proxy voting card.

Voting is free, easy and fast! In minutes you can vote by telephone, Internet or by mailing, signing and dating the enclosed BLUE proxy voting card in the postage-paid envelope.

The Trust has called a special meeting for 10:00 a.m., local time, on Monday, November 21, 2016, at BBVA Compass, Houston Tower, 2200 Post Oak Boulevard, 20^th Floor, Houston, Texas 77056. We encourage you to vote now to make your opinion heard at the special meeting and to stop Southwest Bank.

Southwest Bank has made several claims in an attempt to justify its costly campaign to elect itself as trustee. We believe that unit holders will easily recognize that, despite these claims, Southwest Bank’s campaign is nothing more than a self-interested attempt to expand its business portfolio and increase its revenues.

Neither you as a unit holder nor the Trust will benefit from a change in trustee. We urge you to keep the following in mind:

1. The nation’s leading independent proxy advisory firm, ISS, has carefully reviewed the arguments and recommends that you VOTE AGAINST all of Southwest Bank’s proposals:

In its report, ISS* states that “As Southwest has failed to demonstrate tangible evidence of mismanagement by [Compass Bank], or that the potential benefits to unit holders of replacing Compass outweigh any risks associated with such a move, a vote against [Southwest Bank’s] request is warranted.”

2. Compass Bank has provided and continues to provide outstanding service as trustee:

For a reconciliation of total G&A expenses to non-litigation G&A expenses, see the table at the end of this letter.

3. Southwest Bank does not offer any substantial benefit to the unit holders or the Trust:

If you have any questions or require any assistance with voting, please contact the Trust’s proxy solicitor at:

You can also reach us toll-free at (866) 809-4553 or by email at sjt.us@bbva.com.

Total G&A expense data is taken from the Trust’s annual reports on Form 10-K and quarterly reports on Form 10-Q filed with the Securities and Exchange Commission (SEC) for the periods indicated.

In response to the demand by Southwest Bank and Robert Lansford, a senior business development officer at Southwest Bank, the Trust has called a special meeting and filed with the SEC on October 25, 2016, a definitive proxy statement in connection with the solicitation of proxies from unit holders of the Trust at the special meeting. The Trust will furnish copies of proxy materials to the unit holders, together with a BLUE proxy card. UNIT HOLDERS ARE URGED TO READ CAREFULLY THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION. These documents, including the proxy statement (and amendments and supplements thereto) and other documents filed by the Trust with the SEC, will be available for no charge on the SEC’s website at www.sec.gov and at the Trust’s website at www.sjbrt.com. Copies may also be obtained by contacting Kaye Wilke by phone at (866) 809-4553, by email at sjt.us@bbva.com or by mail at San Juan Basin Royalty Trust, c/o Compass Bank, Trust Department, Attn: Investor Relations, 300 W. 7th Street, Suite B, Fort Worth, Texas 76102.

Compass Bank, as trustee of the Trust, may be deemed to be a participant in the solicitation of proxies in connection with the special meeting. Information regarding Compass Bank’s interests in the Trust by security holdings and otherwise is set forth in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2015 and in the Trust’s subsequent Quarterly Reports on Form 10-Q.


☐		Preliminary Proxy Statement

☐		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐		Definitive Proxy Statement

☒		Definitive Additional Materials

☐		Soliciting Material Pursuant to § 240.14a-12



☒	No fee required.

☐	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

	(1)	Title of each class of securities to which transaction applies:
	(2)	Aggregate number of securities to which transaction applies:
	(3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
	(4)	Proposed maximum aggregate value of transaction:
	(5)	Total fee paid:

☐	Fee paid previously with preliminary materials.

☐	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

	(1)	Amount Previously Paid:
	(2)	Form, Schedule or Registration Statement No.:
	(3)	Filing Party:
	(4)	Date Filed:


	Q1 2015		Q2 2015		Q3 2015		Q4 2015		Q1 2016		Q2 2016		Q3 2016
Total G&A Expenses	$	661,738	$	498,750	$	401,966	$	605,982	$	1,022,436	$	886,134	$	499,462
Litigation related expenses		174,282		115,732		104,628		168,139		485,572		382,831		219,609

Non-litigation G&A expenses	$	487,456	$	383,017	$	297,338	$	437,843	$	536,864	$	503,303	$	279,852