8-K

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): September 24, 2019

MILLS MUSIC TRUST

(Exact name of registrant as specified in its charter)

New York	000-02123	13-6183792
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

C/O HSBC Bank USA, N/A Corporate Trust Issuer Services 452 Fifth Avenue, New York, New York 10018-2706	10018-2076
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 525-1349

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 8.01 Other Events.

On September 24, 2019, Mills Music Trust issued a report to its Unit Holders containing computation details regarding the payment it received attributable to the second quarter of 2019. The full text of the report is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 Quarterly distribution report, dated September 24, 2019, issued by the Trust.

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.

	MILLS MUSIC TRUST
Date: September 24, 2019	By:	/s/ Garfield Barrett
		Garfield Barrett Trust Officer of the Corporate Trustee HSBC Bank U.S.A, NA

EX-99.1

Exhibit 99.1

MILLS MUSIC TRUST

C/O HSBC BANKS U.S.A.

452 FIFTH AVENUE

NEW YORK, NY 10018-2706

September 24, 2019

Quarterly Distribution Report No. 219

To the holders (the “Unit Holders”) of Trust Certificates representing interests (the “Trust Units”) in Mills Music Trust (the “Trust”):

Enclosed you will find a check representing your share of a distribution by the Trust to the Unit Holders of record at the close of business on September 23, 2019.

This Quarterly Distribution report relates to the payment received by the Trust from EMI Entertainment World Inc. (“EMI”) during the second quarter of 2019 (the “Q2 Distribution Period”), the contingent portion payment attributable to royalty income generated by the Trust’s copyright catalogue in the Q2 Distribution Period (the “Contingent Portion Payment”).

The Trust received $315,228 ($1.1351 per Trust Unit) for the Contingent Portion Payment attributable to the Q2 Distribution Period, as compared to $216,396 ($.7792 per Trust Unit) for the payment attributable to the second quarter of 2018.

After receiving the Q2 contingent portion payment, the Trust paid $43,549 to third parties in connection with invoices rendered to the Trust, leaving a balance of $271,679 ($.9783 per Trust Unit). Such balance is being distributed to the Unit Holders of record as of the close of business on September 23, 2019.

During the twelve month period ended September 30, 2019, the Trust’s aggregate distributions will amount to $1,802,494 ($6.4905 per Trust Unit), as compared to $743,919 ($2.6787 per Trust Unit) during the twelve month period ended September 30, 2018.

Additional computation details are set forth in the attached report.

The information contained in this Quarterly Distribution Report will be disclosed on a Form 8-K filed with the Securities and Exchange Commission (the “SEC”). The Trust’s SEC filings are available to the public over the internet on the SEC’s web site at http://www.sec.gov.

Very truly yours,

        MILLS MUSIC TRUST

The following is a computation of amounts available for distribution and/or the payment of administrative expenses of the Trust during the three months and twelve months ended September 30, 2019 and September 30, 2018 out of payments made to the Trust in connection with a deferred contingent purchase price obligation under the asset purchase agreement, dated December 5, 1964:

	Three Months Ended September 30, 2019				Per Unit*
Gross royalty income collected by EMI for the period	$	861,435
Less: Related royalty expense		269,774
Amount deducted by EMI		250,715
Adjustment for copyright renewals, etc.		25,718
		546,207
Balance as reported by EMI	$	315,228
Payments received by Trust	$	315,228			$	1.1351
Royalty audit settlement with EMI
Less: Fees and expenses to Registrar-Transfer Agent and other             administrative expenses		43,549				.1568
Balance available for distribution	$	271,679			$	.9783
Distribution per Unit*			$	.9783

* Based on the 277,712 Trust Units outstanding.

Three Months Ended September 30, 2018				Per Unit*		Twelve Months Ended September 30, 2019				Per Unit		Twelve Months Ended September 30, 2018				Per Unit
$	527,500					$	3,406,169					$	3,308,711
	173,826						1,183,128						1,261,218
	130,074						1,050,040						946,286
	7,204						108,521						85,394
	311,104						2,341,689						2,292,898
$	216,396					$	1,064,480					$	1,015,813
$	216,396			$	.7792	$	1,064,480			$	3.8330	$	1,015,813			$	3.6578
							1,000,000				3.6009
	72,071				.2595		261,986				.9434		271,894				.9791
$	144,325			$	.5197	$	1,802,494			$	6.4905	$	743,919			$	2.6787
		$	.5197					$	6.4905					$	2.6787