SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 1997 Commission File No. 1-8033 PERMIAN BASIN ROYALTY TRUST Texas I.R.S. No. 75-6280532 NationsBank of Texas N.A., Trust Department P. O. Box 1317 Fort Worth, Texas 76101 Telephone Number 817/390-6905 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X No Number of units of beneficial interest outstanding at October 24, 1997: 46,608,796 Page 1 of 15 PERMIAN BASIN ROYALTY TRUST PART I - FINANCIAL STATEMENTS Item 1. Financial Statements. The condensed financial statements included herein have been prepared by NationsBank of Texas, 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, 1997, and the distributable income and changes in trust corpus for the three-month and nine-month periods ended September 30, 1997 and 1996 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, 1997 and for the three-month and nine-month periods ended September 30, 1997 and 1996 included herein. -2- INDEPENDENT ACCOUNTANTS' REPORT NationsBank of Texas, 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, 1997 and the related condensed statements of distributable income and changes in trust corpus for the three-month and nine-month periods ended September 30, 1997 and 1996. 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 generally accepted auditing standards, 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 generally accepted accounting principles. 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 generally accepted auditing standards, the statement of assets, liabilities and trust corpus of the Permian Basin Royalty Trust as of December 31, 1996, 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 25, 1997, 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, 1996 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 DELOITTE & TOUCHE LLP October 17, 1997 -3- PERMIAN BASIN ROYALTY TRUST CONDENSED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS - ------------------------------------------------------------------------------ September 30, December 31, ASSETS 1997 1996 (Unaudited) Cash and short-term investments $ 1,235,580 $ 2,152,992 Net overriding royalty interests in producing oil and gas properties (net of accumulated amortization of $7,412,147 and $7,214,277 at September 30, 1997 and December 31, 1996, respectively) 3,563,069 3,760,939 --------- --------- $ 4,798,649 $ 5,913,931 ========= ========= LIABILITIES AND TRUST CORPUS Distribution payable to Unit holders $ 1,235,580 $ 2,152,992 Trust corpus - 46,608,796 Units of beneficial interest authorized, issued and outstanding 3,563,069 3,760,939 --------- --------- $ 4,798,649 $ 5,913,931 ========= ========= CONDENSED STATEMENTS OF DISTRIBUTABLE INCOME (UNAUDITED) - ------------------------------------------------------------------------------------ Three Months Ended Nine Months Ended September 30, September 30, ------------------------- ------------------------- 1997 1996 1997 1996 Royalty income $4,392,956 $7,061,959 $17,283,217 $13,471,220 Interest income 8,385 8,057 33,924 19,785 --------- --------- ---------- ---------- 4,401,341 7,070,016 17,317,141 13,491,005 General and administrative expenditures 58,067 106,898 379,607 374,654 --------- --------- ----------- ---------- Distributable income $4,343,274 $6,963,118 $16,937,534 $13,116,351 ========== ========== =========== =========== Distributable income per Unit (46,608,796 Units) $ .093186 $ .149395 $ .363397 $ .281414 ========= ========= ========== ========== <FN> The accompanying notes to condensed financial statements are an integral part of these statements. </FN> -4- PERMIAN BASIN ROYALTY TRUST CONDENSED STATEMENTS OF CHANGES IN TRUST CORPUS (UNAUDITED) - ----------------------------------------------------------------------------------------- Three Months Ended Nine Months Ended September 30, September 30, ------------------------- --------------------------- 1997 1996 1997 1996 Trust corpus, beginning of period $ 3,620,815 $ 3,950,015 $ 3,760,939 $ 4,057,628 Amortization of net overriding royalty interests (57,746) (102,522) (197,870) (210,135) Distributable income 4,343,274 6,963,118 16,937,534 13,116,351 Distributions declared (4,343,274) (6,963,118) (16,937,534) (13,116,351) ---------- ---------- ----------- ---------- Trust corpus, end of period $ 3,563,069 $ 3,847,493 $ 3,563,069 $ 3,847,493 ========== ========== ========== ========== <FN> The accompanying notes to condensed financial statements are an integral part of this statement. </FN> -5- PERMIAN BASIN ROYALTY TRUST NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF ACCOUNTING The Permian Basin Royalty Trust ("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 NationsBank of Texas, 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") of Midland, Texas, a wholly owned subsidiary of Riverhill Capital Corporation and 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. 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. - - Trust expenses recorded are based on liabilities paid and cash reserves established out of cash received or borrowed funds for liabilities and contingencies. - - Distributions to Unit holders are recorded when declared by the Trustee. - - The conveyance which transferred the overriding royalty interest to the Trust provides that any excess of production costs over gross proceeds must be recovered from future net profits. The financial statements of the Trust differ from financial statements prepared in accordance with generally accepted accounting principles ("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 prepared in accordance with GAAP. 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. -6- The Royalties constitute "economic interests" in oil and gas properties for Federal income tax purposes. Unit holders must report their share of the revenues of the Trust 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. ****** -7- 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. 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, 1997 and 1996 In the quarter ended September 30, 1997, royalty income received by the Trust amounted to $4,392,956 compared to $7,061,959 for the quarter ended September 30, 1996. The approximate $2.7 million decrease in royalty income is primarily due to higher capital expenditures for the quarter ended September 30, 1997, compared to the same period in 1996. Interest income for the quarter ended September 30, 1997 was $8,385, compared with $8,057 for the quarter ended September 30, 1996. General and administrative expenses during the third quarter of 1997 amounted to $58,067 compared to $106,898 during the third quarter of 1996. The decrease 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 quarter ended September 30, 1997 of $4,343,274, or $.093186 per Unit of beneficial interest. Distributions of $.043937, $.022739 and $.026510 per Unit were made to Unit holders of record on July 31, August 29 and September 30, 1997, respectively. For the quarter ended September 30, 1996, distributable income was $6,963,118, or $.149395 per Unit of beneficial interest. The Trust has been advised that effective January 1, 1996, Southland Royalty Company ("Southland") was merged with and into Meridian Oil Inc. ("Meridian"), a Delaware corporation, with Meridian being the surviving corporation. Meridian succeeded to the ownership of all the assets, has the rights, powers and privileges and assumed all of the liabilities and obligations of Southland. Effective July 11, 1996, Meridian changed its name to Burlington Resources Oil & Gas Company ("BROG"). In the fourth quarter of 1996, BROG notified the Trust that, pursuant to an ongoing divestiture program, BROG intended to sell its interests in the Texas Royalty properties that are subject to the Net Overriding Royalty Conveyance to the Trust dated effective November 1, 1980 ("Conveyance"). A Purchase and Sale Agreement was executed between BROG and Riverhill, a wholly owned subsidiary of Riverhill Capital Corporation and an affiliate of CMC. The Trustee has been advised by BROG that the transaction closed on February 14, 1997. The Trustee has further been informed by BROG that, as required by theConveyance, Riverhill has succeeded to all of the requirements upon and the responsibilities of BROG under the Conveyance with regard to the Texas Royalty properties. BROG and Riverhill have further advised the Trustee that all accounting operations pertaining to the Texas Royalty properties will be performed by CMC under the direction of Riverhill. As has been previously reported, the Trust was notified in the third quarter of 1996 of the settlement of a class action lawsuit pending in the 270th District court of Harris County, Texas (the "Court") styled Caroline Altheide and Langdon Harrison v. Meridian Oil Inc., Meridian Oil Holding Inc., Meridian Oil Trading Inc., Meridian Oil Production Inc., Southland Royalty Company, El Paso Production Company, Meridian Oil Hydrocarbons Inc., Meridian Oil Gathering Inc., Meridian Oil Services Inc., and Edward Parker ("Class -8- Action"). A judgment has been signed by the Court approving settlement. However, a Notice of Appeal was filed by San Juan 1990-A, L.P.; K & W Gas Partners, L.P.; MAP 1992-A Partners, L.P.; and The Board of Trustees of Leland Stanford Junior University, Non-Profit Corporation (Stanford University) on February 7, 1997. Class Counsel (Susman Godfrey, L.L.P. and Dick Watt) notified the Trust that at the end of the first quarter of 1997, motions to dismiss the appeal were filed. The Trustee has been further advised by Class Counsel that on July 24, 1997, the Court of Appeals issued its judgment dismissing such appeal on procedural grounds and that in early September 1997 the Court of Appeals denied a motion for rehearing filed in such proceeding. However, such proceeding may be subject to further appellate action. One of the conditions set forth in the settlement agreement for the distribution of settlement proceeds related to the Class Action is that there will be no distribution of settlement proceeds unless and until such judgment is no longer subject to appeal and, if there is an appeal, not unless and until such judgment is affirmed or such appeal is dismissed and the time for any further proceeding in the appellate court of last resort has expired. As a result of appeal, no distribution of settlement proceeds has been made to the Trust and the Trustee does not know if or when the Trust will receive proceeds of such settlement. Royalty income for the Trust for the quarter ended September 30, 1997 is associated with actual oil and gas production for the period May through July 1997 from the properties from which the Trust's net overriding royalty interests ("Royalties") were carved. Oil and gas production attributable to the Royalties and the properties from which the Royalties were carved are as follows: Three Months Ended September 30, ------------------------ 1997 1996 ROYALTIES: Oil sales (Bbls) 183,871 266,027 Gas sales (Mcf) 622,927 959,162 PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED: Oil: Total oil sales (Bbls) 473,977 469,422 Average per day (Bbls) 5,152 5,102 Average price/Bbl $17.75 $19.59 Gas: Total gas sales (Mcf) 1,954,889 1,877,362 Average per day (Mcf) 21,249 20,406 Average price/Mcf $2.20 $2.29 The posted price of oil decreased for the third quarter of 1997 compared to the third quarter of 1996, resulting in an average price per barrel of $17.75 in the third quarter of 1997 compared to $19.59 in the third quarter of 1996. The Trust has been advised by BROG that for the period August 1, 1993, through June 30, 1998, the oil from the Waddell Ranch properties is being sold under a competitive bid to a third party. Gas prices also decreased in the third quarter of 1997, resulting in an average price per Mcf of gas of $2.20 in the third quarter of 1997 compared to $2.29 in the third quarter of 1996. -9- 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. The Trustee was advised that the increase in oil sales from the properties from which the Royalties were carved is primarily a result of an increase in production from the Waddell Ranch properties due to a successful drilling program. The gas sales from the properties from which the Royalties were carved were relatively unchanged for the third quarter of 1997, compared to the third quarter of 1996. Capital expenditures for drilling, remedial and maintenance activities on the Waddell Ranch properties during the third quarter of 1997 totaled $3.9 million, as compared to $347,000 in the third quarter of 1996. The Trust has been advised that the increase in expenditures is primarily due to an increase in capital operations in the third quarter of 1997 as compared to the same period in 1996, as well as an accounting adjustment made by BROG in September 1996 to properly state capital expenditures for the nine months ended September 30, 1996. BROG has informed the Trust that the 1997 capital expenditures budget is approximately $11.8 million of which approximately $9 million has been expended through the third quarter of 1997. The total amount of the capital expenditures budget for 1996 was $10.0 million. The Trust has been advised that there were 16 gross (7 net) wells completed during the three months ended September 30, 1997 and there were 11 gross (4.75 net) wells in progress. For the three months ended September 30, 1996, there were no wells completed and 2 gross (.75 net) wells in progress at September 30, 1996. The well counts for the three months ended September 30, 1996, have been restated based on revised information provided by BROG. Lease operating expense and property taxes totaled $2.9 million for the third quarter of 1997, compared to $3.6 million in the third quarter of 1996. This decrease is primarily attributable to a decrease in property taxes on the Texas Royalty properties. Additional property taxes on the Texas Royalty properties were paid in the third quarter of 1996 that were related to prior periods. Nine Months Ended September 30, 1997 and 1996 For the nine months ended September 30, 1997, royalty income received by the Trust amounted to $17,283,217 compared with royalty income of $13,471,220 during the first nine months of 1996. The approximate $3.8 million increase in royalty income is primarily due to increases in oil and gas prices received. Interest income for the nine months ended September 30, 1997 was $33,924, compared with $19,785 during the first nine months of 1996. The increase in interest income results primarily from an increase in the amount of funds available for investment. General and administrative expenses during the first nine months of 1997 amounted to $379,607. During the first nine months of 1996, general and administrative expenses amounted to $374,654. 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, 1997 of $16,937,534, or $.363397 per Unit of beneficial interest. For the first nine months of 1996, the distributable income was $13,116,351, or $.281414 per Unit. -10- Royalty income for the Trust for the nine-month period ended September 30, 1997, is associated with actual oil and gas production for the period November 1996 through July 1997 from the properties from which the Royalties were carved. Oil and gas sales attributable to the Royalties and the properties from which the Royalties were carved are as follows: Nine Months Ended September 30, -------------------------- 1997 1996 ROYALTIES: Oil sales (Bbls) 606,132 547,232 Gas sales (Mcf) 1,977,266 1,813,974 PROPERTIES FROM WHICH THE ROYALTIES WERE CARVED: Oil: Total oil sales (Bbls) 1,365,290 1,358,680 Average per day (Bbls) 5,001 4,959 Average price/Bbl $20.03 $18.77 Gas: Total gas sales (Mcf) 5,457,970 5,484,012 Average per day (Mcf) 19,993 20,015 Average price/Mcf $2.69 $2.12 The posted price of oil increased during the nine months ended September 30, 1997, compared to the same period in 1996, resulting in an average price per barrel of $20.03 in the nine months ended September 30, 1997 compared to $18.77 in the nine months ended September 30, 1996. The increase in the average price of gas from $2.12 in the nine months ended September 30, 1996 to $2.69 in the same period in 1997 is primarily the result of a increase in the spot prices of natural gas. 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. The oil and gas sales from the properties from which the Royalties are carved were relatively unchanged for the applicable period of 1997 compared to 1996. The lease operating expense and property taxes on the Waddell Ranch properties for the nine months ended September 30, 1997 were $9.5 million compared to $8.6 million for the same period in 1996. The increase is primarily due to increased operations on the Waddell Ranch properties in the first nine months of 1997. Capital expenditures in the first nine months of 1997 totaled $9.0 million compared to $8.5 million in the same period of 1996. The Trustee has been advised that the increase in these costs is associated with the timing of expenditures and the increase in the capital budget for 1997 as compared to 1996. The Trust has been advised that 18 gross (7.5 net) productive oil wells on the Waddell Ranch properties were drilled and completed during the nine months ended September 30, 1997 and 20 gross (6.875 net) productive oil wells were drilled and completed during the nine months ended September 30, 1996. In addition, there were 11 gross (4.75 net) wells in progress at September 30, 1997, and there were 2 gross (.75 net) wells in progress at September 30, 1996. The well counts for the nine months ended September 30, 1996, have been restated based on revised information provided by BROG. -11- 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 quarters ended September 30, 1997 and 1996, respectively, was computed as shown in the table below: Three Months Ended September 30, ------------------------------------------------------- 1997 1996 --------------------------- -------------------------- Waddell Texas Waddell Texas Ranch Royalty Ranch Royalty Properties Properties Properties Properties Gross proceeds of sales from properties from which the net overriding royalties were carved: Oil proceeds $ 6,428,085 $1,982,684 $ 6,681,083 $2,516,631 Gas proceeds 3,677,078 630,868 3,734,157 558,795 ---------- --------- --------- --------- Total 10,105,163 2,613,552 10,415,240 3,075,426 ---------- --------- --------- --------- Less: Severance tax: Oil 260,743 78,645 273,597 92,671 Gas 275,208 35,883 277,454 32,724 Lease operating expense and property tax: Oil and gas 2,735,186 192,030 3,131,071 482,512 Capital expenditures 3,898,944 347,115 Other costs 63,954 24,970 --------- ------- --------- ------- Total 7,170,081 306,558 4,093,191 632,877 --------- ------- --------- ------- Net profits 2,935,082 2,306,994 6,322,049 2,442,549 Net overriding royalty interests 75% 95% 75% 95% --------- --------- -------- --------- Royalty income $ 2,201,312 $2,191,644 $ 4,741,537 $2,320,422 =========== ========== ========== ========== Item 3. Qualitative and Quantitative Disclosures About Market Risk Not Applicable. -12- PART II - OTHER INFORMATION Item 1. Legal Proceedings As has been previously reported in the Trust's Annual Report on Form 10-K for the fiscal year ended December 31, 1996, the Trust was notified in the third quarter of 1996 of the settlement of a class action lawsuit pending in the 270th District Court of Harris County, Texas, (the "Court") Cause No. 92-026182, styled Caroline Altheide and Langdon Harrison v. Meridian Oil Inc., Meridian Oil Holding Inc., Meridian Oil Trading Inc., Meridian Oil Production Inc., Southland Royalty Company, El Paso Production Company, Meridian Oil Hydrocarbons Inc., Meridian Oil Gathering Inc., Meridian Oil Services Inc. and Edward Parker ("Class Action"). A judgment has been signed by the Court approving the settlement. However, a Notice of Appeal was filed by San Juan 1990-A, L.P.; K & W Gas Partners, L.P.; MAP 1992-A Partners, L.P.; and the Board of Trustees of Leland Stanford Junior University, Non-Profit Corporation (Stanford University) on February 7, 1997. Class Counsel (Susman Godfrey, L.L.P. and Dick Watt) notified the Trust that at the end of the first quarter of 1997, motions to dismiss the appeal were filed. The Trustee has been further advised by Class Counsel that on July 24, 1997, the Court of Appeals issued its judgment dismissing such appeal on procedural grounds and that in early September 1997 the Court of Appeals denied a motion for rehearing filed in such proceeding. However, such proceeding may be subject to further appellate action. One of the conditions set forth in the settlement agreement for the distribution of settlement proceeds related to the Class Action is that there will be no distribution of settlement proceeds unless and until such judgment is affirmed or such appeal is dismissed and the time for any further proceeding in the appellate court of last resort has expired. As a result of such appeal, no distribution of settlement proceeds has been made to the Trust and the Trustee does not know if or when the Trust will receive proceeds of such settlement. Items 2 through 5. Not applicable. Item 6.(a) Exhibits and Reports on Form 8-K (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 NationsBank of Texas, 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 NationsBank of Texas, 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 NationsBank of Texas, -13- 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. (27) Financial Data Schedule (b) Reports on Form 8-K There were no reports on Form 8-K filed during the quarter ended September 30, 1997. -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. NATIONSBANK OF TEXAS, N.A. TRUSTEE FOR THE PERMIAN BASIN ROYALTY TRUST By: /s/ ERIC F. HYDEN ------------------------------------ Eric F. Hyden Vice President Date: October 24, 1997 (The Trust has no directors or executive officers.) -15- INDEX TO EXHIBITS Sequentially Exhibit Numbered Number Exhibit Page (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 NationsBank of Texas, 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 NationsBank of Texas, 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 NationsBank of Texas, 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. * (27) Financial Data Schedule ** * A copy of this Exhibit is available to any Unit holder, at the actual cost of reproduction, upon written request to the Trustee, NationsBank of Texas, N.A., P. O. Box 1317, Fort Worth, Texas 76101. ** Filed herewith.