UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM 10-K/A
þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year ended December 31, 2004
OR
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 1-10243
BP PRUDHOE BAY ROYALTY TRUST
DELAWARE | 13-6943724 | |
State or other jurisdiction | (I.R.S. Employer Identification No.) | |
of incorporation or organization) | ||
THE BANK OF NEW YORK, TRUSTEE | ||
101 BARCLAY STREET | ||
NEW YORK, NEW YORK | 10286 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (212) 815-2492
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Name of Each Exchange on Which Registered | |
UNITS OF BENEFICIAL INTEREST | NEW YORK STOCK EXCHANGE |
Securities registered pursuant to Section 12(g) of the Act: NONE
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 þ No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes þ No o
The aggregate market value of Units held by nonaffiliates (computed by reference to the closing sale price in New York Stock Exchange transactions on June 30, 2004 (the last business day of the registrants most recently completed second fiscal quarter) was approximately $696,998,000.
As of March 30, 2005, 21,400,000 Units of Beneficial Interest were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
None
PART II
ITEM 6. SELECTED FINANCIAL DATA
The following table presents in summary form selected financial information regarding the Trust.
Year ended December 31 | ||||||||||||||||||||
2004 | 2003 | 2002 | 2001 | 2000 | ||||||||||||||||
(in thousands, except per Unit amounts) | ||||||||||||||||||||
Royalty revenues |
$ | 82,682 | 55,986 | 33,061 | 59,934 | 65,026 | ||||||||||||||
Interest income |
$ | 11 | 10 | 23 | 70 | 92 | ||||||||||||||
Trust administration expenses |
$ | 976 | 1,168 | 822 | 724 | 732 | ||||||||||||||
Expenses reserve |
$ | | | | | 500 | ||||||||||||||
Cash earnings |
$ | 81,717 | 54,828 | 32,262 | 59,280 | 63,886 | ||||||||||||||
Cash distributions |
$ | 81,702 | 54,867 | 32,246 | 59,319 | 63,838 | ||||||||||||||
Cash distributions per unit |
$ | 3.818 | 2.564 | 1.507 | 2.772 | 2.983 |
December 31 | ||||||||||||||||||||
2004 | 2003 | 2002 | 2001 | 2000 | ||||||||||||||||
(dollar amounts in thousands) | ||||||||||||||||||||
Trust Corpus |
$ | 12,881 | 14,730 | 16,498 | 18,564 | 20,669 | ||||||||||||||
Total Assets |
$ | 13,052 | 15,046 | 17,093 | 19,086 | 21,133 | ||||||||||||||
Units outstanding |
21,400,000 | 21,400,000 | 21,400,000 | 21,400,000 | 21,400,000 |
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ITEM 7. TRUSTEES DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Relatively modest changes in oil prices significantly affect the Trusts revenues and results of operations. Crude oil prices are subject to significant changes in response to fluctuations in the domestic and world supply and demand and other market conditions as well as the world political situation as it affects OPEC and other producing countries. The effect of changing economic conditions on the demand and supply for energy throughout the world and future prices of oil cannot be accurately projected.
Royalty revenues are generally received on the Quarterly Record Date (generally the fifteenth day of the month) following the end of the calendar quarter in which the related Royalty Production occurred. The Trustee, to the extent possible, pays all expenses of the Trust for each quarter on the Quarterly Record Date on which the revenues for the quarter are received. For the statement of cash earnings and distributions, revenues and Trust expenses are recorded on a cash basis and, as a result, distributions to Unit holders in each calendar year ending December 31 are attributable to the Companys operations during the twelve-month period ended on the preceding September 30.
As long as the Companys average daily net production from the Prudhoe Bay Unit exceeds 90,000 Barrels, which the Company currently projects will continue until the year 2013, the only factors affecting the Trusts revenues and distributions to Unit holders are changes in WTI Prices, scheduled annual increases in Chargeable Costs, changes in the Consumer Price Index, changes in Production Taxes, changes in the expenses of the Trust, contributions to the cash reserve and interest earned on the cash reserve.
During the years 2003 and 2004 and the period of 2005 up to the date of this report, WTI Prices have been above the level necessary for the Trust to receive a Per Barrel Royalty. Whether the Trust will be entitled to future distributions during the remainder of 2005 will depend on WTI Prices prevailing during the remainder of the year.
2004 compared to 2003
Continued increases in world oil prices drove higher WTI Prices in the fourth quarter of 2003 and the first three quarters of 2004 (the period on which calendar 2004 cash basis revenues were based), which averaged 22% higher during that period than during the twelve months ended September 30, 2003. As a result, royalty revenues during 2004 rose approximately 48% from 2003, and cash distributions rose approximately 49%. Chargeable Costs per Barrel increased from $11.75 to $12.00, beginning in the first quarter of 2004. Continued increases in the Cost Adjustment Factor, increases in Production Taxes, which averaged approximately 27% higher during the twelve months ended September 30, 2004 than in the prior twelve-month period, and the increase in Chargeable Costs mitigated the effect of the increase in WTI Prices on the Trusts revenues in 2004.
2003 compared to 2002
Royalty revenues and cash distributions increased during 2003 by approximately 69% and 70%, respectively, from 2002. The increases were due to increases in WTI Prices, commencing during 2003, which averaged approximately 26% higher during the twelve-month period ended September 30, 2003 (on which calendar 2003 cash basis revenues were based) than during the preceding twelve-month period. A scheduled increase in Chargeable Costs from $11.25 to $11.75 beginning in the first quarter of 2003, a small increase in the average Cost Adjustment Factor and increases in Production Taxes, which averaged
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approximately 34% higher during the twelve months ended September 30, 2003 than during the preceding twelve months, combined to offset somewhat the effect on royalty revenues of the higher WTI Prices during fiscal 2003.
4
ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amended report to be signed on its behalf by the undersigned, thereunto duly authorized.
BP PRUDHOE BAY ROYALTY TRUST |
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By: | THE BANK OF NEW YORK, as Trustee | |||
By: /s/ Ming J. Ryan Ming J. Ryan Vice President |
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February 15, 2006
The Registrant is a trust and has no officers, directors, or persons performing similar functions. No additional signatures are available and none have been provided.
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INDEX TO EXHIBITS
Exhibit No. |
Description | |
4.1*
|
BP Prudhoe Bay Royalty Trust Agreement dated February 28, 1989 among The Standard Oil Company, BP Exploration (Alaska) Inc., The Bank of New York, Trustee, and F. James Hutchinson, Co-Trustee. | |
4.2*
|
Overriding Royalty Conveyance dated February 27, 1989 between BP Exploration (Alaska) Inc. and The Standard Oil Company. | |
4.3*
|
Trust Conveyance dated February 28, 1989 between The Standard Oil Company and BP Prudhoe Bay Royalty Trust. | |
4.4*
|
Support Agreement dated as of February 28, 1989 among The British Petroleum Company p.l.c., BP Exploration (Alaska) Inc., The Standard Oil Company and BP Prudhoe Bay Royalty Trust. | |
31
|
Rule 13a-14(a) certification. Filed herewith | |
32
|
Section 1350 certification. Filed herewith. |
* | Incorporated by reference to the correspondingly numbered exhibit to the Registrants Annual Report on Form 10-K for the fiscal year ended December 31, 1996 (File No. 1-10243). |