Attached files
file | filename |
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EX-31.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER - TEXAS PACIFIC LAND TRUST | exh31-1_268999.htm |
EX-32.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER - TEXAS PACIFIC LAND TRUST | exh32-1_268999.htm |
EX-31.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER - TEXAS PACIFIC LAND TRUST | exh31-2_268999.htm |
EX-32.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER - TEXAS PACIFIC LAND TRUST | exh32-2_268999.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________________
FORM
10-Q
_____________________
(Mark
One)
|
|
[X]
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
For
the quarterly period ended September 30,
2009
|
OR
[ ]
|
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: 1-737
Texas
Pacific Land Trust
(Exact
Name of Registrant as Specified in Its Charter)
NOT
APPLICABLE
(State
or Other Jurisdiction of Incorporation
or
Organization)
|
75-0279735
(I.R.S.
Employer
Identification
No.)
|
1700
Pacific Avenue, Suite 2770, Dallas, Texas
(Address
of Principal Executive Offices)
|
75201
(Zip
Code)
|
(214)
969-5530
(Registrant’s
Telephone Number, Including Area Code)
__________________________________________________________________
(Former
Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
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 T No ¨
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Date File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes ¨ No
¨
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting
company. See the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act. (Check one):
Large
Accelerated Filer
|
¨
|
Accelerated
Filer
|
T
|
|
Non-Accelerated
Filer
|
¨
|
Smaller
reporting company
|
¨
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes ¨ No T
Cautionary
Statement Regarding Forward-Looking Statements
Statements
in this Quarterly Report on Form 10-Q that are not purely historical are
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including
statements regarding management’s expectations, hopes, intentions or strategies
regarding the future. Forward-looking statements include statements
regarding the Trust’s future operations and prospects, the markets for real
estate in the areas in which the Trust owns real estate, applicable zoning
regulations, the markets for oil and gas, production limits on prorated oil and
gas wells authorized by the Railroad Commission of Texas, expected competition,
management’s intent, beliefs or current expectations with respect to the Trust’s
future financial performance and other matters. All forward-looking
statements in this Report are based on information available to us as of the
date this Report is filed with the Securities and Exchange Commission, and we
assume no responsibility to update any such forward-looking statements, except
as required by law. All forward-looking statements are subject to a
number of risks, uncertainties and other factors that could cause our actual
results, performance, prospects or opportunities to differ materially from those
expressed in, or implied by, these forward-looking statements. These
risks, uncertainties and other factors include, but are not limited to, the
factors discussed in Item 1A “Risk Factors” of Part I of our Annual Report to
the Securities and Exchange Commission on Form 10-K for the year ended December
31, 2008, and in Part I, Item 2 “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” and Part II, Item 1A “Risk
Factors” of this Quarterly Report on Form 10-Q.
PART
I. FINANCIAL INFORMATION
Item
1. Financial
Statements
TEXAS
PACIFIC LAND TRUST
BALANCE
SHEETS
September
30,
|
December
31,
|
||||||||
Assets
|
2009
|
2008
|
|||||||
(Unaudited)
|
|||||||||
Cash
and cash equivalents
|
$ | 7,531,495 | $ | 9,654,379 | |||||
Accrued
receivables
|
1,589,871 | 1,172,281 | |||||||
Other
assets
|
7,999 | 79,986 | |||||||
Prepaid
income taxes
|
53,273 | 982,350 | |||||||
Notes
receivable for land sales
|
16,678,145 | 17,656,227 | |||||||
Water
wells, leasehold improvements, furniture and equipment
|
|||||||||
– at cost less accumulated
depreciation
|
80,792 | 78,307 | |||||||
Real
estate acquired:
|
|||||||||
(10,793 acres at September 30,
2009 and December 31, 2008)
|
1,161,504 | 1,161,504 | |||||||
Real
estate and royalty interests assigned through the 1888
|
|||||||||
Declaration
of Trust, no value assigned:
|
|||||||||
Land (surface rights) situated
in twenty counties in
|
|||||||||
Texas – 951,760 acres in 2009
and 952,455 acres in 2008
|
– | – | |||||||
Town lots in Loraine and Morita
– 541 lots in 2009 and 2008
|
– | – | |||||||
1/16 nonparticipating perpetual
royalty interest in 386,988 acres in 2009
and 2008
|
– | – | |||||||
1/128 nonparticipating
perpetual royalty interest in 85,414 acres in 2009
and 2008
|
– | – | |||||||
$ | 27,103,079 | $ | 30,785,034 | ||||||
Liabilities
and Capital
|
|||||||||
Accounts
payable and accrued expenses
|
$ | 493,461 | $ | 786,848 | |||||
Other
taxes payable
Unearned
revenues
|
154,083 | 201,863 | |||||||
438,374 | 438,374 | ||||||||
Deferred
taxes
|
4,963,139 | 5,141,275 | |||||||
Pension
plan liability
|
753,137 | 692,002 | |||||||
Total
liabilities
|
6,802,194 | 7,260,362 | |||||||
Capital:
|
|||||||||
Certificates of Proprietary
Interest, par value $100
|
|||||||||
each; outstanding 0
certificates
|
– | – | |||||||
Sub-share Certificates in
Certificates of Proprietary
|
|||||||||
Interest, par value $.03 1/3
each; outstanding:
|
|||||||||
9,978,587 Sub-shares in 2009
and 10,206,146
Sub-shares in
2008
|
– | – | |||||||
Other comprehensive income
(loss)
|
(588,619 | ) | (629,075 |
)
|
|||||
Net proceeds from all
sources
|
20,889,504 | 24,153,747 | |||||||
Total capital
|
20,300,885 | 23,524,672 | |||||||
$ | 27,103,079 | $ | 30,785,034 |
See
accompanying notes to financial
statements.
|
1
TEXAS
PACIFIC LAND TRUST
STATEMENTS
OF INCOME
(Unaudited)
Three
Months Ended
September
30,
|
Nine
Months Ended
September
30,
|
||||||||||||||
2009
|
2008
|
2009
|
2008
|
||||||||||||
Income:
|
|||||||||||||||
Rentals,
royalties and sundry income
|
$ | 3,055,608 | $ | 5,469,108 | $ | 8,003,287 | $ | 14,436,651 | |||||||
Land
sales
|
-- | 184,400 | 523,010 | 823,440 | |||||||||||
Interest
income from notes receivable
|
302,656 | 339,415 | 923,769 | 1,040,733 | |||||||||||
3,358,264 | 5,992,923 | 9,450,066 | 16,300,824 | ||||||||||||
Expenses:
|
|||||||||||||||
Taxes,
other than income taxes
|
157,203 | 286,161 | 428,876 | 760,055 | |||||||||||
General
and administrative expenses
|
406,512 | 587,937 | 1,538,522 | 1,657,798 | |||||||||||
563,715 | 874,098 | 1,967,398 | 2,417,853 | ||||||||||||
Operating
income
|
2,794,549 | 5,118,825 | 7,482,668 | 13,882,971 | |||||||||||
Interest
income earned from investments
|
11,855 | 41,255 | 46,017 | 204,579 | |||||||||||
Income
before income taxes
|
2,806,404 | 5,160,080 | 7,528,685 | 14,087,550 | |||||||||||
Income
taxes
|
852,704 | 1,566,566 | 2,383,984 | 4,345,657 | |||||||||||
Net
income
|
$ | 1,953,700 | $ | 3,593,514 | $ | 5,144,701 | $ | 9,741,893 | |||||||
Average
number of sub-share certificates
|
|||||||||||||||
and
equivalent sub-share certificates
|
|||||||||||||||
outstanding
|
10,019,767 | 10,367,017 | 10,070,246 | 10,406,889 | |||||||||||
Basic
and dilutive earnings per sub-share certificate
|
$ | .19 | $ | .35 | $ | .51 | $ | .94 | |||||||
Cash
dividends per sub-share certificate
|
$ | – | $ | – | $ | .19 | $ | .18 |
See
accompanying notes to financial statements.
2
TEXAS
PACIFIC LAND TRUST
STATEMENTS
OF CASH FLOWS
(Unaudited)
Nine
Months
Ended
September 30,
|
||||||||
2009
|
2008
|
|||||||
Cash
flows from operating activities:
|
||||||||
Net income
|
$ | 5,144,701 | $ | 9,741,893 | ||||
Adjustments to reconcile net
income to net
|
||||||||
cash provided by operating
activities:
|
||||||||
Deferred taxes
|
(178,136 | ) | (504,329 | ) | ||||
Depreciation and
amortization
|
18,000 | 23,400 | ||||||
Changes in operating assets
and liabilities:
|
||||||||
Accrued receivables and other
assets
|
(345,603 | ) | (1,025,805 | ) | ||||
Real estate
acquired
|
– | (77,952 | ) | |||||
Notes receivable for land
sales
|
978,082 | 1,526,813 | ||||||
Accounts payable, accrued
expenses
|
||||||||
and other
liabilities
|
(239,576 | ) | (370,026 | ) | ||||
Prepaid income
taxes
|
929,077 | 407,861 | ||||||
Net cash provided by operating
activities
|
6,306,545 | 9,721,855 | ||||||
Cash
flows from investing activities:
|
||||||||
Purchase of fixed
assets
|
(20,485 | ) | (25,677 | ) | ||||
Net cash used in investing
activities
|
(20,485 | ) | (25,677 | ) | ||||
Cash
flows from financing activities:
|
||||||||
Purchase of Sub-share
Certificates in Certificates of
|
||||||||
Proprietary
Interest
|
(6,478,500 | ) | (7,000,410 | ) | ||||
Dividends paid
|
(1,930,444 | ) | (1,884,668 | ) | ||||
Net cash used in financing
activities
|
(8,408,944 | ) | (8,885,078 | ) | ||||
Net (decrease) increase in
cash and cash
|
||||||||
equivalents
|
(2,122,884 | ) | 811,100 | |||||
Cash
and cash equivalents, beginning of period
|
9,654,379 | 10,153,202 | ||||||
Cash
and cash equivalents, end of period
|
$ | 7,531,495 | $ | 10,964,302 |
See
accompanying notes to financial statements.
3
TEXAS
PACIFIC LAND TRUST
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
SEPTEMBER
30, 2009
(1)
|
In
the opinion of management, the accompanying unaudited financial statements
contain all adjustments (consisting of only normal recurring accruals)
necessary to present fairly the financial position of Texas Pacific Land
Trust (the “Trust”) as of September 30, 2009 and the results of its
operations for the three month and nine month periods ended September 30,
2009 and 2008, respectively, and its cash flows for the nine month periods
ended September 30, 2009 and 2008, respectively. The financial
statements and footnotes included herein should be read in conjunction
with the Trust’s annual financial statements as of December 31, 2008 and
2007 and for each of the years in the three year period ended December 31,
2008 included in the Trust’s Annual Report on Form 10-K for the year ended
December 31, 2008.
|
(2)
|
On
September 15, 2009, the Financial Accounting Standards Board (“FASB”)
Accounting Standards Codification™ System (“ASC” or the “Codification”)
became the official authoritative source of nongovernmental accounting
principles generally accepted in the United States of America
(“GAAP”). Rules and interpretations of the U.S. Securities and
Exchange Commission (the “SEC”) also remain sources of GAAP for
us. The Codification does not change GAAP; instead it
introduces a structure arranged within Topics, Subtopics, Sections and
Paragraphs. Codification Sections which include the actual
guidelines are based on the nature of the content (e.g., scope,
recognition, measurement, etc.) and are standardized throughout the
Codification. New authoritative GAAP will be communicated via
an “Accounting Standards Update” (an “ASU”), a new FASB
document. References to legacy GAAP citations (e.g., SFAS,
EITF, FIN, etc.) now refer to the Codification topic
numbers. There was no change to our consolidated financial
statements upon adoption.
|
(3)
|
We
evaluate events that occur after the balance sheet date but before
financial statements are, or are available to be, issued to determine if a
material event requires our amending the financial statements or
disclosing the event. We evaluated subsequent events through
October 28, 2009, the date we issued these financial
statements.
|
(4)
|
No
value has been assigned to the land held by the Trust other than parcels
which have been acquired through foreclosure and a limited number of
parcels which have been acquired because they were offered for sale and
were contiguous to parcels already owned by the
Trust. Consequently, no allowance for depletion is computed,
and no charge to income is made, with respect thereto, and no cost is
deducted from the proceeds of the land sales in computing gain or loss
thereon.
|
(5)
|
The
Sub-shares and the Certificates of Proprietary Interest are freely
interchangeable in the ratio of one Certificate of Proprietary Interest
for 3,000 Sub-shares or 3,000 Sub-shares for one Certificate of
Proprietary Interest.
|
(6)
|
The
Trust’s effective Federal income tax rate is less than the 34% statutory
rate because taxable income is reduced by statutory percentage depletion
allowed on mineral royalty income.
|
(7)
|
The
results of operations for the three month and nine month periods ended
September 30, 2009 are not necessarily indicative of the results to be
expected for the full year.
|
(8)
|
The
Trust invests cash in excess of daily requirements primarily in bank
deposit and savings accounts, certificates of deposit, and U. S. Treasury
bills with maturities of ninety days or
less.
|
4
|
Such
investments are deemed to be highly liquid debt instruments and classified
as cash equivalents for purposes of the statements of cash
flows.
Supplemental
cash flow information for the nine month periods ended September 30, 2009
and 2008 is summarized as follows:
|
2009
|
2008
|
||
Income
taxes paid
|
$1,804,441
|
$4,225,000
|
(9)
|
ASC
280, “Segment
Reporting,” establishes standards for the way public
business enterprises are to report information about operating
segments. In accordance with ASC 280, the Trust utilizes the
management approach as a basis for identifying reportable
segments. The management approach is based on the way that
management organizes the segments within the enterprise for making
operating decisions and assessing performance. The Trust’s
management views its operations as one segment and believes the only
significant activity is managing the land which was conveyed to the Trust
in 1888. The Trust’s management makes decisions about resource
allocation and performance assessment based on the same financial
information presented in these financial statements. Managing
the land includes sales and leases of such land, and the retention of oil
and gas royalties.
|
(10)
|
Certain
2008 amounts have been reclassified to conform to the 2009 presentation in
the Financial Statements.
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
The
following discussion and analysis should be read together with (i) the factors
discussed in Item 1A “Risk Factors” of Part I of our Annual Report to the
Securities and Exchange Commission on Form 10-K for the year ended December 31,
2008, (ii) the factors discussed in Part II, Item 1A “Risk Factors,” if any, of
this Quarterly Report on Form 10-Q and (iii) the Financial Statements, including
the Notes thereto, and the other financial information appearing elsewhere in
this Report. Period-to-period comparisons of financial data are not
necessarily indicative, and therefore should not be relied upon as indicators,
of the Trust’s future performance. Words or phrases such as “does not
believe” and “believes”, or similar expressions, when used in this Form 10-Q or
other filings with the Securities and Exchange Commission, are intended to
identify “forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995.
Results
of Operations for the Quarter Ended September 30, 2009 Compared to the Quarter
Ended September 30, 2008
Earnings
per sub-share certificate were $.19 for the third quarter of 2009 compared to
$.35 for the third quarter of 2008. Total operating and investing
revenues were $3,370,119 for the third quarter of 2009 compared to $6,034,178
for the third quarter of 2008, a decrease of 44.1%. This decrease in
revenue was due primarily to decreases in oil and gas royalties and, to a much
lesser extent, land sales and interest income.
No land
sales occurred during the third quarter of 2009. Land sales totaled
$184,400 during the third quarter of 2008, representing the sale of 447 acres
and 87 town lots at an average price of $400 per acre.
Rentals,
royalties and sundry income were $3,055,608 for the third quarter of 2009
compared to $5,469,108 for the third quarter of 2008, a decrease of
44.1%. This decrease resulted primarily from a decrease in oil and
gas income which was partially offset by an increase in sundry
income.
5
Oil and
gas royalty revenue was $2,254,192 for the third quarter of 2009 compared to
$4,656,168 for the third quarter of 2008, a decrease of 51.6%. Oil
royalty revenue was $1,827,856 for the third quarter of 2009, a decrease of
47.5% from the third quarter of 2008. Crude oil production subject to
the Trust’s royalty interest increased 5.6% in the third quarter of 2009, but
this increase in volume was more than offset by a 50.3% decrease in the average
price per royalty barrel received during the 2009 third quarter compared to the
2008 third quarter. Gas royalty revenue was $426,336 for the third
quarter of 2009, a decrease of 63.7% from the third quarter of
2008. This decrease resulted from a decrease of 2.2% in the volume of
gas produced and a 62.9% decrease in the average price of gas sold.
Easement
and sundry income was $688,450 for the third quarter of 2009, a decrease of 2.1%
from the third quarter of 2008. This category of income is
unpredictable and may vary significantly from quarter to quarter.
Interest
income, including interest on investments, was $314,511 for the third quarter of
2009 compared to $380,670 for the third quarter of 2008, a decrease of
17.4%. Interest income is comprised of interest on notes receivable
from land sales and sundry interest from short-term investments of cash on
hand. Interest on notes receivable was $302,656 for the third quarter
of 2009 compared to $339,415 for the third quarter of 2008, a decrease of
10.8%. As of September 30, 2009 notes receivable for land sales
were $16,678,145 compared to $18,098,809 at September 30, 2008, a
decrease of 7.8%. Sundry interest was $11,855 for the third quarter
of 2009 compared to $41,255 for the third quarter of 2008, a decrease of
71.3%. Sundry interest fluctuates based on cash on hand for
investment and interest rates on short-term investments.
Taxes,
other than income taxes decreased 45.1% for the third quarter of 2009 compared
to the third quarter of 2008. This decrease is attributable to a
decrease in oil and gas production taxes which resulted from the decrease in oil
and gas revenue discussed above.
General
and administrative expenses for the third quarter of 2009 were $406,512 compared
to $587,937 during the third quarter of 2008, a decrease of
30.9%. This decrease in expenses is due primarily to a decrease in
legal expenses.
Results
of Operations for the Nine Months Ended September 30, 2009 Compared to the Nine
Months Ended September 30, 2008
Earnings
per sub-share certificate were $.51 for the first nine months of 2009 compared
to $.94 for the first nine months of 2008. Total operating and
investing revenues were $9,496,083 for the first nine months of 2009 compared to
$16,505,403 for the first nine months of 2008, a decrease of
42.5%. This decrease in revenue and earnings was due primarily to
decreases in oil and gas royalty revenue and, to a lesser extent, declines in
land sales, interest income and sundry income during the first nine months of
2009 compared to the first nine months of 2008.
Land
sales totaled $523,010 for the first nine months of 2009, representing the sale
of 695 acres at an average price of approximately $753 per acre. In
the comparable period of 2008, land sales totaled $823,440, representing the
sale of 2,205 acres and 87 town lots at an average price of approximately $371
per acre.
Rentals,
royalties, and sundry income were $8,003,287 for the first nine months of 2009
compared to $14,436,651 for the first nine months of 2008, a decrease of
44.6%. This decrease resulted primarily from decreases in oil and gas
royalty income and, to a much lesser extent, sundry income.
Oil and
gas royalty revenue was $5,709,175 for the first nine months of 2009 compared to
$12,024,116 for the first nine months of 2008, a decrease of
52.5%. Oil royalty revenue was $4,431,438 for the first nine months
of 2009, a decrease of 50.8% from the first nine months of
2008. Crude oil production subject to the Trust’s royalty interest
increased 9.0% for the first nine months of 2009 compared to the first nine
months of 2008, but this increase in volume was more than offset by a
54.9% decrease in the average price per royalty barrel received during the first
nine months of 2009
6
compared
to the first nine months of 2008. Gas royalty revenue was $1,277,737
for the first nine months of 2009, a decrease of 57.7% from the first nine
months of 2008. This decrease in gas royalty revenue resulted from a
decrease of 17.4% in the volume of gas produced and a 48.8% decrease in the
average price of gas sold during the first nine months of 2009 compared to the
first nine months of 2008.
Easement
and sundry income was $1,907,175 for the first nine months of 2009 compared to
$2,030,290 for the first nine months of 2008, a decrease of
6.1%. This category of income is unpredictable and may vary
significantly from period to period.
Interest
income, including interest on investments, was $969,786 for the first nine
months of 2009 compared to $1,245,312 for the first nine months of 2008, a
decrease of 22.1%. Interest income is comprised of interest on notes
receivable from land sales and sundry interest from short-term investments of
cash on hand. Interest on notes receivable for the first nine months
of 2009 was $923,769, a decrease of 11.2% from the comparable period of
2008. As of September 30, 2009, notes receivable from land sales were
$16,678,145 compared to $18,098,809 at September 30, 2008, a decrease of
7.8%. Sundry interest was $46,017 for the first nine months of 2009,
a decrease of 77.5% from the first nine months of 2008. Sundry
interest income fluctuates based on cash on hand for investment and interest
rates on short-term investments.
Taxes,
other than income taxes decreased 43.6% for the first nine months of 2009
compared to the first nine months of 2008. This decrease is
attributable to a decrease in oil and gas production taxes which resulted from
the decrease in oil and gas revenue discussed above.
General
and administrative expenses decreased 7.2% for the first nine months of 2009
compared to the first nine months of 2008. This decrease in expenses
is due primarily to a decrease in legal expenses.
Liquidity
and Capital Resources
The
Trust’s principal sources of liquidity are revenues from oil and gas royalties,
lease rentals and receipts of interest and principal payments on the notes
receivable arising from land sales. In the past, those sources have
generated more than adequate amounts of cash to meet the Trust’s needs and, in
the opinion of management, should continue to do so in the foreseeable
future.
Item
3. Quantitative
and Qualitative Disclosures About Market Risk
There
have been no material changes in the information related to market risk of the
Trust since December 31, 2008.
Item
4. Controls
and Procedures
Pursuant
to Rule 13a-15, management of the Trust under the supervision and with the
participation of Roy Thomas, the Trust’s Chief Executive Officer, and David M.
Peterson, the Trust’s Chief Financial Officer, carried out an evaluation of the
effectiveness of the design and operation of the Trust’s disclosure controls and
procedures as of the end of the Trust’s fiscal quarter covered by this Report on
Form 10-Q. Based upon that evaluation, Mr. Thomas and Mr. Peterson
concluded that the Trust’s disclosure controls and procedures are effective in
timely alerting them to material information relating to the Trust required to
be included in the Trust’s periodic SEC filings.
There
have been no changes in the Trust’s internal control over financial reporting
during the Trust’s most recently completed fiscal quarter that have materially
affected, or are reasonably likely to materially affect, the Company’s internal
control over financial reporting.
7
PART
II
OTHER
INFORMATION
Item
1A. Risk
Factors
There
have been no material changes in the risk factors previously disclosed in
response to Item 1A “Risk Factors” of Part I of the Trust’s Annual Report to the
Securities and Exchange Commission on Form 10-K for the year ended December 31,
2008.
Item
2. Unregistered
Sales of Equity Securities and Use of Proceeds
(c)
|
During
the third quarter of 2009, the Trust repurchased Sub-share certificates as
follows:
|
Period
|
Total
Number of
Sub-shares
Purchased
|
Average
Price
Paid
per Sub-
share
|
Total
Number
of Sub-shares Purchased as Part of
Publicly
Announced
Plans or Programs
|
Maximum
Number
(or Approximate Dollar Value) of Sub-shares that May Yet Be Purchased
Under the Plans or Programs
|
||||
July
1, through July 31, 2009
|
20,883
|
$33.78
|
–
|
–
|
||||
August
1, through August 31, 2009
|
31,799
|
$33.76
|
–
|
–
|
||||
September
1, through September 30, 2009
|
21,800
|
$30.80
|
–
|
–
|
||||
Total
|
74,482*
|
$32.90
|
–
|
–
|
* The
Trust purchased and retired 74,482 Sub-shares in the open market.
8
Item
6. Exhibits
|
31.1
|
Rule
13a-14(a) Certification of Chief Executive
Officer.
|
|
31.2
|
Rule
13a-14(a) Certification of Chief Financial
Officer.
|
|
32.1
|
Certification
of Chief Executive Officer furnished pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
|
32.2
|
Certification
of Chief Financial Officer furnished pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
9
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.
TEXAS PACIFIC LAND TRUST
|
|||
(Registrant)
|
|||
Date: November
5, 2009
|
By:
|
/s/ Roy Thomas | |
Roy
Thomas, General Agent,
Authorized
Signatory and Chief Executive
Officer
|
Date: November
5, 2009
|
By:
|
/s/ David M. Peterson | |
David
M. Peterson, Assistant General Agent,
and
Chief Financial Officer
|
10
INDEX
TO EXHIBITS
EXHIBIT
NUMBER
|
DESCRIPTION
|
31.1
|
Rule
13a-14(a) Certification of Chief Executive Officer.
|
31.2
|
Rule
13a-14(a) Certification of Chief Financial Officer.
|
32.1
|
Certification
of Chief Executive Officer furnished pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
32.2
|
Certification
of Chief Financial Officer furnished pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
11