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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 
    
    For the fiscal year ended December 31, 2007
 o
    
    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: 000-10810
 KIEWIT ROYALTY TRUST
 (Exact name of registrant as specified in its charter)
 Nebraska
(State of Organization)
    
    47-6131402
(I.R.S. Employer Identification Number)
 Trust Division
U.S. Bank National Association
1700 Farnam Street
Omaha, Nebraska 68102
(Address of principal executive offices)
 Registrants telephone number, including area code: (402) 348-6000
 Securities registered pursuant to Section 12(b) of the Act:
 Securities registered pursuant to Section 12(g) of the Act:
 Title of each class
 o þ
 o þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ
 o þ




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TABLE OF CONTENTS
 PagePART IItem 1.
    
    Business
    
    
    1Item 1A.
    
    Risk Factors
    
    
    2Item 1B.
    
    Unresolved Staff Comments
    
    
    2Item 2.
    
    Properties
    
    
    2Item 3.
    
    Legal Proceedings
    
    
    2Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    3PART IIItem 5.
    
    Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    3Item 7.
    
    Trustees Discussion and Analysis of Financial Condition and Results of Operations
    
    
    4Item 8.
    
    Financial Statements and Supplementary Data
    
    
    5Item 9.
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    10Item 9A(T).
    
    Controls and Procedures
    
    
    10Item 9B.
    
    Other Information
    
    
    11PART IIIItem 10.
    
    Directors, Executive Officers and Corporate Governance
    
    
    11Item 11.
    
    Executive Compensation
    
    
    11Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters
    
    
    11Item 13.
    
    Certain Relationships and Related Transactions, and Director Independence
    
    
    11Item 14.
    
    Principal Accountant Fees and Services
    
    
    12PART IVItem 15.
    
    Exhibits and Financial Statement Schedules
    
    
    12Signatures
    
    
    14Certifications
    
    
    15Rule 13a14(a)
    
    Certification of Trust OfficerSection 906
    
    Certification of Trust OfficerCertification of Trust OfficerSection 906 Certification of Trust Officer
  Forward-Looking Statements
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PART I
 
 Item 1. BUSINESS.
 Purpose of the Trust.
  The Coal Royalties.
 Tons of Coal Produced
 2007
    
    2006Decker Mine
    
    
    5,546,316
    
    
    
    5,619,320Spring Creek Mine
    
    
    11,842,177
    
    
    
    10,014,587Total
    
    
    17,388,493
    
    
    
    15,633,907
   Terms of Overriding
    
    Tons Under
    
    Current EconomicRoyalties
    
    Lease
    
    TonsM-073093
    
    United States
    
    5 cents per ton1
    
    
    84,594,000
    
    
    
    58,505M-061685
    
    United States
    
    10 cents per ton1
    
    
    45,802,000
    
    
    
    7,436,826M-057934
    
    United States
    
    10 cents per ton1
    
    
    7,927,000
    
    
    
    C-1085-93
    
    Montana
    
    10 cents per ton1
    
    
    2,446,000
    
    
    
    917,347C-1087-95
    
    Montana
    
    10 cents per ton1
    
    
    7,420,000
    
    
    
    7,420,000148,189,000
    
    
    
    15,832,678
 
 1
    
    The Trust has an undivided one-half interest in a second overriding
royalty pertaining to this lease. By the terms of the assignment by
which it was created, this second overriding royalty, when added to
all other royalties pertaining to this lease, may not exceed fifty
percent (50%) of the royalty payable to the lessor under the lease. 1




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Terms of Overriding
    
    
    
    
    
    Current EconomicLease
    
    Lessor
    
    Royalties
    
    Tons Under Lease
    
    TonsM-069782
    
    United States
    
    10 cents per ton2
    
    
    83,409,000
    
    
    
    35,779,498
 
 2
    
    Under the terms of the lease, if the production royalty payable to the
United States is increased, then the overriding royalty will be
recomputed to equal 10.75% of such production royalty.  Financial Information about Segments.
 Financial Information about Geographic Areas.
 Available Information. www.sec.gov
 
 Item 1A. RISK FACTORS.
 A Substantial or Extended Decline in Coal Prices Would Have a Material Adverse Effect on the
Trusts Revenues
  Estimates of Economic Tons of Coal Are Uncertain
  
 Item 1B. UNRESOLVED STAFF COMMENTS.
  
 Item 2. PROPERTIES.
  
 Item 3. LEGAL PROCEEDINGS.
  2




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Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
  
 PART II
 
 Item 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES.
 a. Market Information.
  b. Holders.
 c. Distributions to Unit Holders.
 2007Distribution AmountsQuarter Ended
    
    Date Distributed
    
    In Total
    
    Per UnitMarch 31, 2007
    
    April 10, 2007
    
    $
    955,633
    
    
    $
    0.075643June 30, 2007
    
    July 10, 2007
    
    
    143,780
    
    
    
    0.011381September 30, 2007
    
    October 11, 2007
    
    
    2,295,067
    
    
    
    0.181666December 31, 2007
    
    January 10, 2008
    
    
    106,185
    
    
    
    0.008405$
    3,500,665
    
    
    $
    0.277095
 2006Distribution AmountsQuarter Ended
    
    Date Distributed
    
    In Total
    
    Per UnitMarch 31, 2006
    
    April 12, 2006
    
    $
    1,004,695
    
    
    $
    0.079527June 30, 2006
    
    July 11, 2006
    
    
    202,770
    
    
    
    0.016050September 30, 2006
    
    October 12, 2006
    
    
    1,986,164
    
    
    
    0.157215December 31, 2006
    
    January 10, 2007
    
    
    136,046
    
    
    
    0.010769$
    3,329,675
    
    
    $
    0.263561
 d. Securities Authorized for Issuance under Equity Compensation Plans.
  e. Recent Sales of Unregistered Securities.
  f. Issuer Purchases of Equity Securities.
  3




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Item 7. TRUSTEES DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
   2007
    
    2006Decker Mine
    
    $
    2,080,254
    
    
    $
    2,178,696Spring Creek Mine
    
    
    1,489,021
    
    
    
    1,203,858Total
    
    $
    3,569,275
    
    
    $
    3,382,554
 a. Decker Mine.
 b. Spring Creek Mine.
 Trust Expenses.
 Off-Balance Sheet Arrangements.
 Contractual Obligations.
  Critical Accounting Policies and Estimates.
 
    
    Royalty income and interest income are recognized in the month in which amounts are received by the Trust.
    
    Trust expenses, consisting principally of routine general and administrative costs, include payments made during the accounting period.
    
    Reserves for liabilities that are contingent or uncertain in amount may also be established if considered necessary.
    
    Net royalty and overriding royalty interests that are producing properties are amortized using the unit-of-production method. This
amortization is shown as a reduction of Trust corpus.
    
    Distributions to Unit Holders are recognized when declared by the Trustee.
  
    
    Royalty income is recognized in the month received rather than in the month of production.
    
    Expenses are not accrued.
    
    Amortization of the net royalty and overriding royalty interests is shown as a reduction to Trust corpus and not as a charge
to operating results.
    
    Reserves may be established for contingencies that would not be recorded under U.S. generally accepted accounting principles.
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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
 a. Financial Statements.
 (1)
    
    Report of Independent Registered Public Accounting Firm  KPMG LLP(2)
    
    Statements of Assets, Liabilities and Trust Corpus(3)
    
    Statements of Distributable Income(4)
    
    Statements of Changes in Trust Corpus(5)
    
    Notes to Financial Statements
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Report of Independent Registered Public Accounting Firm
 The Trustee and Unit Holders
Kiewit Royalty Trust:
         6




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KIEWIT ROYALTY TRUST
STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
December 31, 2007 and 2006
 2007
    
    2006AssetsCash and cash equivalents
    
    $
    106,185
    
    
    $
    136,046Royalty and overriding royalty interests in coal leases
    
    
    167,817
    
    
    
    167,817Less accumulated amortization
    
    
    (144,927
    )
    
    
    (144,927
    )Net royalty and overriding royalty interests in coal leases
    
    
    22,890
    
    
    
    22,890Total Assets
    
    $
    129,075
    
    
    $
    158,936LiabilitiesDistributions to Unit Holders
    
    $
    106,185
    
    
    $
    136,046Trust corpus: 12,633,432 units of beneficial interest
authorized, issued and outstanding
    
    
    22,890
    
    
    
    22,890Total liabilities and trust corpus
    
    $
    129,075
    
    
    $
    158,936
 The accompanying notes are an integral part
of the financial statements.
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KIEWIT ROYALTY TRUST
STATEMENTS OF DISTRIBUTABLE INCOME
for the two years ended December 31, 2007
 2007
    
    2006Royalty income
    
    $
    3,569,275
    
    
    $
    3,382,554Interest income
    
    
    35,060
    
    
    
    31,674Trust expenses
    
    
    (103,670
    )
    
    
    (84,553
    )Distributable income
    
    $
    3,500,665
    
    
    $
    3,329,675Distributable income per unit
    
    $
    0.277095
    
    
    $
    0.263561
 KIEWIT ROYALTY TRUST
STATEMENTS OF CHANGES IN TRUST CORPUS
for the two years ended December 31, 2007
 2007
    
    2006Trust corpus, beginning of year
    
    $
    22,890
    
    
    $
    22,890Distributable income
    
    
    3,500,665
    
    
    
    3,329,675Distributions to Unit Holders
    
    
    (3,500,665
    )
    
    
    (3,329,675
    )$
    22,890
    
    
    $
    22,890
 The accompanying notes are an integral part
of the financial statements.
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KIEWIT ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS
 1.
    
    Summary of Significant Accounting Policies and Basis of Accounting:
 (a)
    
    Basis of Accounting:1.
    
    Royalty income and interest income are recognized in the month in which amounts are received by the Trust.2.
    
    Trust expenses, consisting principally of routine general and administrative costs, include payments made during the accounting period.3.
    
    Reserves for liabilities that are contingent or uncertain in amount may also be established if considered necessary.4.
    
    Net royalty and overriding royalty interests that are producing properties are amortized using the unit-of-production method. This
amortization is shown as a reduction of Trust corpus.5.
    
    Distributions to Unit Holders are recognized when declared by the Trustee.The preparation of financial statements requires estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Actual results could differ from those estimates. While these statements differ from financial
statements prepared in accordance with U.S. generally accepted accounting principles, the cash basis of reporting revenues is
considered to be the most meaningful because Distributions to Unit Holders are based on net cash receipts.(b)
    
    Cash and Cash Equivalents:The Trust considers all highly liquid financial instruments with original maturities of three months or less when purchased to be
cash equivalents.2.
    
    Trust Organization and Provisions:The Trust was established on May 17, 1982. Units of beneficial interest (Units) in the Trust were distributed on June 23, 1982 to
Class B and Class C shareholders of record of Peter Kiewit Sons, Inc. (now known as Level 3 Communications, Inc.) (the Trustor),
as of June 10, 1982. Such shareholders were citizens of the United States of America. These shareholders received one Unit in the
Trust for each share of the Trustors stock held. On June 28, 1982, the Trustor conveyed to the Trust royalty and overriding royalty
interests owned by the Trustors subsidiaries in certain coal properties in Montana and Wyoming.U.S. Bank National Association is the Trustee for the Trust. The terms of the trust indenture provide, among other things, that:(a)
    
    the Trust shall not engage in any business or investment activity of any kind or acquire any assets other than those initially
conveyed to the Trust;(b)
    
    the Trustee may not sell all or any part of the royalty interests unless approved by a majority of Unit Holders outstanding, in which
case the sale must be for cash and the proceeds promptly distributed;(c)
    
    the Trustee may establish a cash reserve for the payment of any liability which is contingent or uncertain in amount;(d)
    
    the Trustee will make cash distributions to the Unit Holders in January, April, July and October of each year as discussed in Note 4;
and(e)
    
    in September 1994, the Trust Indenture was amended to authorize the Trustee to invest funds in government obligations,
government-secured obligations and funds registered pursuant to the Investment Company Act of 1940.3.
    
    Royalty and Overriding Royalty Interests:The cash received by the Trustee from the royalty interests will consist of a specified amount per ton or a specified fraction of the
value of the total production of the property, free of the expense of development and operation.The initial carrying value of the royalty and overriding royalty interests in coal leases of $167,817 represents the Trustors
historical net book value at the date of the transfer to the Trust.4.
    
    Distributions to Unit Holders:The amounts to be distributed to Unit Holders (Distribution
Amount) are determined on a quarterly basis. The Quarterly
Distribution Amount is the excess of (i) the cash received
during the quarter which is attributable to royalties, plus any
decrease in cash reserves, plus any other cash receipts of the
Trust during the quarter over (ii) the liabilities of the Trust
paid during the quarter, plus any increase in cash reserves.
The Distribution Amount is payable to Unit Holders of record as
of the last business day of each calendar quarter. The cash
distributions are made quarterly within the first 10 business
days of January, April, July and October.
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5.
    
    Income Taxes:Provision for federal and state income taxes has not been made in the
financial statements since the Trust has been recognized by the IRS as a
grantor trust which is not a taxable entity.6.
    
    Selected Quarterly Financial Data (Unaudited):The following is a summary of the unaudited quarterly financial information:
 DistributableRoyalty Income
    
    Distributable income
    
    Income Per UnitFor the year ended December 31, 2007:March 31, 2007
    
    $
    959,842
    
    
    $
    955,633
    
    
    $
    0.075643June 30, 2007
    
    
    184,042
    
    
    
    143,780
    
    
    
    0.011381September 30, 2007
    
    
    2,306,235
    
    
    
    2,295,067
    
    
    
    0.181666December 31, 2007
    
    
    119,156
    
    
    
    106,185
    
    
    
    0.008405$
    3,569,275
    
    
    $
    3,500,665
    
    
    $
    0.277095
 DistributableRoyalty Income
    
    Distributable income
    
    Income Per UnitFor the year ended December 31, 2006:March 31, 2006
    
    $
    1,008,302
    
    
    $
    1,004,695
    
    
    $
    0.079527June 30, 2006
    
    
    244,498
    
    
    
    202,770
    
    
    
    0.016050September 30, 2006
    
    
    1,986,032
    
    
    
    1,986,164
    
    
    
    0.157215December 31, 2006
    
    
    143,722
    
    
    
    136,046
    
    
    
    0.010769$
    3,382,554
    
    
    $
    3,329,675
    
    
    $
    0.263561
 
 Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
  
 Item 9A(T). CONTROLS AND PROCEDURES.
 Evaluation of Disclosure Controls and Procedures.
 Trustees Report on Internal Control over Financial Reporting.
 Changes in Internal Control Over Financial Reporting.
 Limitations on Controls.
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Item 9B. OTHER INFORMATION.
   
 PART III
 
 Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
 Executive Officers and Director.
  Section 16(a) Beneficial Ownership Reporting Compliance.
 Code of Ethics
 
 Item 11. EXECUTIVE COMPENSATION.
  
 Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS.
  
 Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
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ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
 Fees Paid to KPMG LLP for 2007 and 2006
  Fiscal Year endedDecember 31,2007
    
    2006Audit fees
    
    $
    41,688
    
    
    $
    25,500Audit-related fees
    
    
    
    
    
    
    Tax fees
    
    
    
    
    
    
    All other fees
    
    
    
    
    
    
    $
    41,688
    
    
    $
    25,500
 Audit fees.
 Audit-related fees
 Tax fees
 All other fees
  
 PART IV
 
 Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
 a.
    
    Documents Filed as Part of this Report.
 1.
    
    The following statements are filed herewith:Report of Independent Registered Public Accounting Firm  KPMG LLPStatements of Assets, Liabilities and Trust CorpusStatements of Distributable IncomeStatements of Changes in Trust CorpusNotes to Financial Statements2.
    
    Financial statement schedulesNo financial statement schedules are filed herewith because (1) such
schedules are not required or (2) the information has been presented
in the aforementioned financial statements3.
    
    ExhibitsThe following exhibits are filed as part of this report or hereby
incorporated by reference to exhibits previously filed with the SEC.4.1
    
    Kiewit Royalty Trust Indenture dated May 17, 1982, as amended June 9,
1982 and June 23, 1982 (filed as Exhibit 4.1 to the Trusts Form 10-K
filed with the Securities and Exchange Commission on March 28, 2002,
and incorporated herein by reference).
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4.2
    
    Order dated September 23, 1994, of the County Court of Douglas County, Nebraska (filed as
Exhibit 4.2 to the Trusts Form 10-K filed with the Securities and Exchange Commission on
March 28, 2002, and incorporated herein by reference).31*
    
    Certification of Trust Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934.32*
    
    Certification of Trust Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.1
    
    Location Map of Coal Properties (incorporated herein by reference to Exhibit 2 to the Trusts
Form 10-K filed with the Securities and Exchange Commission on March 31, 1985, and
incorporated herein by reference).
 
 *
    
    Filed herewith. 13




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SIGNATURES
  KIEWIT ROYALTY TRUSTBy
    U.S. Bank National Association
in its capacity as Trustee and
not in its individual capacity or
otherwiseMarch 27, 2008
    By:
    /s/ Luke H. PaladinoBy:
    Luke H. PaladinoTrust Officer (The Registrant has no directors or executive officers.)
 14