##### Table of Contents



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 June 30, 2010
 OR
 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 No. 000-08565
 Marine Petroleum Trust
  Texas
(State or other jurisdiction of 
incorporation or organization)
    
    75-6008017
(I.R.S. Employer
Identification No.)c/o The Corporate Trustee:U.S. Trust, Bank of America Private Wealth Management 
P. O. Box 830650, Dallas, Texas
(Address of principal executive offices)
    
    75283-0650
(Zip Code)
 (800) 985-0794
 None
 Units of Beneficial Interest
 o þ
 o þ
  þ o
  o o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company þ
  o þ




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##### 



TABLE OF CONTENTS
  
 PagePART IItem 1. Business
    
    
    2Item 1A. Risk Factors
    
    
    4Item 1B. Unresolved Staff Comments
    
    
    8Item 2. Properties
    
    
    8Item 3. Legal Proceedings
    
    
    11Item 4. Reserved
    
    
    11PART IIItem 5. Market for Registrants Common Equity, Related Unitholder Matters and Issuer
Purchases of Equity Securities
    
    
    11Item 6. Selected Financial Data
    
    
    12Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations
    
    
    13Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    16Item 8. Financial Statements and Supplementary Data
    
    
    16Item 9. Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure
    
    
    16Item 9A(T). Controls and Procedures
    
    
    16Item 9B. Other Information
    
    
    17PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    17Item 11. Executive Compensation
    
    
    18Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Unitholder Matters
    
    
    18Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    18Item 14. Principal Accountant Fees and Services
    
    
    19PART IVItem 15. Exhibits and Financial Statement Schedules
    
    
    19EX-31.1EX-32.1EX-99.1
  -1-




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ITEM 1. BUSINESS
 Organization
 th th
    Royalties
   -2-




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Fiscal Year Ended June 30,Company
    
    2010
    
    
    2009
    
    
    2008Chevron USA, Inc.
    
    
    60
    %
    
    
    57
    %
    
    
    56
    %Anglo Suisse Offshore Partners LLP
    
    
    8
    %
    
    
    10
    %
    
    
    9
    %Century Exploration Company
    
    
    8
    %
    
    
    4
    %
    
    
    6
    %Walter Oil & Gas Corporation
    
    
    8
    %
    
    
    3
    %
    
    
    3
    %Devon Energy Production Company LP
    
    
    3
    %
    
    
    1
    %
    
    
    2
    %Apache Corporation
    
    
    2
    %
    
    
    6
    %
    
    
    5
    %Energy XXI GOM LLC
    
    
    2
    %
    
    
    4
    %
    
    
    3
    %SPN Resources LLC
    
    
    2
    %
    
    
    3
    %
    
    
    4
    %McMoran Oil & Gas LLC
    
    
    2
    %
    
    
    3
    %
    
    
    2
    %W&T Offshore Inc.
    
    
    1
    %
    
    
    3
    %
    
    
    2
    %Others
    
    
    4
    %
    
    
    6
    %
    
    
    8
    %100
    %
    
    
    100
    %
    
    
    100
    %
   Trust Functions Item 10.
Directors and Executive Officers of the Registrant
   Item 2.
 -3-




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Properties
  Widely Held Fixed Investment Trust Reporting Information.
 
  
 ITEM 1A. RISK FACTORS
  Marine is unable to acquire royalty interests in any more leases.
  Royalty interests are depleting assets and may deplete faster than expected or entirely.
   Oil and natural gas prices are volatile and fluctuate due to a number of factors, and lower prices
will reduce royalty payments to Marine and distributions to its unitholders.
  -4-




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
    
    political conditions worldwide, in particular political disruption, war or other
armed conflicts in oil producing regions;
    
    worldwide economic conditions;
    
    weather conditions;
    
    the supply and price of domestic and foreign oil and natural gas;
    
    the level of consumer demand;
    
    the price and availability of alternative fuels;
    
    the proximity to, and capacity of, transportation facilities; and
    
    the effect of worldwide energy conservation measures.
   The market price for the units may not reflect the value of the royalty interests held by Marine.
   Operating risks for the working interest owners interests on the leases can adversely affect
distributions.
  -5-




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Failure to collect royalty payments from working interest owners could adversely affect Marines
distributions to its unitholders.
  The owner of any underlying properties of the leases may transfer any of the properties to another
unrelated third party.
  The owner of any underlying properties of the leases may abandon any property, terminating the
related royalty interest Marine may hold.
  The Trustee, Marine and its unitholders do not control the operation or development of the
underlying properties of the leases and have little influence over operation or development.
  Important reserve and other information with respect to the particular leases subject to Marines
royalty interest is difficult to obtain.
  -6-




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Terrorism and continued geopolitical hostilities could adversely affect Marines distributions to
its unitholders or the market price of its units.
  Unitholders have limited voting rights.
  The limited liability of the unitholders is uncertain.
  Marines royalty interest can be sold and the Trust can be terminated.
  The operators of the working interest owner are subject to extensive governmental regulation.
   Cash held by the Trustee is not insured by the Federal Deposit Insurance Corporation.
  -7-




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Financial information of Marine is not prepared in accordance with accounting principles generally
accepted in the United States of America, or GAAP.
  If it is determined that Marine is subject to the Texas franchise tax, the Trustee may have to
withhold an amount from future distributions to pay the tax liability.
  i.e.
  
 ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
 General
 Reserves
 -8-




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Difficulty in Obtaining Certain Data
    Production
 Fiscal Year Ended June 30,2010
    
    
    2009
    
    
    2008Net quantities sold:Oil (in barrels (bbls))
    
    
    21,168
    
    
    
    16,885
    
    
    
    35,620Natural Gas (in thousands of cubic feet (mcf))
    
    
    129,349
    
    
    
    114,730
    
    
    
    239,484Weighted average sales price for royalty oil and natural
gas sold:Oil (per bbl) (1)
    
    $
    71.18
    
    
    $
    100.13
    
    
    $
    81.89Natural Gas (per mcf)(1)
    
    $
    4.65
    
    
    $
    9.22
    
    
    $
    7.98
 
 (1)
    
    The weighted average sales price is calculated from data provided by the operators. Item 7. Trustees Discussion and Analysis of Financial Condition and
Results of Operations
 Productive Wells Difficulty in Obtaining Certain Data
 Drilling Activity
 Fiscal Year Ended June 30,2010
    
    
    2009
    
    
    2008DevelopmentOil
    
    
    7
    
    
    
    6
    
    
    
    10Natural Gas
    
    
    17
    
    
    
    13
    
    
    
    13Dry
    
    
    0
    
    
    
    2
    
    
    
    1Totals
    
    
    24
    
    
    
    21
    
    
    
    24
  -9-




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Lease Acreage
 Leases Granted by(1):
    
    Producing AcreageUnited States
    
    
    221,034State of Texas
    
    
    640State of Louisiana
    
    
    4,890226,564
 
 (1)
    
    Leases are typically granted for a term of five years, during which the lease owner
must establish a commercial production capability, or the lease expires. Marines
overriding royalty area is determined by a contract that defines the area in which
Marine is entitled to receive a royalty interest. In some cases, that area does not
cover an entire lease block. In those cases, Marines royalty interest only applies to
the area that lies within the lease. Of the 226,564 total gross acres in which Marine
has an overriding royalty interest, there are 3,958 gross acres located on leases that
have commercial production, but the production is not on Marines overriding royalty
area within those leases.   Trust
    
    
    Gross Acres
    
    
    InterestTidelands

    
    
    22,948
    
    
    
    1.1928
    %Marine

    
    
    105,672
    
    
    
    0.7500
    %Marine

    
    
    1,527
    
    
    
    0.5000
    %Marine

    
    
    40,151
    
    
    
    0.3750
    %Marine

    
    
    56,266
    
    
    
    0.1905
    %Summary

    
    
    226,564
    
    
    
    0.58776
    %
 Present Activities
 Difficulty in Obtaining Certain Data
 -10-




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ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. [RESERVED]
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED UNITHOLDER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES
  Sales Price
    
    
    DistributionsQuarter Ending
    
    High
    
    
    Low
    
    
    Per UnitSeptember 30, 2008
    
    $
    33.55
    
    
    $
    22.50
    
    
    $
    0.77December 31, 2008
    
    
    24.47
    
    
    
    17.18
    
    
    
    0.89March 31, 2009
    
    
    24.00
    
    
    
    15.85
    
    
    
    0.30June 30, 2009
    
    
    17.97
    
    
    
    15.21
    
    
    
    0.26September 30, 2009
    
    $
    18.22
    
    
    $
    14.85
    
    
    $
    0.25December 31, 2009
    
    
    18.00
    
    
    
    14.00
    
    
    
    0.32March 31, 2010
    
    
    19.05
    
    
    
    14.56
    
    
    
    0.32June 30, 2010
    
    
    18.72
    
    
    
    14.77
    
    
    
    0.38
      -11-




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ITEM 6.
    
    SELECTED FINANCIAL DATA
 Item 7. Trustees Discussion and Analysis of Financial Condition and
Results of Operations
 Fiscal Year Ended June 30,(In Thousands Except Per Unit Amounts)2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Statement of Distributable Income
Selected Data:Income:Oil and natural gas royalties
    
    $
    2,109
    
    
    $
    2,749
    
    
    $
    4,827
    
    
    $
    4,654
    
    
    $
    3,993Equity in Tidelands
    
    
    835
    
    
    
    1,419
    
    
    
    1,313
    
    
    
    623
    
    
    
    725Interest
    
    
    
    
    
    
    12
    
    
    
    59
    
    
    
    79
    
    
    
    55$
    2,944
    
    
    $
    4,180
    
    
    $
    6,199
    
    
    $
    5,356
    
    
    $
    4,773Expenses:General and administrative
    
    $
    303
    
    
    $
    380
    
    
    $
    314
    
    
    $
    218
    
    
    $
    218Federal income taxes of subsidiary
    
    
    
    
    
    
    (19
    )
    
    
    21
    
    
    
    20
    
    
    
    8303
    
    
    
    361
    
    
    
    335
    
    
    
    238
    
    
    
    226Distributable income
    
    $
    2,641
    
    
    $
    3,819
    
    
    $
    5,864
    
    
    $
    5,118
    
    
    $
    4,547Distributions to unitholders
    
    $
    2,536
    
    
    $
    4,436
    
    
    $
    5,847
    
    
    $
    4,921
    
    
    $
    4,472Distributable income per unit
    
    $
    1.32
    
    
    $
    1.91
    
    
    $
    2.93
    
    
    $
    2.56
    
    
    $
    2.27Distributions per unit
    
    $
    1.27
    
    
    $
    2.22
    
    
    $
    2.92
    
    
    $
    2.46
    
    
    $
    2.24
 At June 30,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Statement of Assets, Liabilities and
Trust Corpus Selected Data:Total assets
    
    $
    1,158
    
    
    $
    1,053
    
    
    $
    1,680
    
    
    $
    1,661
    
    
    $
    1,459Trust corpus
    
    $
    1,158
    
    
    $
    1,053
    
    
    $
    1,670
    
    
    $
    1,653
    
    
    $
    1,457
 -12-




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ITEM 7.
    
    TRUSTEES DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Critical Accounting Policies
 
    
    Royalty income is recognized when received by Marine.
 
    
    Marines expenses (which include accounting, legal, and other professional fees,
Trustees fees and out-of-pocket expenses) are recorded on an accrual basis.
Reserves for liabilities that are contingent or uncertain in amount may also be
established if considered necessary.
 
    
    Distributions to unitholders are recognized when declared by the Trustee of the
Trust.
  
    
    Royalty income is recognized in the month received rather than in the month of
production.
 
    
    Reserves may be established for contingencies that would not be recorded under
GAAP.
  Results of Operations.
   Summary Review.
 -13-




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Fiscal Year Ended June 30,2010
    
    
    2009
    
    
    2008Wells Drilled or Recompleted (Gross)
    
    
    24
    
    
    
    21
    
    
    
    24Active Wells (Gross)
    
    
    210
    
    
    
    220
    
    
    
    240
  Fiscal Year Ended June 30,2010
    
    
    2009
    
    
    2008Income from:Oil royalties
    
    $
    1,506,768
    
    
    $
    1,690,654
    
    
    $
    2,916,843Natural gas royalties
    
    $
    601,835
    
    
    $
    1,058,045
    
    
    $
    1,909,973Totals
    
    $
    2,108,603
    
    
    $
    2,748,699
    
    
    $
    4,826,816Net quantities sold:Oil (bbls)
    
    
    21,168
    
    
    
    16,885
    
    
    
    35,620Natural gas (mcf)
    
    
    129,349
    
    
    
    114,730
    
    
    
    239,484Average price:Oil (1)
    
    $
    71.18
    
    
    $
    100.13
    
    
    $
    81.89Natural gas (1)
    
    $
    4.65
    
    
    $
    9.22
    
    
    $
    7.98
 
 (1)
    
    These amounts are net of the cost of transportation from offshore leases to onshore
receiving points. -14-




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Fiscal Year 2010 Compared to Fiscal Year 2009
    Fiscal Year 2009 Compared to Fiscal Year 2008.
     Forward-Looking Statements
 -15-




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Website.
 
 ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   
 ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
  PageReport
of Independent Registered Public Accounting Firm
    
    
    20Financial Statements:Consolidated
Statements of Assets, Liabilities and Trust Corpus as of
June 30, 2010 and 2009
    
    
    21Consolidated
Statements of Distributable Income for the Three Years Ended
June 30, 2010
    
    
    22Consolidated
Statements of Changes in Trust Corpus for the Three Years Ended
June 30, 2010
    
    
    23Notes
to Consolidated Financial Statements
    
    
    24
 Item 15. Exhibits, Financial Statement Schedules
  
 ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A(T).
    
    CONTROLS AND PROCEDURES
 Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
  -16-




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Changes in Internal Control Over Financial Reporting
  Trustees Report on Internal Control Over Financial Reporting
  
 ITEM 9B.
    
    OTHER INFORMATION
  
 ITEM 10.
    
    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
 Directors and Officers.
 Section 16(a) Beneficial Ownership Reporting Compliance
 Code of Ethics. th
 Committees.
 -17-




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ITEM 11.
    
    EXECUTIVE COMPENSATION
  Other AnnualName of Individual or Entity
    
    Fiscal Year
    
    Compensation(1)U.S. Trust, Bank of America
Private Wealth Management, the
Trustee
    
    2010
    
    $32,6152009
    
    $34,3782008
    
    $35,358
 
 (1)
    
    Under the Indenture, the Trustee is entitled to reasonable and customary fees and
compensation for its services. 
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED UNITHOLDER
MATTERS
  Amount and Nature ofName and Address
    
    Beneficial Ownership
    
    Percent of ClassRobert H. Paslay
1007 Gasserway Circle
Brentwood, TN 37027
    
    204,368 units
    
    
    10.2
    %Patricia Martin 
110 Woodbine Place 
Missoula, MT 59803
    
    174,529 units
    
    
    8.7
    %
  
 ITEM 13.
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
  Fiscal Year
    
    Amount Paid2010
    
    $48,9002009
    
    $48,9062008
    
    $48,886
 -18-




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ITEM 14.
    
    PRINCIPAL ACCOUNTANT FEES AND SERVICES
  2010
    
    2009Audit Fees
    
    $
    60,000
    
    
    $
    110,000Audit-Related Fees
    
    
    
    
    
    
    Tax Fees
    
    
    
    
    
    
    All Other Fees
    
    
    
    
    
    
    
 Item 10. Directors, Executive Officers and Corporate Governance
 
 ITEM 15.
    
    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 Item 8. Financial Statements and Supplementary Data
   4.1
    
    Indenture, as amended on December 8, 2000, of Marine Petroleum
Trust, filed as Exhibit 4.1 to the Annual Report on Form 10-K of Marine for the
fiscal year ended June 30, 2001, and incorporated by reference herein.21.1
    
    Subsidiaries of Marine, filed as Exhibit 21.1 to the Annual
Report on Form 10-K of Marine for the fiscal year ended June 30, 2002, and
incorporated by reference herein.31.1*
    
    Certification of the Corporate Trustee pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.32.1*
    
    Certification of the Corporate Trustee pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.99.1*
    
    Consolidated financial statements of Tidelands Royalty Trust
B for the fiscal year ended December 31, 2009, and report of KPMG LLP,
independent registered public accounting firm.
 
 *
    
    Filed herewith.  -19-




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
 
     
 -20-




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MARINE PETROLEUM TRUST AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
As of June 30, 2010 and 2009
 June 30,
    
    
    June 30,2010
    
    
    2009AssetsCurrent assets:Cash and cash equivalents
    
    $
    1,143,454
    
    
    $
    1,038,850Federal income taxes refundable
    
    
    14,425
    
    
    
    14,425Producing oil and gas properties
    
    
    7
    
    
    
    7Total assets
    
    $
    1,157,886
    
    
    $
    1,053,282Liabilities and Trust CorpusCurrent liabilities:Federal income taxes payable
    
    
    
    
    
    
    Total current liabilities
    
    $
    
    
    
    $
    Trust Corpus  authorized 2,000,000 units
of beneficial interest, issued 2,000,000
units at nominal value
    
    
    1,157,886
    
    
    
    1,053,282$
    1,157,886
    
    
    $
    1,053,282
  -21-




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MARINE PETROLEUM TRUST AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF DISTRIBUTABLE INCOME
For the Three Years Ended June 30, 2010
 2010
    
    
    2009
    
    
    2008Income:Oil and natural gas royalties
    
    $
    2,108,603
    
    
    $
    2,748,699
    
    
    $
    4,826,816Oil and natural gas royalties from affiliate
    
    $
    835,401
    
    
    $
    1,419,539
    
    
    $
    1,313,536Interest income
    
    
    11
    
    
    
    12,189
    
    
    
    58,712Total income
    
    
    2,944,015
    
    
    
    4,180,427
    
    
    
    6,199,064Expenses:General and administrative
    
    
    303,454
    
    
    
    380,400
    
    
    
    313,865Distributable income before Federal income taxes
    
    
    2,640,561
    
    
    
    3,800,027
    
    
    
    5,885,199Federal income taxes of subsidiary
    
    
    
    
    
    
    (18,725
    )
    
    
    20,700Distributable income
    
    $
    2,640,561
    
    
    $
    3,818,752
    
    
    $
    5,864,499Distributable income per unit
    
    $
    1.32
    
    
    $
    1.91
    
    
    $
    2.93Distributions per unit
    
    $
    1.27
    
    
    $
    2.22
    
    
    $
    2.92Units outstanding
    
    
    2,000,000
    
    
    
    2,000,000
    
    
    
    2,000,000
  -22-




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##### Table of Contents



MARINE PETROLEUM TRUST AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF CHANGES IN TRUST CORPUS
For the Three Years Ended June 30, 2010
 2010
    
    
    2009
    
    
    2008Trust corpus, beginning of year
    
    $
    1,053,282
    
    
    $
    1,670,467
    
    
    $
    1,653,412Distributable income
    
    
    2,640,561
    
    
    
    3,818,752
    
    
    
    5,864,499Distributions to unitholders
    
    
    2,535,957
    
    
    
    4,435,937
    
    
    
    5,847,444Trust corpus, end of year
    
    $
    1,157,886
    
    
    $
    1,053,282
    
    
    $
    1,670,467
  -23-




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MARINE PETROLEUM TRUST AND SUBSIDIARY
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Years Ended June 30, 2010
 (1) Summary of Significant Accounting Policies
 (a) General
     (b) Principles of Consolidation
  (c) Producing Oil and Gas Properties
   (d) U.S. Federal Income Taxes
    -24-




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##### Table of Contents



(e) Credit Risk Concentration and Cash Equivalents
   (f) Use of Estimates
  (g) Distributable Income per Unit
  (h) Significant Royalty Sources
  Fiscal Year Ended June 30,Company
    
    2010
    
    2009
    
    2008Chevron USA, Inc.
    
    
    60
    %
    
    
    57
    %
    
    
    56
    %Anglo Suisse Offshore Partners LLP
    
    
    8
    %
    
    
    10
    %
    
    
    9
    %Century Exploration Company
    
    
    8
    %
    
    
    4
    %
    
    
    6
    %Walter Oil & Gas Corporation
    
    
    8
    %
    
    
    3
    %
    
    
    3
    %Devon Energy Production Company LP
    
    
    3
    %
    
    
    1
    %
    
    
    2
    %Apache Corporation
    
    
    2
    %
    
    
    6
    %
    
    
    5
    %Energy XXI GOM LLC
    
    
    2
    %
    
    
    4
    %
    
    
    3
    %SPN Resources LLC
    
    
    2
    %
    
    
    3
    %
    
    
    4
    %McMoran Oil & Gas LLC
    
    
    2
    %
    
    
    3
    %
    
    
    2
    %W&T Offshore Inc.
    
    
    1
    %
    
    
    3
    %
    
    
    2
    %Others
    
    
    4
    %
    
    
    6
    %
    
    
    8
    %100
    %
    
    
    100
    %
    
    
    100
    %
 (2) Basis of Accounting
  
    
    Royalty income is recognized when received by Marine.
 -25-




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
    
    Marines expenses (which include accounting, legal, and other professional
fees, Trustees fees and out-of-pocket expenses) are recorded on an accrual basis.
Reserves for liabilities that are contingent or uncertain in amount may also be
established if considered necessary.
 
    
    Distributions to unitholders are recognized when declared by the Trustee of the
Trust.
  
    
    Royalty income is recognized in the month received rather than in the month of
production.
 
    
    Reserves may be established for contingencies that would not be recorded under
GAAP.
  (3) Investment in and Receivables from Affiliate  Tidelands Royalty Trust B
    TIDELANDS CONSOLIDATED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
  June 30,
    
    
    June 30,2010
    
    
    2009AssetsCurrent assets:Cash and cash equivalents
    
    $
    1,397,895
    
    
    $
    1,673,403Oil, natural gas and other mineral properties
    
    
    2
    
    
    
    2Federal taxes refundable
    
    
    12,734
    
    
    
    9,734Total assets
    
    $
    1,410,631
    
    
    $
    1,683,139Liabilities and Trust CorpusCurrent liabilities:Income distributable to
unitholders
    
    $
    610,206
    
    
    $
    762,305Total current
liabilities
    
    $
    610,206
    
    
    $
    762,305Trust Corpus  authorized
1,386,525 units of beneficial
interest, issued 1,386,375 units
at nominal value
    
    $
    800,425
    
    
    $
    920,834$
    1,410,631
    
    
    $
    1,683,139
 -26-




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TIDELANDS CONSOLIDATED STATEMENTS OF DISTRIBUTABLE INCOME
 Twelve Months Ended June 30,2010
    
    
    2009
    
    
    2008Income
    
    $
    2,535,392
    
    
    $
    4,363,355
    
    
    $
    4,105,079Expenses
    
    
    240,629
    
    
    
    329,693
    
    
    
    238,291Distributable income before Federal income
taxes
    
    
    2,294,763
    
    
    
    4,033,662
    
    
    
    3,866,788Federal income taxes of Tidelands subsidiary
    
    
    7,000
    
    
    
    32,570
    
    
    
    47,400Distributable income
    
    $
    2,287,763
    
    
    $
    4,001,092
    
    
    $
    3,819,388
  (4) Summary of Quarterly Financial Data (Unaudited)
  Oil and
    
    
    
    
    
    
    
    
    
    
    DistributableGas
    
    
    
    
    
    
    Distributable
    
    
    IncomeRoyalties
    
    
    Expenses
    
    
    Income
    
    
    Per UnitQuarter ended:September 30, 2008
    
    $
    1,480,498
    
    
    $
    119,455
    
    
    $
    1,650,319
    
    
    $
    0.83December 31, 2008
    
    
    720,751
    
    
    
    83,687
    
    
    
    984,360
    
    
    
    0.49March 31, 2009
    
    
    286,774
    
    
    
    100,788
    
    
    
    590,283
    
    
    
    0.30June 30, 2009
    
    
    260,676
    
    
    
    76,470
    
    
    
    593,790
    
    
    
    0.29$
    2,748,699
    
    
    $
    380,400
    
    
    $
    3,818,752
    
    
    $
    1.91Quarter ended:September 30, 2009
    
    $
    448,556
    
    
    $
    68,241
    
    
    $
    629,184
    
    
    $
    0.31December 31, 2009
    
    
    476,875
    
    
    
    86,346
    
    
    
    575,754
    
    
    
    0.29March 31, 2010
    
    
    604,202
    
    
    
    60,628
    
    
    
    742,685
    
    
    
    0.37June 30, 2010
    
    
    578,970
    
    
    
    88,239
    
    
    
    692,938
    
    
    
    0.35$
    2,108,603
    
    
    $
    303,454
    
    
    $
    2,640,561
    
    
    $
    1.32
 (5) Supplemental Information Relating to Oil and Gas Reserves (Unaudited)
  Twelve Months Ended June 30,2010
    
    
    2009
    
    
    2008Marine:Oil (barrels)
    
    
    21,168
    
    
    
    16,885
    
    
    
    35,620Gas (mcf)
    
    
    129,349
    
    
    
    114,730
    
    
    
    239,484Tidelands:Oil (barrels)
    
    
    2,628
    
    
    
    1,278
    
    
    
    1,952Gas (mcf)
    
    
    124,854
    
    
    
    167,224
    
    
    
    147,188
 -27-




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(6) Texas Margin Tax
  e.g. e.g.
   (7) Subsequent Events
  -28-




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SIGNATURES
  
  Date:  September 24, 2010
    By:
    /s/ Ron E. HooperRon E. HooperSenior Vice President   Dated:  September 24, 2010
    By:
    /s/ Ron E. HooperRon E. HooperSenior Vice President  -29-