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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION  Form 10-K [X]
    
    Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the fiscal year ended June 30, 2004.
 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 No. 0-8565 Marine Petroleum Trust  Texas
    
    75-6008017(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)c/o The Corporate Trustee:Bank of America, N.A.P. O. Box 830241, Dallas, Texas
    
    75283-0241(Address of principal executive offices)
    
    (Zip Code)
 Registrants telephone number, including area code
(at the office of the Corporate Trustee): (800) 985-0794 Securities registered pursuant to Section 12(b) of the Act:None Securities registered pursuant to Section 12(g) of the Act:Units of Beneficial Interest
(Title of Class) 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
    
    [X]
    
    No
    
    [   ]
 Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X] Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes
    
    [   ]
    
    No
    
    [X]
 Aggregate market value of Units of Beneficial Interest held by
non-affiliates of the registrant at December 31, 2003: $52,164,082. Number of Units of Beneficial Interest outstanding as of June 30, 2004  2,000,000 Units. Documents Incorporated by Reference:None




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TABLE OF CONTENTS PagePART 1Item 1.
    
    Business
    
    
    2Item 2.
    
    Properties
    
    
    4Item 3.
    
    Legal Proceedings
    
    
    6Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    6PART IIItem 5.
    
    Market for
Registrants Common Equity and Related Stockholder Matters
    
    
    6Item 6.
    
    Selected Financial Data
    
    
    7Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    7Item 7A.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    9Item 8.
    
    Financial Statements and Supplementary Data
    
    
    10Item 9.
    
    Change in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    10Item 9A.
    
    Controls and Procedures
    
    
    10PART IIIItem 10.
    
    Directors and Executive Officers of the Registrant
    
    
    10Item 11.
    
    Executive Compensation
    
    
    11Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Unitholder Matters
    
    
    12Item 13.
    
    Certain Relationships and Related Transactions
    
    
    12Item 14.
    
    Principal Accountant Fees and Services
    
    
    12PART IVItem 15.
    
    Exhibits, Financial Statement Schedules, and Reports on Form 8-K
    
    
    13Certification of Principal Accounting Officer-Section 302Certification of Corporate Trustee-Section 302Certification of Principal Accounting Officer-Section 906Certification of Corporate Trustee-Section 906
  - 1 -




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ITEM 1. BUSINESS Organization. Marine Petroleum Trust (Marine) is a royalty trust that
was created in 1956 under the laws of the State of Texas. Marine is not
permitted to engage in any business activity because it was organized for the
sole purpose of providing an efficient, orderly, and practical means for the
administration and liquidation of rights to payments from certain oil and
natural gas leases in the Gulf of Mexico, pursuant to license agreements and
amendments thereto between Marines predecessors and Gulf Oil Corporation
(Gulf). As a result of various transactions that have occurred since 1956,
the Gulf interests are now held by ChevronTexaco Corporation (Chevron), Elf
Exploration, Inc. (Elf), and their assignees. The indenture pursuant to which Marine was created (the Indenture)
provides that the corporate trustee is to distribute all cash in Marine, less
an amount reserved for the payment of accrued liabilities and estimated future
expenses, to unitholders of record on the last business day of February, May,
August and November. Payments are to be made on the 28th day of September,
December, March and June of each fiscal year. If the 28th falls on a Saturday,
Sunday or legal holiday, the distribution is payable on the immediately
preceding business day. The Indenture, as amended, also provides that the term of the royalty
trust will expire on June 1, 2021, unless extended by the vote of the holders
of a majority of the outstanding units of beneficial interest. Marines wholly-owned subsidiary, Marine Petroleum Corporation (MPC),
holds title to interests in properties subject to Marines interests that are
situated offshore of Louisiana. Ninety-eight percent of all oil, natural gas,
and other mineral royalties collected by the subsidiary less the cost of
receiving and collection are paid to Marine. MPC retains the remaining two
percent of the overriding royalties along with other items of income and
expense until such time as the board of directors declares a dividend out of
retained earnings. MPC, like Marine, is prohibited from engaging in a trade or
business and does only those things necessary for the administration and
liquidation of its properties. Marines only industry segment or purpose is the administration and
collection of royalties. Royalties. Marines rights are generally referred to as overriding
royalty interests by the oil and natural gas industry, and we sometimes refer
to them as overriding royalty interests in this annual report. All production
and marketing functions are conducted by the working interest owners of the
leases. Revenues from overriding royalties are paid to Marine either (i) on
the basis of the selling price of oil, natural gas and other minerals produced,
saved and sold, or (ii) at the value at the wellhead as determined by industry
standards, when the selling price does not reflect the value at the wellhead. Marine holds an overriding royalty interest equal to three-fourths of 1%
of the value at the well of any oil, natural gas, or other minerals produced
and sold from the leases described in the Properties section below. Marines
overriding royalty interest applies only to existing leases and does not apply
to new leases that Chevron or Elf may acquire. Marine also owns a 32.6% equity interest in Tidelands Royalty Trust B
(Tidelands), a separate Texas trust, which owns interests in the oil, natural
gas, or other mineral leases acquired by Gulf and/or its transferees and
assignees in a 1,370,000-acre area of the Gulf of Mexico (the
Royalty Area). The term of the Tidelands royalty trust
will expire in 2021, unless extended by the vote of the holders of a
majority of the outstanding units of beneficial interest. Tidelands indenture provides
that the corporate trustee is to distribute all cash in the trust, less an
amount reserved for payment of accrued liabilities and estimated future
expenses, to unitholders of record on the last business day of March, June,
September and December of each year. Such payments are to be made within 15
days after the record date. Distributable income is paid from the
unconsolidated account balances of Tidelands. Distributable income is
comprised of (i) royalties from offshore Texas leases owned directly by
Tidelands, plus (ii) 95% of the overriding royalties received by the subsidiary
that are paid to Tidelands on a quarterly basis, less (iii) administrative
expenses of Tidelands. We recommend that you read Tidelands public filings for
a description of its risks, business, properties and financial condition and
results of operations. Presently, the leases subject to Marines interests cover 267,156 gross
acres (including Tidelands interest in 27,948 leased acres). These leases
will remain in force until the expiration of their respective terms. Leases
may be voluntarily released by the working interest owner after all oil and
natural gas reserves are produced. Leases may - 2 -




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also be abandoned by the working interest owner due to the failure to discover
sufficient reserves to make development economically worthwhile. In addition,
the federal government may force termination of a lease if the working interest
owner fails to fully develop a lease once it is acquired. For the year ended June 30, 2004, approximately 45% of Marines royalty
revenues were attributable to the sale of oil and approximately 55% were
attributable to the sale of natural gas. The royalty revenues received by
Marine are affected by a number of factors, including seasonal fluctuations in
demand, ability of wells to produce due to depletion and by changes in the
market price for oil and natural gas. Over 90% of Marines revenues for each
of the past three years was paid by five working interest owners. The
percentage of revenues received from these five working interest owners for
each of the past three years is presented in the following table: Years Ending June 30,Company
    
    2004
    
    2003
    
    2002Chevron/Texaco
    
    
    72
    %
    
    
    72
    %
    
    
    79
    %Century Exploration
Company
    
    
    6
    %
    
    
    6
    %
    
    
    5
    %Devon Energy Production
Company
    
    
    4
    %
    
    
    4
    %
    
    
    4
    %BP America Production
Company
    
    
    7
    %
    
    
    8
    %
    
    
    3
    %(1)Samedan Oil
Corporation
    
    
    1
    %
    
    
    1
    %
    
    
    2
    %90
    %
    
    
    91
    %
    
    
    93
    %
   (1)
    
    Includes $91,150 paid by Arco before BP America Production Company
acquired Arco. In addition, Marines revenues from its equity interest in Tidelands accounted
for approximately 6%, 8% and 5% of Marines revenue for the years ended June
30, 2004, 2003 and 2002, respectively. Tidelands has reported that royalty
revenues from Baron Petroleum, Dunhill Resources, Inc, W & T Offshore and Devon
Energy and Production Company accounted for a substantial portion of Tidelands
royalty revenue for the years ended December 31, 2003, 2002 and 2001. Marine derives no revenues from foreign sources and has no export sales. Trust Functions. Marine is administered by officers and employees of its
Trustee, Bank of America, N.A. MPC employs Ray Bell, its president, treasurer
and director, to perform certain management, financial and administrative
services for Marine. Except for Mr. Bell, all officers and directors of MPC
serve without compensation. See Management and Principal Unitholders. All aspects of Marines operations are conducted by third parties. Oil
and natural gas companies that lease tracts subject to Marines interests
conduct the production and sale of oil and natural gas and the calculation of
royalty payments to Marine. Marines distributions are processed and paid by
The Bank of New York as the agent for the trustee of Marine. MPC leases office space in Dallas, Texas to provide work space and record
storage for MPC and Tidelands wholly-owned subsidiary corporation, Tidelands
Royalty Trust B Corporation. The cost of this office facility is shared by
MPC and Tidelands Royalty Trust B Corporation proportionately based on each
entitys gross income. The ability of Marine to receive revenues is entirely dependent upon its
entitlement to its rights with respect to the leases held by Chevron and its
assignees in the Gulf of Mexico (as more fully described in Properties
below). Moreover, no revenues are payable to Marine until sales of production
commence from any such lease. The royalty interests held by Marine are depleting with each barrel of oil
and mcf of natural gas produced. No funds are reinvested by Marine; thus,
these depleting assets are not being replaced. 
 ITEM 2. PROPERTIES General. Marine is not engaged in oil and natural gas operations,
although its income is based upon the oil and natural gas operations of others.
Marines income is derived from contracts that provide for payments in the - 3 -




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nature of overriding royalties made to Marine based on oil and natural gas
sales from certain leases in the Gulf of Mexico. Reserves. Marine is not engaged in the production of oil or natural gas.
Marines income is derived from overriding royalty payments that are carved out
of working interests in oil and natural gas leases in the Gulf of Mexico.
Marine does not have the engineering data necessary to make an estimate of the
proved oil and natural gas reserves attributable thereto (nor the present value
of future net cash flows from such reserves), and is not entitled to receive
such data from the owners of the working interests from which Marines
interests are derived. Similarly, Tidelands does not have access to the
engineering data necessary to make an estimate of the proved oil and natural
gas reserves attributable thereto. See also Difficulty in Obtaining Certain
Data below. Since Marine does not have access to this reserve information, Marine is
unable to compute the standardized measure of discounted future net cash flows
therefrom. Marine did not file any reports during the fiscal year ended June 30,
2004, with any federal authority or agency with respect to oil and natural gas
reserves. Due to the nature of Marines business, it does not have any delivery
commitments. Production. Information regarding the net quantities of oil and natural
gas produced with respect to Marines overriding royalty interests (excluding
its equity interest in Tidelands) for each of the last three fiscal years, as
well as the average sales price per unit of oil and natural gas produced upon
which payments to Marine are based, is set forth in the following table: Year Ended June 30,2004
    
    2003
    
    2002QuantityOil (in barrels
(bbls))
    
    
    62,158
    
    
    
    89,792
    
    
    
    113,424Natural Gas (in thousands cubic
feet (mcf))
    
    
    474,871
    
    
    
    585,732
    
    
    
    749,771Average PriceOil (per
bbl)
    
    $
    31.32
    
    
    $
    24.64
    
    
    $
    23.34Natural Gas (per mcf)
    
    $
    4.98
    
    
    $
    4.60
    
    
    $
    2.83
 Information about average production cost (lifting cost) per unit of
production has been omitted due to its unavailability and inapplicability to
Marine. For more recent information regarding prices, see Managements
Discussion and Analysis of Financial Condition and Results of Operations
below. Productive Wells. Based on the latest public records available to Marine,
there were approximately 390 producing wells subject to Marines interests,
some of which contained multiple completions. Approximately 160 wells were
classified as oil wells and approximately 230 wells were classified as natural
gas wells. Most of the wells produce both oil and natural gas. See
Difficulty in Obtaining Certain Data below. - 4 -




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Drilling Activity. Information concerning the results of operations on
leases in which Marine had an interest (including its equity interest in
Tidelands) for each of its last three fiscal years is set forth below: Year Ended June 30,2004
    
    2003
    
    2002DevelopmentOil
    
    
    19
    
    
    
    16
    
    
    
    26Natural Gas
    
    
    36
    
    
    
    27
    
    
    
    34Dry
    
    
    1
    
    
    
    2
    
    
    
    7Totals
    
    
    56
    
    
    
    45
    
    
    
    67
 Information regarding net wells or acres is not included since Marine does
not own any working interests. Lease Acreage. Marine has an overriding royalty interest (including its
equity interest in Tidelands) in 71 different oil and natural gas leases
covering 267,156 gross acres. These leases are located in the Central and
Western areas of the Gulf of Mexico off the coasts of Louisiana and Texas.
This acreage is presented in the following table: PrimaryLeases Granted by(1):
    
    Term(2)
    
    Producing
    
    TotalUnited States
    
    
    5,000
    
    
    
    256,626
    
    
    
    261,626State of Texas
    
    
    
    
    
    
    640
    
    
    
    640State of Louisiana
    
    
    
    
    
    
    4,890
    
    
    
    4,8905,000
    
    
    
    262,156
    
    
    
    267,156
   (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. There are 3,958 acres located on
leases that have commercial production, but the production is not on
Marines overriding royalty area within those leases.(2)
    
    The primary term is five (5) years. The overriding royalty interest owned by Marine is a fractional interest out of
total oil and natural gas sold, and is free and clear of all operating costs.
The actual percentage interest in a lease attributable to Marines interest
varies from lease to lease. The acreage weighted average percentage interest
attributable to Marines interest in all of these leases is .60978%. Present Activities. As of June 30, 2004, public records indicate that 4
wells are either being drilled, re-drilled or worked over on tracts that Marine
has an interest in. Public records indicate that operators have designated
locations for 11 additional operations. There is no assurance that these wells
will be drilled, and if they are drilled, that they will be successful. Difficulty in Obtaining Certain Data. Marines only activities are the
collection and distribution of revenues from overriding royalties on certain
oil and natural gas leases in the Gulf of Mexico, pursuant to purchase
agreements between Marines predecessors and Gulf and its transferees. The
leasehold working interests that are subject to the rights held by Marine are
owned, in most cases, in whole or in part by Chevron, or other oil and natural
gas exploration and production companies. Certain information as to reserves,
availability of oil and natural gas, average production cost (lifting cost) per
unit, undeveloped acreage, net wells and net acres, with respect to the
particular leases subject to Marines interests, lies solely within the
knowledge of these concerns. Engineering data, if any, regarding these
leaseholds would have been compiled principally by or for the working interest
owners of these leaseholds. In the past, Marine has asked for such information
and was told it is not entitled to receive such information. Marine believes
that it will not be provided access to such information in the future. As a
result, Marine is not able to obtain all of the information required to be
disclosed under Item 102 of Regulation S-K and Securities Exchange Act of 1934
Industry Guide 2. - 5 -




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ITEM 3. LEGAL PROCEEDINGS Neither Marine nor MPC, nor any of their respective properties, is a party
to or subject to any material pending litigation as of the date hereof. 
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters have been presented to the unitholders to be voted upon during
the fiscal year ended June 30, 2004. 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS The units of beneficial interest in Marine trade on the Nasdaq SmallCap
Market under the symbol MARPS. Distributions of cash are made to unitholders
quarterly. The following table presents the range of high and low trade prices
by quarter for the past two years. The per unit amount of cash distributed to
unitholders for each of these quarters is also presented in the table. Trade Price
    
    DistributionsQuarter Ending
    
    High
    
    Low
    
    Per UnitSeptember 30,
2003
    
    
    29.00
    
    
    
    23.50
    
    
    
    .778December 31,
2003
    
    
    32.49
    
    
    
    27.20
    
    
    
    .762March 31,
2004
    
    
    34.64
    
    
    
    29.50
    
    
    
    .557June 30,
2004
    
    
    31.99
    
    
    
    26.45
    
    
    
    .534September 30,
2002
    
    
    26.00
    
    
    
    20.26
    
    
    
    .542December 31,
2002
    
    
    25.00
    
    
    
    22.55
    
    
    
    .629March 31, 2003
    
    
    28.86
    
    
    
    23.02
    
    
    
    .656June 30,
2003
    
    
    29.10
    
    
    
    24.47
    
    
    
    .412
 Marine is authorized to issue and has issued 2,000,000 units of beneficial
interest. On June 30, 2004, these outstanding units were held of record by 546
unitholders. Marine must distribute to its unitholders all cash accumulated each
quarter, less an amount reserved for accrued liabilities and estimated future
expenses. As of June 30, 2004, the amount reserved equals approximately
$30,000. Such distributions have been made since Marines inception and will
continue so long as the income from oil and natural gas royalties exceeds
administrative costs. Distributions fluctuate from quarter to quarter due to changes in oil and
natural gas prices and production quantities. Distributions are determined by
the cash available to Marine on the determination date. - 6 -




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ITEM 6. SELECTED FINANCIAL DATA For Years Ended June 30,(In Thousands Except Per Unit Amounts)2004
    
    2003
    
    2002
    
    2001
    
    2000Statement of Income and Undistributed
Income Selected DataIncome:Oil and natural gas
royalties
    
    $
    4,312
    
    
    $
    4,909
    
    
    $
    4,772
    
    
    $
    8,062
    
    
    $
    4,526Equity in
Tidelands
    
    
    288
    
    
    
    440
    
    
    
    235
    
    
    
    575
    
    
    
    318Interest
    
    
    24
    
    
    
    35
    
    
    
    52
    
    
    
    120
    
    
    
    92$
    4,623
    
    
    $
    5,384
    
    
    $
    5,059
    
    
    $
    8,757
    
    
    $
    4,936Expenses:General and
administrative
    
    $
    227
    
    
    $
    218
    
    
    $
    231
    
    
    $
    241
    
    
    $
    180Federal income taxes of
subsidiary
    
    
    
    
    
    
    7
    
    
    
    (19
    )
    
    
    34
    
    
    
    12227
    
    
    $
    225
    
    
    $
    212
    
    
    $
    275
    
    
    $
    192Net
income
    
    $
    4,396
    
    
    $
    5,159
    
    
    $
    4,847
    
    
    $
    8,482
    
    
    $
    4,744Distributions
    
    $
    5,259
    
    
    $
    4,478
    
    
    $
    5,065
    
    
    $
    7,187
    
    
    $
    4,300Per Unit (2,000,000 outstanding)Net
income
    
    $
    2.20
    
    
    $
    2.58
    
    
    $
    2.42
    
    
    $
    4.24
    
    
    $
    2.37Distributions
    
    $
    2.63
    
    
    $
    2.24
    
    
    $
    2.80
    
    
    $
    3.59
    
    
    $
    2.15Balance Sheet Selected DataTotal
assets
    
    $
    2,916
    
    
    $
    3,779
    
    
    $
    3,098
    
    
    $
    3,874
    
    
    $
    2,570Trust
equity
    
    $
    2,916
    
    
    $
    3,779
    
    
    $
    3,098
    
    
    $
    3,856
    
    
    $
    2,560
 
 ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Critical Accounting Policies. As an overriding royalty owner, actual
production results are not known to us until reported by the operator, which
could be a period of 60-90 days later than the actual month of production. To
comply with accounting principles generally accepted in the United States of
America, we must estimate earned but unpaid royalty from this production. To
estimate this amount, we utilize historical information based on the latest
production reports from the individual leases and current average prices as
reported for oil by Chevron USA and the spot market price for natural gas
delivered at the Henry Hub in Louisiana for the period under report. Results of Operations.Marines revenues are derived from the oil and
natural gas production activities of unrelated parties. Marines revenues and
distributions fluctuate from period to period based upon factors beyond
Marines control, including without limitation the number of leases subject to
Marines interests, the number of productive wells drilled on leases subject to
Marines interests, the level of production over time from such wells and the
prices at which the oil and natural gas from such wells are sold. Marine
believes that it will continue to have revenues sufficient to permit
distributions to be made to unitholders for the foreseeable future, although no
assurance can be made regarding the amounts thereof. The foregoing sentence is
a forward-looking statement and is subject to numerous factors. Factors that
might cause actual results to differ from expected results include reductions
in prices or demand for oil and natural gas, which might then lead to decreased
production; reductions in production due to depletion of existing wells or
disruptions in service, including as the result of storm damage, blowouts or
other production accidents, and geological changes such as cratering of
productive formations; and the expiration or release of leases subject to
Marines interests. Marines income consists primarily of oil and natural gas royalties and is
based on the value at the well of its percentage interest in oil and natural
gas sold without reduction for any of the expenses of production. Value at
the well for oil means the purchasers posted price at its receiving point
onshore, less the cost of transportation from the offshore lease to the onshore
receiving point. - 7 -




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Summary Review.Marines net income for the year ended June 30, 2004
amounted to $4,396,316 or $2.20 per unit as compared to $5,158,676 or $2.58 per
unit in fiscal 2003 and $4,847,485 or $2.42 per unit in fiscal 2002. These results also include income from Marines equity interest in
Tidelands which amounted to $287,991 for fiscal 2004, $439,698 for fiscal 2003
and $234,945 for fiscal 2002. Income from Tidelands contributed approximately
6% of Marines royalty income for fiscal 2004 as compared to 8% and 5% of
Marines income for fiscal 2003 and 2002, respectively. Marines administrative expenses increased to approximately $227,000 in
fiscal 2004 from approximately $218,000 spent in fiscal 2003. This increase
was substantially due to increased legal, accounting and other expenses. Interest income decreased to approximately $24,000 in fiscal 2004 from
approximately $35,000 realized in fiscal 2003 due to a decrease in interest
rates. The following table shows the number of wells drilled or worked over on
leases in which Marine has an interest (including its equity interest in
Tidelands) and the number of producing wells for the past three fiscal years. For the Years Ended June 30,2004
    
    2003
    
    2002Drilled
    
    
    56
    
    
    
    45
    
    
    
    67Producing
    
    
    390
    
    
    
    381
    
    
    
    367
 The following table and related discussion and analysis shows the royalty
income, the net quantities sold, and the average price received for oil and
natural gas during the past three years excluding Marines equity interest in
Tidelands. For Years Ended June 30,2004
    
    2003
    
    2002Income fromOil royalties
    
    $
    1,946,945
    
    
    $
    2,212,252
    
    
    $
    2,647,623Natural gas royalties
    
    $
    2,364,588
    
    
    $
    2,696,761
    
    
    $
    2,124,195Totals
    
    $
    4,311,533
    
    
    $
    4,909,013
    
    
    $
    4,771,818Net quantities soldOil (bbls)
    
    
    62,158
    
    
    
    89,792
    
    
    
    113,424Natural gas (mcf)
    
    
    474,871
    
    
    
    585,732
    
    
    
    749,771Average priceOil
    
    $
    31.32
    
    
    $
    24.64
    
    
    $
    23.34Natural gas
    
    $
    4.98
    
    
    $
    4.60
    
    
    $
    2.83
 Oil and Gas Royalties  2004 and 2003: Revenue from oil royalties
amounted to $1,946,945 in fiscal 2004, a decrease of 12% over the $2,212,252
realized in fiscal 2003. The average price of a barrel of oil increased 27% to
$31.32 and production decreased 31% to 62,158 barrels. Please refer to the
table above. Revenue from natural gas royalties amounted to $2,364,588, a decrease of
12% from the $2,696,761 realized in fiscal 2003. The average price of a
thousand cubic feet (mcf) of natural gas increased 8% to $4.98 and production
decreased 19% to 474,871 mcf. Please refer to the table above. Production
from existing wells is anticipated to continue to decrease in the
future due to normal well depletion. Marine has no input with the
operators regarding future drilling operations which could impact
Marine's future oil and natural gas production. Oil and Gas Royalties  2003 and 2002: Revenue from oil royalties
amounted to $2,212,252 in fiscal 2003, a decrease of 16% over the $2,647,623
realized in fiscal 2002. The average price of a barrel of oil increased 6% to
$24.64 and production decreased 21% to 89,792 barrels. Please refer to the
table above. Revenue from natural gas royalties amounted to $2,696,761, an increase of
27% over the $2,124,195 realized in fiscal 2002. The average price of a
thousand cubic feet (mcf) of natural gas increased 63% to $4.60 and production
decreased 22% to 585,732 mcf. Please refer to the table above. A tropical storm and a hurricane in the Gulf of Mexico interrupted
production and damaged production facilities resulting in decreased production
during the last nine months of the fiscal year ending June 30, 2003. - 8 -




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Capital Resources and Liquidity. Because of the nature of Marine as a
trust entity, there is no requirement for capital; its only obligation is to
distribute to unitholders the net income actually collected. As an
administrator of oil and natural gas royalty properties, Marine collects income
monthly, pays expenses of administration, and disburses all net income
collected to its unitholders each quarter. Because all of Marines revenues
are invested in liquid funds pending distribution, Marine does not experience
liquidity problems. Marines Indenture (and the charter and by-laws of MPC) expressly
prohibits the operation of any kind of trade or business. Marine owns an
interest in oil and natural gas properties which are depleting assets. Marine
cannot acquire new or additional interests due to the prohibition against these
investments. Because of these restrictions, Marine does not require short term
or long term capital. These restrictions, along with other factors, allow
Marine to be treated as a grantor trust; thus all income and deductions, for
tax purposes, should flow through to each individual unitholder. Marine is not
a taxable entity. Marine does not currently have any long term contractual obligations. 
 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK As described elsewhere herein, Marines only function is to collect
overriding royalties from leases operated by others and distribute those
royalties to its unitholders after paying the cost of collection and
administration. Marines income is highly dependent on the prices realized
from the sale of oil and natural gas. Oil and natural gas prices have
historically experienced significant volatility. Marine does not attempt to
manage its commodity price risk through the use of fixed price contracts or
financial derivatives. Due to the short length of time between receipts and disbursements, cash
held by Marine is held in a non-interest bearing account. Oil and natural gas royalties received by MPC prior to payment of the 98%
net profits interest are held in money market accounts that invest in U. S.
Treasury securities and are considered not at risk. The retained earnings of MPC are held in either money market accounts or
U. S. Treasury or agency securities to be held to maturity. Funds held in
money market accounts and U. S. Treasury securities that mature in less than
one year are considered not at risk. On June 30, 2004, MPC held $200,000 of U. S. Treasury securities with an
interest rate of 5.75% that mature on November 15, 2005. If held to maturity
these securities are believed to be not at risk. Should a need arise for these
funds before they mature and if interest rates increase there is, under these
conditions, a possible market risk. The market value of these securities on
June 30, 2004 was $210,188. - 9 -




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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The financial statements listed in the following Index, together with the
related notes and the report of KPMG LLP, independent registered public
accounting firm, are presented on pages 14 through 22 hereof. PageReport of Independent Registered Public Accounting Firm
    
    
    14Financial Statements:Consolidated Balance Sheets as of June 30, 2004 and 2003
    
    
    15Consolidated Statements of Income and Undistributed Income for the Three Years Ended
June 30, 2004
    
    
    16Consolidated Statements of Cash Flows for the Three Years Ended June 30, 2004
    
    
    17Notes to Consolidated Financial Statements
    
    
    18
 See also Exhibits, Financial Statement Schedules and Reports on Form 8-K
of this Form 10-K for further information concerning the financial statements
of Marine and its subsidiaries. All schedules have been omitted for the reason that they are either not
required, not applicable or the required information is included in the
financial statements and notes thereto. 
 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE During fiscal 2004 and 2003, there have been no disagreements between
Marine and its independent registered public accounting firm on accounting or
financial disclosure matters which would warrant disclosure under Item 304 of
Regulation S-K. 
 ITEM 9A. CONTROLS AND PROCEDURES As of the end of the period covered by this Annual Report on Form 10-K,
the Trustee carried out an evaluation of the effectiveness of Marines
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities Exchange Act of 1934). Based upon that evaluation, the
Trustee concluded that Marines disclosure controls and procedures were
effective as of the end of the period covered by this Annual Report on Form
10-K. There has not been any change in Marines internal control over financial
reporting that occurred during Marines last fiscal quarter that has materially
affected, or is reasonably likely to materially affect, Marines internal
control over financial reporting. 
 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT Marine is a trust created under the laws of the State of Texas. Marines
Indenture does not provide for directors or officers or the election of
directors or officers. Under the Indenture, Bank of America, N.A., serves as
Trustee. R. Ray Bell may be considered a significant employee of Marine. Mr. Bell
has been involved in the administration of Marine since its inception. He was
the chief financial officer of Marines predecessor and is 77 years old.
Since July 1, 1977, he has served as an officer and director of MPC, and will
continue to serve in such capacities until the next meeting of directors and
shareholders, respectively, of MPC or until his successors are elected and
qualified. Because Marine has no employees, it does not have a code of ethics.
Employees of the corporate trustee, Bank of America, N.A., must comply with the
banks code of ethics, a copy of which will be made available to - 10 -




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unitholders without charge, upon request by appointment at Bank of America
Plaza, 17th floor, 901 Main Street, Dallas, Texas 75202. Marine has no directors and therefore has no audit committee or audit
committee financial expert and no nominating committee. 
 ITEM 11. EXECUTIVE COMPENSATION During the fiscal year ended June 30, 2004, Marine paid or accrued fees of
$37,816 to Bank of America, N.A., as Trustee. These fees are paid in
accordance with the terms of the Indenture, as amended, governing Marine. - 11 -




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ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED UNITHOLDER MATTERS
 The following table sets forth the persons known to Marine who own
beneficially more than five percent of the outstanding units of beneficial
interest as of September 24, 2004: Amount and Nature ofName and Address
    
    Beneficial Ownership
    
    Percent of ClassPaslay Family Limited Partnership
    
    286,469 units
    
    
    14.32
    %5806 Lindenshire LaneDallas, TX 75230Robert H. Paslay (1)
    
    346,184 units
    
    
    17.3
    %1007 Gasserway Circle
Brentwood, TN 37027Patricia Martin (1)
    
    317,763 units
    
    
    15.9
    %1020 S. Ocean Blvd.
Manalapan, FL 33462
   (1)
    
    Includes the 286,469 units beneficially owned as a co-trustee of seven
trusts that serve as the general partners of the Paslay Family Limited
Partnership. There are no executive officers or directors of Marine. Bank of America,
N.A. does not beneficially own any units of beneficial interest. 
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS During the fiscal year ended June 30, 2004, there were no material
transactions or series of similar transactions, or any currently proposed
transactions or series of similar transactions, to which Marine was or is to be
a party, in which the amount involved exceeds $60,000, and in which any
executive officer or any security holder who is known by Marine, or any member
of the immediate family of any of the foregoing persons, has an interest. 
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Fees for services performed by KPMG LLP for the years ended June 30, 2004
and 2003 are: 2004
    
    2003Audit Fees
    
    $
    30,000
    
    
    $
    25,000Audit-related Fees
    
    
    
    
    
    
    Tax Fees
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    
 As referenced in Item 10 above, Marine has no audit committee, and as a
result, has no audit committee pre-approval policy with respect to fees paid to
KPMG LLP. - 12 -




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ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) Financial Statements  see Financial Statements and Supplementary
Data above. The consolidated financial statements, together with the related notes and
the report of KPMG LLP, independent registered public accounting firm, as
contained in the Form 10-K of Tidelands Royalty Trust B for its fiscal year
ended December 31, 2003 and filed with the Securities and Exchange Commission,
are hereby incorporated herein by reference for all purposes. (b) Reports on Form 8-K: None. (c) Exhibits:  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 Principal Accounting Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    Certification of the Corporate Trustee pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    Certification of the Principal Accounting Officer
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of the Corporate Trustee pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002. - 13 -




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Trustee
Marine Petroleum Trust: We have audited the accompanying consolidated balance sheets of Marine
Petroleum Trust and subsidiary as of June 30, 2004 and 2003 and the related
consolidated statements of income and undistributed income and cash flows for
each of the years in the three-year period ended June 30, 2004. These
financial statements are the responsibility of the Trusts management. Our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Marine
Petroleum Trust and subsidiary as of June 30, 2004 and 2003 and the results
of their operations and their cash flows for each of the years in the three-year
period ended June 30, 2004, in conformity with U.S. generally accepted
accounting principles. /s/ KPMG LLP Dallas, Texas
September 13, 2004 - 14 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS
June 30, 2004 and 2003 2004
    
    2003ASSETSCurrent assets:Cash and cash equivalents
    
    $
    1,202,855
    
    
    $
    1,334,059Oil and gas royalties receivable
    
    
    965,995
    
    
    
    1,169,485Receivables from affiliate
    
    
    70,419
    
    
    
    133,197State and federal taxes refundable
    
    
    578
    
    
    
    Interest receivable
    
    
    2,134
    
    
    
    5,684Total current assets
    
    
    2,241,981
    
    
    
    2,642,425Investment in U.S. Treasury and agency bonds
    
    
    304,606
    
    
    
    715,661Investment in affiliate
    
    
    367,210
    
    
    
    418,866Office equipment, at cost less accumulated depreciation
    
    
    2,400
    
    
    
    2,400Producing oil and gas properties
    
    
    7
    
    
    
    7$
    2,916,204
    
    
    $
    3,779,359LIABILITIES AND TRUST EQUITYTrust equityCorpus  authorized 2,000,000 units
of beneficial interest, issued
2,000,000 units at nominal value
    
    
    8
    
    
    
    8Undistributed income
    
    
    2,916,196
    
    
    
    3,779,351Total trust equity
    
    
    2,916,204
    
    
    
    3,779,359$
    2,916,204
    
    
    $
    3,779,359
 See accompanying notes to consolidated financial statements. - 15 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME AND UNDISTRIBUTED INCOME
Three Years Ended June 30, 2004 2004
    
    2003
    
    2002Income:Oil and gas royalties
    
    $
    4,311,533
    
    
    $
    4,909,013
    
    
    $
    4,771,818Equity in earnings of affiliate
    
    
    287,991
    
    
    
    439,698
    
    
    
    234,945Interest income
    
    
    23,646
    
    
    
    34,918
    
    
    
    52,2624,623,170
    
    
    
    5,383,629
    
    
    
    5,059,025Expenses:General and administrative
    
    
    226,854
    
    
    
    217,953
    
    
    
    230,613Income before Federal income taxes
    
    
    4,396,316
    
    
    
    5,165,676
    
    
    
    4,828,412Federal income taxes of subsidiary
    
    
    
    
    
    
    7,000
    
    
    
    (19,073
    )Net income
    
    
    4,396,316
    
    
    
    5,158,676
    
    
    
    4,847,485Undistributed income at beginning of year
    
    
    3,779,351
    
    
    
    3,098,183
    
    
    
    3,855,6838,175,667
    
    
    
    8,256,859
    
    
    
    8,703,168Distributions to unitholders
    
    
    5,259,471
    
    
    
    4,477,508
    
    
    
    5,604,985Undistributed income at end of year
    
    $
    2,916,196
    
    
    $
    3,779,351
    
    
    $
    3,098,183Net income per unit
    
    $
    2.20
    
    
    $
    2.58
    
    
    $
    2.42Distributions per unit
    
    $
    2.63
    
    
    $
    2.24
    
    
    $
    2.80
 See accompanying notes to consolidated financial statements. - 16 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Years Ended June 30, 2004 2004
    
    2003
    
    2002Cash flows from operating activities:Net income
    
    $
    4,396,316
    
    
    $
    5,158,676
    
    
    $
    4,847,485Adjustments to reconcile net income to net cash
provided by operating activities:Equity in undistributed earnings of affiliate
    
    
    51,656
    
    
    
    (70,838
    )
    
    
    (9,240
    )Amortization of premium
    
    
    12,104
    
    
    
    13,517
    
    
    
    Change in assets and liabilities:Oil and gas royalties receivable
    
    
    203,490
    
    
    
    (143,344
    )
    
    
    (171,912
    )Receivables from affiliate
    
    
    62,778
    
    
    
    (78,488
    )
    
    
    110,507State & federal taxes refundable
    
    
    (578
    )
    
    
    15,930
    
    
    
    (15,930
    )Interest receivable
    
    
    3,550
    
    
    
    (1,444
    )
    
    
    (4,240
    )Accounts payable
    
    
    
    
    
    
    
    
    
    
    Income taxes payable
    
    
    
    
    
    
    
    
    
    
    (18,343
    )Net cash provided by operating activities
    
    
    4,729,316
    
    
    
    4,894,009
    
    
    
    4,738,327Cash flows from investing activities Investment in U.S. Treasury and agency bonds
    
    
    (201,049
    )
    
    
    (203,385
    )
    
    
    (725,793
    )Proceeds from sale of U.S. agency bonds
    
    
    600,000
    
    
    
    200,000
    
    
    
    Purchase of office equipment
    
    
    
    
    
    
    
    
    
    
    (1,845
    )Net cash provided by (used in) investing activities
    
    
    398,951
    
    
    
    (3,385
    )
    
    
    (727,638
    )Cash flows used in financing activities  distributions
to unitholders
    
    
    (5,259,471
    )
    
    
    (4,477,508
    )
    
    
    (5,604,985
    )Net increase (decrease) in cash and cash equivalents
    
    
    (131,204
    )
    
    
    413,116
    
    
    
    (1,594,296
    )Cash and cash equivalents at beginning of period
    
    
    1,334,059
    
    
    
    920,943
    
    
    
    2,515,239Cash and cash equivalents at end of period
    
    $
    1,202,855
    
    
    $
    1,334,059
    
    
    $
    920,943
 See accompanying notes to consolidated financial statements. - 17 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Years Ended June 30, 2004 (1) Summary of Significant Accounting Policies (a) General The Marine Petroleum Trust (Marine) was established on June 1, 1956 with
the transfer of property to Marine consisting of certain contract rights, units
of beneficial interest and common stock in exchange for units of beneficial
interest in Marine. The contract rights entitled Marine to receive a .0075
overriding royalty interest in oil, natural gas and other mineral leasehold
interests acquired by Gulf Oil Corporation, now Chevron U.S.A., Inc.
(Chevron), a subsidiary of ChevronTexaco Corporation, in certain areas of the Gulf
of Mexico prior to January 1, 1980. Marine must distribute all income, after paying its liabilities and
obligations, to the unitholders during the months of March, June, September and
December each year. Marine and its subsidiary cannot engage in a trade or
business. Funds held by the subsidiary pending distribution to Marine are
invested in U.S. Treasury and agency bonds. A Louisiana trust can only exist for a short period of time; therefore,
the unitholders assigned their contract rights off-shore of Louisiana to Marine
Petroleum Corporation, a wholly-owned subsidiary of Marine, (MPC) reserving a
98% net profits interest to themselves. The net profits interest contract was
transferred to Marine along with the other properties. Marine is authorized to
pay expenses of MPC should it be necessary. Marine is to continue until June 1, 2021, or until such later date as
holders of the units owning a majority of the outstanding units may designate,
but in any event, not more than 20 years from such designation. However, the
unitholders owning eighty percent (80%) of the outstanding units may terminate
the trust on any date. (b) Principles of Consolidation The consolidated financial statements include Marine and its wholly-owned
subsidiary, MPC. All material intercompany accounts and transactions have been
eliminated in consolidation. (c) Producing Oil and Gas Properties At the time Marine was established, no determinable market value was
available for the assets transferred to Marine; consequently, nominal values
were assigned. Accordingly, no allowance for depletion has been computed. All income from oil and natural gas royalties relate to proved developed
oil and natural gas reserves. (d) Undistributed Income Marines indenture agreement provides that the corporate trustee is to
distribute all cash in the trust, less an amount reserved for the payment of
accrued liabilities and estimated future expenses, to unitholders of record on
the 28th day of March, June, September and December of each year. If the 28th
falls on a Saturday, Sunday or legal holiday, the distribution is payable on
the immediately preceding business day. Undistributed income includes $932,472
and $1,004,053 applicable to MPC at June 30, 2004 and 2003, respectively. (e) Federal Income Taxes No provision has been made for Federal income taxes on Marines income
since such taxes are the liability of the unitholders. - 18 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Three Years Ended June 30, 2003 Income Taxes Federal income taxes have been provided on the income of MPC, excluding
the 98% net profits interest to be distributed to Marine and deducting
statutory depletion. MPC uses the cash method of reporting for federal income
taxes. At June 30, 2004 and 2003, deferred tax assets and liabilities were as
follows: June 30, 2004
    
    June 30, 2003Deferred tax assetsNet operating loss
carryforward
    
    $
    4,000
    
    
    $
    3,400Deferred tax liabilitiesIncome not yet recognized for income taxes
    
    
    (4,000
    )
    
    
    (3,400
    )Net deferred tax
liability
    
    $
    
    
    
    $
    
 MPC had a net operating loss carryforward of approximately $27,000 at June
30, 2004, which does not expire until 2024. The primary difference between the effective tax rate of the Trust and the
statutory tax rate is the fact that only MPC income, excluding the 98% net
profits interest, is subject to federal income tax. (f) Credit Risk Concentration and Cash Equivalents Financial instruments which potentially subject Marine and MPC to
concentrations of credit risk are primarily investments in cash equivalents,
U.S. Treasury and agency bonds and receivables. Marine and MPC place their
cash investments with financial institutions or companies that management
considers credit worthy and limit the amount of credit exposure from any one
financial institution or company. Marine has not experienced significant
problems collecting its receivables in the past. Marine and MPC had cash equivalents and investments in U.S. Treasury and
agency bonds of $1,507,461 and $2,049,720 at June 30, 2004 and 2003,
respectively, which consisted of money market accounts, U.S. Treasury and
agency bonds, and money market mutual funds. For purposes of the statements of
cash flows, Marine considers all investments with initial maturities of three
months or less to be cash equivalents. (g) Statements of Cash Flows MPC made no Federal income tax payments in the year ended June 30, 2004
and 2003 and made payments of $15,200 during the year ended June 30, 2002. (h) Fair Value of Financial Instruments Marine and MPC define the fair value of a financial instrument as the
amount at which the instrument could be exchanged in a current transaction
between willing parties. The carrying value of cash equivalents, oil and
natural gas royalties receivable, receivables from affiliates, accounts
payable, and taxes payable approximate fair value because of the short
maturities of those instruments. U.S. Treasury and agency bonds held to maturity are valued at amortized
cost. - 19 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Three Years Ended June 30, 2004 (i) Use of Estimates Management of Marine and MPC has made a number of estimates and
assumptions relating to the reporting of assets and liabilities and the
disclosure of contingent assets and liabilities to prepare these financial
statements in conformity with generally accepted accounting principles. Actual
results could differ from those estimates. (j) Income Per Unit Income per unit is calculated by dividing net income by the weighted
average number of units of beneficial interest outstanding during the period. (k) Significant Royalty Sources Royalty revenue received by Marine from producers is summarized as
follows: 2004
    
    2003
    
    2002Chevron/Texaco
    
    
    72
    %
    
    
    72
    %
    
    
    79
    %BP America/Amoco
    
    
    7
    %
    
    
    8
    %
    
    
    3
    %Century Exploration Company
    
    
    6
    %
    
    
    6
    %
    
    
    5
    %Devon f/k/a Pennzenergy
    
    
    4
    %
    
    
    4
    %
    
    
    4
    %Others
    
    
    11
    %
    
    
    10
    %
    
    
    9
    %100
    %
    
    
    100
    %
    
    
    100
    %
 (2) Investment in and Receivables from Affiliate  Tidelands Royalty Trust B At June 30, 2004 and 2003, Marine owned 32.63% of the outstanding units of
interest in Tidelands Royalty Trust B (Tidelands). The 452,366 units owned
by Marine had a quoted market value of $3,618,928 and $3,008,234 at June 30,
2004 and 2003, respectively. Marine and Tidelands share certain common costs which are allocated based
on their respective net revenues. The investment in affiliate is accounted for by the equity method. The
following summarizes changes in this account for 2004 and 2003. 2004
    
    2003Balance at beginning of
year
    
    $
    418,866
    
    
    $
    348,028Equity in earnings of
affiliate
    
    
    287,991
    
    
    
    439,698Distribution of
earnings
    
    
    (339,647
    )
    
    
    (368,860
    )Balance at end of
year
    
    $
    367,210
    
    
    $
    418,866
 At June 30, 2004 and 2003, receivables from affiliate includes $70,419 and
$133,197, respectively, of income distributable to Marine as a Tidelands
unitholder. - 20 -




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MARINE PETROLEUM TRUST AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Three Years Ended June 30, 2004 The following summary financial statements have been derived from the
unaudited consolidated financial statements of Tidelands. BALANCE SHEETS Assets June 30,2004
    
    2003Cash and cash
equivalents
    
    $
    888,617
    
    
    $
    819,015Oil and gas royalties
receivable
    
    
    147,826
    
    
    
    263,117Other
    
    
    307,212
    
    
    
    737,552$
    1,343,655
    
    
    $
    1,819,684
 Liabilities and Trust Equity 2004
    
    2003Liabilities (including $215,056 and $404,425 payable to
unitholders in 2003 and 2002,
respectively)
    
    $
    218,258
    
    
    $
    535,975Corpus
    
    
    2
    
    
    
    2Undistributed
income
    
    
    1,125,395
    
    
    
    1,283,707$
    1,343,655
    
    
    $
    1,819,684
 Statements of Income Year ended June 30,2004
    
    2003
    
    2002Income
    
    $
    996,249
    
    
    $
    1,507,043
    
    
    $
    825,751Expenses
    
    
    109,007
    
    
    
    159,391
    
    
    
    101,380Income before
Federal income
taxes
    
    
    887,242
    
    
    
    1,347,652
    
    
    
    724,371Federal income taxes
of Tidelands
subsidiary
    
    
    4,630
    
    
    
    100
    
    
    
    4,329Net
income
    
    $
    882,612
    
    
    $
    1,347,552
    
    
    $
    720,042
 Tidelands is a registrant with the Securities and Exchange Commission and
has filed a Form 10-K as of December 31, 2003. - 21 -




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##### Table of Contents



MARINE PETROLEUM TRUST AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Three Years Ended June 30, 2004 (3) Summary of Quarterly Financial Data (Unaudited) The following quarterly financial information for fiscal year 2004 and
2003 is unaudited; however, in the opinion of management, all adjustments
necessary to a fair statement of the results of operations for the interim
period have been included. Oil and gas
    
    
    
    
    
    Net
    
    Net incomeroyalties
    
    Expenses
    
    income
    
    per unitQuarter ended:September 30, 2003
    
    $
    1,175,076
    
    
    
    41,664
    
    
    
    1,197,622
    
    
    
    .60December 31, 2003
    
    
    1,342,186
    
    
    
    72,000
    
    
    
    1,386,302
    
    
    
    .69March 31,
2004
    
    
    609,111
    
    
    
    68,524
    
    
    
    615,061
    
    
    
    .31June 30, 2004
    
    
    1,185,160
    
    
    
    44,666
    
    
    
    1,197,331
    
    
    
    .60$
    4,311,533
    
    
    
    226,854
    
    
    
    4,396,316
    
    
    
    2.20Quarter ended:September 30, 2002
    
    $
    1,051,410
    
    
    
    37,010
    
    
    
    1,106,163
    
    
    
    .55December 31, 2002
    
    
    1,182,355
    
    
    
    61,658
    
    
    
    1,166,008
    
    
    
    .58March 31,
2003
    
    
    1,139,533
    
    
    
    64,131
    
    
    
    1,293,242
    
    
    
    .65June 30,
2003
    
    
    1,535,715
    
    
    
    55,154
    
    
    
    1,593,263
    
    
    
    .80$
    4,909,013
    
    
    
    217,953
    
    
    
    5,158,676
    
    
    
    2.58
 (4) Supplemental Information Relating to Oil and Gas Reserves (Unaudited) Oil and natural gas reserve information relating to Marines and
Tidelands royalty interests is not presented because such information is not
available to Marine or Tidelands. Marines share of oil and natural gas
produced for its royalty interests and Marines equity in oil and natural gas
produced for Tidelands royalty interests were as follows: 2004
    
    2003
    
    2002Marine:Oil
(barrels)
    
    
    62,158
    
    
    
    89,792
    
    
    
    113,424Gas
(mcf)
    
    
    474,871
    
    
    
    585,732
    
    
    
    749,771Tidelands:Oil
(barrels)
    
    
    2,524
    
    
    
    2,892
    
    
    
    2,877Gas
(mcf)
    
    
    38,415
    
    
    
    84,726
    
    
    
    61,242
 - 22 -




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##### Table of Contents



SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. MARINE PETROLEUM TRUST(Registrant)By:
    
    BANK OF AMERICA, N.A.in its capacity as trustee of
Marine Petroleum Trust and not
in its individual capacity or otherwiseDate: September 24, 2004
    
    
    
    
    
    
    
    By:
    
    /s/ RON E. HOOPERRon E. HooperSenior Vice President
 Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated. BANK OF AMERICA, N.A.in its capacity as trustee of Marine
Petroleum Trust and not in its
individual capacity or otherwiseDated: September 24, 2004
    
    
    
    By:
    
    /s/ RON E. HOOPERRon E. HooperSenior Vice PresidentDated: September 24, 2004
    
    
    
    By:
    
    /s/ R. RAY BELLR. Ray BellPrincipal Accounting Officer
 - 23 -