##### Table of Contents





SECURITIES AND EXCHANGE
    COMMISSION
 Washington, D.C.
    20549
      FORM 10-K
      (Mark One)
 þ
    ANNUAL REPORT PURSUANT TO
    SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF
    1934  For the Fiscal Year ended December 31,
    2009
  OR
  o
    TRANSITION REPORT PURSUANT TO
    SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF
    1934  Commission File
    Number: 1-8518
 LL&E ROYALTY
    TRUST
 (Exact name of registrant as
    specified in its charter)
  Texas(State or other jurisdiction
    of incorporation or organization)

76-6007940(I.R.S. Employer Identification
    No.)The Bank of New York Mellon Trust Company, N.A.,
    Trustee
    Global Corporate Trust
    919 Congress Avenue
    Austin, Texas(Address of principal executive
    offices)

78701(Zip
    Code)   Registrants telephone number, including area code:
    1-800-852-1422
 Securities registered pursuant to Section 12(b) of the
    Act:
  Name of Each ExchangeTitle of Each Class

On Which RegisteredUnits of Beneficial Interest

New York Stock Exchange (through November 19, 2009)   Securities registered pursuant to Section 12(g) of the
    Act: Units of Beneficial Interest
  o þ
  o þ
  o þ
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer o
    Non-accelerated
    filer o
    Smaller
    reporting
    company þ   Rule 12b-2 o þ
      Documents
    Incorporated by Reference: None




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##### Table of Contents



TABLE OF
    CONTENTS
   
 PagenumberPART IITEM  1   Business


1Introduction


1Terms and Operation of the Trust


2Creation and Operation of the Trust


2Termination of the Trust


2Timing of Liquidation


4Assets and Liabilities in the Process of
    Liquidation


7Terms of the Conveyances


8The Partnership


9Receipts and Payments


10Liabilities and Contingency Reserves


10The Royalties


11Overriding Royalties


11Fee Lands Royalties


13Analysis of the Working Interest Owners
    Calculation of the Royalties


13The Units


14Distributions and Income Computations


14Transfer of Units


15Periodic Reports


15Possible Requirement That Units Be Divested


15Liability of Unit holders


16Voting by Unit holders


17Certain State Law Considerations


17The Properties


17General


17Description of Productive Properties


18Description of the Fee Lands


19Oil and Gas Sales from the Productive
    Properties


19Oil Sales


19Gas and Liquids Sales


19Exploration and Development Activities


20Productive Properties


20Fee LandsEstimates of Petroleum Engineers


21September 30, 2009 Estimates


21Certain Factors Affecting Estimates


21Industry Conditions and Regulation


22Industry Conditions


22Regulation


23Tax Considerations to Owners of Units


23Federal Income Tax Considerations


23Reporting Requirements for Widely-Held Fixed
    Investment Trusts


30Available Trust Tax Information


30IDC Recapture Income to the Company on
    Distribution


31Backup Withholding


31Information Return Filing Requirements


32




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PagenumberState Tax Considerations


32Severance Taxes


34Ad Valorem Taxes


34Available Information


34ITEM  1A  Risk Factors


35ITEM  1B  Unresolved Staff
    Comments


39ITEM  2   Properties


39ITEM  3   Legal
    Proceedings


39ITEM  4   Removed and
    Reserved


39PART IIITEM  5   Market for
    Registrants Common Equity, Related Unit holder Matters and
    Issuer Purchases of Equity Securities


39ITEM  6   Selected
    Financial Data


39ITEM  7  
    Managements Discussion and Analysis of Financial Condition
    and Results of Operations


40ITEM  7A  Quantitative and
    Qualitative Disclosures about Market Risk


51ITEM  8   Financial
    Statements and Supplementary Data


52ITEM  9   Changes in
    and Disagreements with Accountants on Accounting and Financial
    Disclosure


69ITEM  9A  Controls and
    Procedures


69ITEM  9B  Other
    Information


70PART IIIITEM  10   Directors,
    Executive Officers of the Registrant and Corporate Governance


70ITEM  11   Executive
    Compensation


70ITEM  12   Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters


70ITEM  13   Certain
    Relationships and Related Transactions, and Director
    Independence


71ITEM  14   Principal
    Accounting Fees and Services


72PART IVITEM  15   Exhibits,
    Financial Statement Schedules


72SIGNATURE


73EX-31EX-32    Form 10-K, Form 10-K,




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Special
    Note
  Form 10-K Form 10-Q Form 10-K




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##### Table of Contents



PART I  Item 1.
    Business INTRODUCTION  1-800-852-1422.
        Form 10-K
   1




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TERMS AND
    OPERATION OF THE TRUST Creation
    and Operation of the Trust  Form 10-K,
       Termination
    of the Trust       2




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3




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Timing of
    Liquidation    Status of
    Sale Efforts and Litigation
   4




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and/or
      10-K,
     5




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Trust Agreement
    Requirement to Publicly Auction Trust Assets
      Terms of
    Bank Advance
    Potential
    Replacement of Trustee
    Status of
    Review of Jay Field Royalty Computations
     6




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Assets
    and Liabilities in the Process of Liquidation    ASSETS

December 31, 2009Cash

$
3,741Net overriding royalty interests in oil and gas properties and
    3% royalty interests in fee lands


297,941Net assets in process of liquidation

$
301,682     
    The Trusts estimated share of oil and gas reserve volumes
    at December 31, 2009, were derived from a reserve report
    prepared by Miller and Lents dated May 24, 2011, for the
    production period ending September 30, 2009, a copy of
    which is attached as Appendix A to this Report on
    Form 10-K.
    The estimated fair value at December 31, 2009 does not
    include any amounts related to the South Pass 89 or Offshore
    Louisiana properties. The estimated share for these properties
    is not economical.
    Forward strip commodity prices on December 31, 2009.
    Discount rate of 10%.
    Future income taxes were not taken into account.      Form 10-Ks Form 10-Ks.
    Delisting
    of Trust Units
   7




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Over-The-Counter
 Terms of
    the Conveyances  Form 10-K.
       8




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Form 10-K,
         The
    Partnership   9




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Receipts
    and Payments   Liabilities
    and Contingency Reserves       10




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THE
    ROYALTIES  Form 10-K.
 Overriding
    Royalties  Property-by-Property
   11




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12




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Sale of
    the Fee Lands Royalties   Analysis
    of the Working Interest Owners Calculation of the
    Royalties (2009)    Quarter
    ended December 31, 2009
  South


OffshoreJay Field


Pass 89


Louisiana


TotalRevenues:Liquids

$



$
805,683


$
259,488


$
1,065,171Natural gas










292,787



292,787$



$
805,683


$
552,275


$
1,357,958Amounts withheld in escrow(3)






(805,683
)


(552,275
)


(1,357,958
)Production costs and expenses(1)


(836,476
)


(373,517
)


(493,596
)


(1,703,589
)Capital expenditures


(126,904
)










(126,904
)Net Proceeds

$
(963,380
)

$
(373,517
)

$
(493,596
)

$
(1,830,493
)Overriding Royalties paid to the Trust(2)

$



$



$



$
Fee Lands Royalties














13,087Royalties paid to the Trust (Royalty revenue)













$
13,087  13




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##### Table of Contents



Year
    ended December 31, 2009
  South


OffshoreJay Field


Pass 89


Louisiana


TotalRevenues:Liquids

$



$
2,135,119


$
1,203,757


$
3,338,876Oil


6,189,868











6,189,868Natural gas






(16,575
)


760,299



743,724Other










1,275,000



1,275,000$
6,189,868


$
2,118,544


$
3,239,056


$
11,547,468Amounts withheld in escrow(3)






(805,683
)


(3,239,056
)


(4,044,739
)Production costs and expenses(1)


(9,142,836
)


(1,075,355
)


(900,418
)


(11,118,609
)Insurance recovery proceeds






927,814



9,113,272



10,041,086Capital expenditures


(4,601,732
)


(7,941
)


(246,840
)


(4,856,513
)Net Proceeds

$
(7,554,700
)

$
1,157,379


$
7,966,014


$
1,568,693Overriding Royalties paid to the Trust(2)

$



$
737,199


$



$
737,199Fee Lands Royalties














70,905Royalties paid to the Trust (Royalty revenue)













$
808,104     (1)
    
    Interest earned on funds escrowed for estimated future
    dismantlement costs are reported as a reduction of production
    costs and expenses. Interest earned on all properties for the
    2009 Fourth Quarter and Twelve Months ending December 31,
    2009 was $115,428 and $544,921, respectively. Pursuant to the
    terms of the Trust Conveyances, interest earned on the
    escrowed funds for any month will be calculated at an interest
    rate equal to 80% of the median between the Prime Rate at the
    end of such month and the Prime Rate at the end of the preceding
    month.Processing fees earned on the South Pass 89 properties are shown
    as a reduction of production costs and expenses. For the 2009
    Fourth Quarter, South Pass 89 property processing fees totaled
    $0. For the Twelve Months ending December 31, 2009, South
    Pass 89 processing fees earned were $42,802.(2)
    
    As a result of excess production costs incurred in one monthly
    operating period and then recovered in a subsequent monthly
    operating period(s), the Overriding Royalties paid to the Trust
    may not agree to the Trusts royalty interest in the Net
    Proceeds.(3)
    
    The working interest owner is routinely subject to joint
    interest audits of the royalty interest computations. Given
    such, the referenced amounts withheld in escrow are for royalty
    computation purposes and do not reflect subsequent audit
    adjustments to escrow balances; subsequent escrow audit
    adjustments have no effect on royalty payments already made. THE
    UNITS Distributions
    and Income Computations   14




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Transfer
    of Units   Periodic
    Reports     Possible
    Requirement That Units Be Divested   15




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30-day over-the-counter 30-day
     Liability
    of Unit Holders   16




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Voting by
    Unit Holders     Certain
    State Law Considerations   THE
    PROPERTIES General  Form 10-K
   17




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Description
    of Productive Properties    ProductiveProperty and Year









Productive Wells(1)in Which



Acres


Oil


GasProduction Commenced

Location

Gross


Net


Gross


Net


Gross


NetJay Field (1970)(2)

Onshore


184,472
(3)


62,150
(3)


17



5.73



1



.34Alabamaand FloridaSouth Pass 89 (1982)

Offshore


5,000



1,250



2



0.50



0.00



0.00LouisianaOffshore Louisiana (1968)(4)

Offshore


10,000



1,625



6



0.75



9



1.55Louisiana


199,472



65,025



25



6.98



10



1.89Louisiana     (1)
    
    Represent producing wells and wells capable of production. Net
    wells reflect the Working Interest Owners working
    interest. Gross and net wells exclude injection wells.(2)
    
    Includes interests in 23 leases which are a part of the Jay
    Field Unit created by a unit agreement originally among
    ExxonMobil (as operator) and others. The Jay Field is made up of
    177 different tracts of land. Portions of certain leases are
    located outside of the Jay Field Unit. The Overriding Royalties
    from the Jay Field burden only the portions of such leases
    included within the Jay Field Unit and owned by the Working
    Interest Owner as of June 28, 1983. In addition, certain
    minor interests of the Company in the Jay Field were not
    included in the Jay Field Productive Property. The information
    in the table above relates only to the portion of the Jay Field
    included in the Jay Field Productive Property. All right, title
    and interest of the Company in the Jay Field Productive Property
    was assigned to the following entities in the following
    undivided percentages on December 21, 2006, effective as of
    September 1, 2006:  Percentage ofthe WorkingInterest OwnedDesignation

by the OperatorsBlack Diamond Resources


3.9080
%QAB Carried WI, LP


1.6248
%QAC Carried WI, LP


2.8844
%Quantum Resources A1, LP


91.5828
%   Quantum Resources Management, LLC (Quantum) manages
    the Jay Field working interest on behalf of the above listed
    assignees. The Company will continue to account for and report
    on the remainder of the Properties other than the Jay Field
    Productive Properties.(3)
    
    Gross acres reflect aggregate porosity
    acre-feet in
    producing formations in the Jay Field, and net acres reflect the
    Working Interest Owners ownership interest in the
    producing formations as determined volumetrically for purposes
    of the unit agreement relating to the Jay Field. 18




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##### Table of Contents



(4)
    
    Includes four federal leases or federal units (as applicable)
    with designations, initial production dates and percentage
    ownership of the Working Interest Owner as follows:  Percentage ofthe WorkingDesignation and Initial

Interest OwnedProduction Date

by the OperatorsEast Cameron 195 Unit (1971)


33.33
%East Cameron 336, South Addition (1983)


20
%Eugene Island 261 (1979)


20
%South Marsh Island 76, South Addition (1968)


25
%Vermilion 331, South Addition (1977)


12.5
%    Description
    of the Fee Lands   OIL AND
    GAS SALES FROM THE PRODUCTIVE PROPERTIES   Oil
    Sales   Gas and
    Liquids Sales       19




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EXPLORATION
    AND DEVELOPMENT ACTIVITIES Productive
    Properties    Net WellsOil

Gas

Dry2007Exploratory










Development










2008Exploratory










Development










2009Exploratory










Development










     Jay
    Field
    South
    Pass 89
   20




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Offshore
    Louisiana
   ESTIMATES
    OF PETROLEUM ENGINEERS September 30,
    2009 Estimates      Net Proved Imputed Reserves and RevenuesCrude Oil,








Net RevenuesCondensate, and


Natural


Future Net


Discounted at 10%Natural Gas Liquids


Gas,


Revenues,


Per Year,Reserve Category

MBbls.


MMcf


M$


M$Proved Developed


2.4



31.1



262.8



202.2Proved Undeveloped














Total Proved


2.4



31.1



262.8



202.2    Certain
    Factors Affecting Estimates     21




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Form 10-K.
  Extraction
    Activities  Oil and Gas
 INDUSTRY
    CONDITIONS AND REGULATION Industry
    Conditions   22




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Regulation   TAX
    CONSIDERATIONS TO OWNERS OF UNITS Federal
    Income Tax Considerations  Introduction
    All Unit
    holders are urged to consult their own tax advisors regarding
    the effects on their personal tax situations of acquiring,
    owning, and disposing of Units.
  Rulings
    and Tax Opinion Regarding Distribution
               23




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Tax
    Consequences of Owning Units
      General Features of Grantor
    Trust Taxation.
 24




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##### Table of Contents



General Features of Partnership Taxation.
  i.e.
    Depletion Deductions.
       25




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##### Table of Contents



Trust Administrative Expenses.
  Classification of Trust Income.
    Alternative Minimum Tax for Corporations.
  Alternative Minimum Tax for Noncorporate
    Taxpayers.
    Abandonment Losses.
 26




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##### Table of Contents



Taxation of Nonresident Foreign Unit
    holders.
  Form W-8ECI, Regulation Section 1.1441-4). Form W-
           27




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Sale of Units.
         28




---



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Reports.
  Audit of Partnership and
    Trust Returns.
    Accounting for Income and Deductions.
       29




---



##### Table of Contents



Related Tax Effects on Unit holders.
   Reporting
    Requirements for Widely-Held Fixed Investment Trusts  1-800-852-1422,
 Available
    Trust Tax Information   30




---



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Other Possible Penalties.
 IDC
    Recapture Income to the Company on Distribution     Backup
    Withholding      Nominee Reporting Requirements.
 31




---



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Information
    Return Filing Requirements      State Tax
    Considerations
    Louisiana
     32




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Florida
           33




---



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Alabama
        paid-in-capital,
 Severance
    Taxes   Ad
    Valorem Taxes   AVAILABLE
    INFORMATION  www.businesswire.com/cnn/lrt.htm
 34




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##### Table of Contents



http:www.sec.gov
  Item 1A.
    Risk
    Factors  Form 10-K
  The
    Trust terminated as of December 31, 2007 and is required to
    sell its assets and liquidate.
    The
    amount the Trust may receive for the sale of the Trusts
    assets may be substantially decreased if the Beckett lawsuit is
    not dismissed.
      The
    Beckett lawsuit may prevent the sale of the Trusts
    assets.
    Any
    further delays caused by the Beckett lawsuit will continue to
    increase the Trusts administrative expenses and decrease
    or eliminate any possible distributions to Unit
    holders.
    The
    Trust may be liquidated in an insolvency
    proceeding.
    Because
    the Trust did not sell its assets by December 31, 2010, the
    Trustee is required to sell the assets in a public
    auction.
   35




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The
    Trust will incur expenses in connection with the sale of its
    assets and liquidation.
    The
    market prices for oil and gas may not increase and may decline
    prior to the time the Trust is able to sell its
    assets.
  and/or
  Natural
    gas and oil prices fluctuate due to a number of factors, and
    lower prices will reduce the market value of the Trusts
    assets.
  month-to-month
  
    U.S. and worldwide economic conditions and expectations
    regarding future conditions and supply and demand;
    political conditions worldwide, in particular political
    disruption, war or other armed conflicts in oil producing
    regions;
    weather conditions;
    the supply and price of foreign natural gas and oil;
    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
    effects of the Working Interest Owners substantial work in
    the Jay Field may have a material effect on the value of the
    Trusts interest in the Jay Field.
   36




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Damage
    from Hurricanes Katrina and Rita has had a material adverse
    effect on the value of the Trusts assets.
    Pending
    litigation against the Working Interest Owner could adversely
    impact the value of the Trusts assets.
      Increased
    production and development costs for the Overriding Royalties
    will decrease the value of the Trusts
    assets.
    Trust
    reserve estimates depend on many assumptions that may prove to
    be inaccurate, which could cause both estimated reserves and
    estimated future revenues to be too high.
    
    historical production from the area compared with production
    rates from similar producing areas;
    the assumed effect of governmental regulation; and
    assumptions about future commodity prices, production and
    development costs, severance and excise taxes, and capital
    expenditures.     37




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Operating
    risks can adversely affect the value of the Trusts
    assets.
    Trust Unit
    holders and the Trustee have no control or influence over the
    operation or development of the Properties.
    The
    Trust is dependent upon the Working Interest Owners to calculate
    the Royalties payable to the Trust.
    The
    operator may abandon any property, terminating the related
    Overriding Royalties.
    Unit
    holders have limited voting rights.
    Unit
    holders have limited ability to enforce the Trusts rights
    against the current or future owners of the
    Properties.
   38




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##### Table of Contents



Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties    Item 3.
    Legal
    Proceedings  and/or
  Item 4.
    Removed
    and Reserved PART II  Item 5.
    Market
    for the Registrants Common Equity, Related Unit holder
    Matters and Issuer Purchases of Equity Securities  over-the-counter
  2009 Quarter Ended

2008 Quarter EndedMarch 31

June 30

Sept. 30

Dec. 31

March 31

June 30

Sept. 30

Dec. 31Units of Beneficial Interest:High sales price

$
.65


$
.68


$
.95


$
.84


$
2.20


$
2.60


$
2.25


$
1.71Low sales price


.37



.41



.47



.55



1.73



1.88



1.58



0.49Distributions per Unit

$
0.0000


$
0.0000


$
0.0000


$
.0000


$
0.0000


$
0.0000


$
0.0000


$
.0000       Item 6.
    Selected
    Financial Data  Form 10-K.
 39




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##### Table of Contents



Years Ended December 31,2009

2008

2007

2006

2005Revenues

$
1,308,276


$
678,528


$
1,965,473


$
3,068,638


$
7,354,827Cash earnings


(3,679
)


(331,921
)


634,378



2,094,226



6,586,512Cash distributions to Unit holders










1,150,481



1,831,080



6,002,945Cash distributions per Unit

$



$



$
0.0606


$
0.0964


$
0.3161Trust Corpus

$
3,741


$
62


$
2,037,083


$
2,616,186


$
2,393,340   Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Critical
    Accounting Policies
      out-of-pocket
          Liquidity
    and Capital Resources
    Form 10-K
 40




---



##### Table of Contents



Form 10-Q
             41




---



##### Table of Contents



Recent
    Developments
  Termination
    of the Trust
       42




---



##### Table of Contents



43




---



##### Table of Contents



Timing
    of Liquidation
    Status
    of Sale Efforts and Litigation
    and/or
     44




---



##### Table of Contents



10-K,
      Trust Agreement
    Requirement to Publicly Auction Trust Assets
      Terms of
    Bank Advance
    Status
    of Review of Jay Field Royalty Computations
   45




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##### Table of Contents



Quantum
    Decision to Escrow or Otherwise Withhold Funds for Estimated
    Future Abandonment and Related Costs
          Hurricane
    Damages
   46




---



##### Table of Contents



Form 10-K
  South
    Pass 89
    Offshore
    Louisiana Properties:
  East
    Cameron 336
  rd
  East
    Cameron 195
    South
    Marsh Island 76
    Eugene
    Island 261
   47




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##### Table of Contents



Vermillion
    331
    Jay
    Field
    Other
       48




---



##### Table of Contents



Results
    of Operations
  Years Ended December 31,2009


2008


2007Royalty revenues

$
808,104


$
678,528


$
1,965,473Proceeds from the sale of Royalty properties


500,172







Trust administrative expenses


(1,304,597
)


(1,010,449
)


(1,331,095
)Cash earnings

$
3,679


$
(331,921
)

$
634,378Changes in undistributed cash


(3,679
)


331,921



516,103Cash distributions

$



$



$
1,150,481Cash distributions per unit

$
0.0000


$
0.0000


$
0.0606Units outstanding


18,991,304



18,991,304



18,991,304           Years Ended December 31,2009


2008


2007Net Proceeds:Revenues

$
11,547,466


$
52,452,108


$
29,574,488Amounts withheld in escrow


(4,044,739
)


(11,527,054
)


(7,973,453
)Production costs and expenses


(11,118,607
)


(32,635,590
)


(27,468,852
)Insurance recovery proceeds


10,041,086







Capital expenditures


(4,856,513
)


(15,922,161
)


(2,417,881
)Net Proceeds

$
1,568,693


$
(7,632,697
)

$
(8,285,698
)Royalties paid to the Trust:Overriding Royalties

$
737,199


$
37,239


$
1,566,221Fee Lands Royalties


70,905



204,741



399,252Other Proceeds paid to the Trust






436,548



Royalties paid to the Trust (Royalty revenues)

$
808,104


$
678,528


$
1,965,473  49




---



##### Table of Contents



OffshoreJay Field


South Pass 89


Louisiana


TotalYear Ended December 31, 2008Oil & Condensate (MBbls)














Gas (Mcf)














Year Ended December 31, 2009Oil & Condensate (MBbls)














Gas (Mcf)














                50




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Item 7A.
    Quantitative
    and Qualitative Disclosures about Market Risk  month-to-month
  
    political conditions worldwide, in particular political
    disruption, war or other armed conflict oil producing regions;
    worldwide economic conditions;
    weather conditions;
    the supply and price of foreign 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.   51




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##### Table of Contents



Item 8.
    Financial
    Statements and Supplementary Data  LL&E
    ROYALTY TRUST
 STATEMENTS
    OF CASH EARNINGS AND DISTRIBUTIONSYears Ended December 31, 2009, 2008 and
    2007 2009


2008


2007Royalty revenues

$
808,104


$
678,528


$
1,965,473Proceeds from the sale of Royalty properties


500,172







Trust administrative expenses


(1,304,597
)


(1,010,449
)


(1,331,095
)Cash earnings

$
3,679


$
(331,921
)

$
634,378Changes in undistributed cash


(3,679
)


331,921



516,103Cash distributions

$



$



$
1,150,481Cash distributions per unit

$
0.0000


$
0.0000


$
0.0606Units outstanding


18,991,304



18,991,304



18,991,304  STATEMENTS
    OF ASSETS, LIABILITIES AND TRUST CORPUS  December 31,
    2009 and 2008
  2009


2008ASSETSCash

$
3,741


$
62Net overriding royalty interests in productive oil and gas
    properties and 3% royalty interests in fee lands


76,282,000



76,282,000Less accumulated amortization


(76,282,000
)


(76,282,000
)Total assets

$
3,741


$
62LIABILITIES AND TRUST CORPUSTrust corpus (18,991,304 Units of Beneficial Interest
    authorized, issued and outstanding)

$
3,741


$
62Contingencies (note 8)Total liabilities and Trust corpus

$
3,741


$
62  STATEMENTS
    OF CHANGES IN TRUST CORPUS  Years
    Ended December 31, 2009, 2008 and 2007
  2009


2008


2007Trust corpus, beginning of period

$
62


$
2,037,083


$
2,616,186Cash earnings


3,679



(331,921
)


634,378Cash distributions










(1,150,481
)Amortization of royalty interests






(1,705,100
)


(63,000
)Trust corpus, end of period

$
3,741


$
62


$
2,037,083    52




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##### Table of Contents



LL&E
    ROYALTY TRUSTNOTES TO FINANCIAL STATEMENTS 
    December 31, 2009, 2008 and 2007
  (1)
    Formation
    of the Trust        Trust Termination
       53




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
            Recent
    Developments
     54




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
      and/or
     55




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
                 56




---



##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
  10-K,
             57




---



##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
        Form 10-K
  South
    Pass 89
   58




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
  Offshore
    Properties:
  East
    Cameron 336
  rd
  East
    Cameron 195
    South
    Marsh Island 76
    Eugene
    Island 261
    Vermillion
    331
    Jay
    Field
    Other
   59




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
        (2)
    Going
    Concern      (3)
    Net
    Overriding Royalty Interests and Fee Lands Royalties  Property-by-Property
 60




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
          (4)
    Basis of
    Presentation        out-of-pocket
        (5)
    Federal
    Income Tax Matters   61




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
            (6)
    Impairment   62




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
    (7)
    Dismantlement
    Costs  Form 10-K
         63




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
  (8)
    Contingencies      (9)
    Supplemental
    Reserve Information (Unaudited)  Extraction
    Activities  Oil and Gas
   64




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
  Present
    Value of Estimated Future Net Revenues from Proved
    Reserves
  September 30,2009


2008


2007(In thousands)The Trusts proportionate share of future gross proceeds

$
263


$
39,136


$
42,836Less the Trusts proportionate share of  Future
    operating costs






(1,817
)


(1,691
)Future capital costs






(5,348
)


(5,385
)Excess production costs






(16,396
)


(10,637
)Future royalty income


263



15,575



25,123Discount at 10% per annum


(61
)


(4,638
)


(7,181
)Standardized measure of future royalty income from proved oil
    and gas reserves

$
202


$
10,937


$
17,942   Changes
    in Imputed Proved Reserves and Present Value of Estimated Future
    Net Revenues
  Present ValueImputed


of Future NetProved Reserves


RevenuesLiquids


Gas


(Thousands(Mbbl)


(MMcf)


of dollars)Estimated at September 30, 2006


1,554



1,910


$
49,968Production


(23
)


(3
)

$
(1,965
)Revisions of estimates(1)


(1,237
)


(1,588
)


(35,058
)Extensions, discoveries and other additions










Accretion of discount


Na



Na



4,997Estimated at September 30, 2007


294



319


$
17,942Production









$
(679
)Revisions of estimates(1)


(160
)


(147
)


(8,120
)Extensions, discoveries and other additions










Accretion of discount


Na



Na



1,794Estimated at September 30, 2008


134



172


$
10,937Production









$
(808
)Revisions of estimates(1)


(132
)


(141
)


(11,021
)Extensions, discoveries and other additions










Accretion of discount


Na



Na



1,094Estimated at September 30, 2009


2



31


$
202       (1)
    
    Revisions of estimates are due to the interaction of a number of
    factors, including: (i) changes in prices being received;
    (ii) changes in estimates of operating, capital and
    dismantlement costs; (iii) changes in the timing and
    amounts of estimated future production; and (iv) changes in
    the estimated remaining imputed proved reserves. The Trust noted
    that for the year ended September 30, 2009, base prices
    were $60.30 per barrel for oil and $4.56 65




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
  per MMBtu for gas. For the year ended September 30, 2008,
    base prices were $101.61 per barrel for oil and $11.10 per MMBtu
    for gas.  Recent
    SEC Rule-Making Activity
    
    commodity prices  economic producibility of reserves
    and discounted cash flows will be based on a
    12-month
    average commodity price unless contractual arrangements
    designate the price to be used;
    disclosure of unproved reserves  probable and
    possible reserves may be disclosed separately on a voluntary
    basis;
    proved undeveloped reserve guidelines  reserves may
    be classified as proved undeveloped if there is a high degree of
    confidence that the quantities will be recovered;
    reserve estimation using new technologies  reserves
    may be estimated through the use of reliable technology in
    addition to flow tests and production history; and
    non-traditional resources  the definition of oil and
    gas producing activities will expand and focus on the marketable
    product rather than the method of extraction.    Selected
    Quarterly Financial Data (Unaudited)
  Summarized Quarterly ResultsThree Months EndedMarch 31


June 30


September 30


December 312009:Royalty revenues

$
522,898


$
46,594


$
225,534


$
13,087Cash distributions

$



$



$



$
Cash distribution per unit

$
0.0000


$
0.0000


$
0.0000


$
0.00002008:Royalty revenues

$
475,750


$
73,664


$
82,854


$
46,260Cash distributions

$



$



$



$
Cash distribution per unit

$
0.0000


$
0.0000


$
0.0000


$
0.0000   (10)
    Subsequent
    events   66




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##### Table of Contents



LL&E
    ROYALTY TRUST
  NOTES TO
    FINANCIAL STATEMENTS  (Continued)
        (11)
    Recently
    Issued Pronouncements    
    commodity prices  economic producibility of reserves
    and discounted cash flows will be based on a
    12-month
    average commodity price unless contractual arrangements
    designate the price to be used;
    disclosure of unproved reserves  probable and
    possible reserves may be disclosed separately on a voluntary
    basis;
    proved undeveloped reserve guidelines  reserves may
    be classified as proved undeveloped if there is a high degree of
    confidence that the quantities will be recovered;
    reserve estimation using new technologies  reserves
    may be estimated through the use of reliable technology in
    addition to flow tests and production history; and
    nontraditional resources  the definition of oil and
    gas producing activities will expand and focus on the marketable
    product rather than the method of extraction.   67




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##### Table of Contents



Report of
    Independent Registered Public Accounting Firm                /s/ KPMG LLP
    68




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##### Table of Contents



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Evaluation of Controls and Procedures.
      Changes in Internal Control over Financial
    Reporting.
  Trustees Report on Internal Control over Financial
    Reporting. Rule 13a-15(f) Internal Control-Integrated Framework Internal Control-Integrated
    Framework,
   69




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##### Table of Contents



Item 9B.
    Other
    Information   PART III  Item 10.
    Directors,
    Executive Officers of the Registrant and Corporate
    Governance      Item 11.
    Executive
    Compensation    Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters  (a) Unit Ownership of Certain Beneficial Owners
 70




---



##### Table of Contents



Number


PercentageName

of Units


of ClassJeff Beckett
    3800 North Woodward Ave., Suite 300
    Birmingham, Michigan 48009


3,872,629
(1)


20.4
%Shrikant Mehta
    354 Indusco Court
    Troy, Michigan 48083


3,360,000
(2)


17.7
%Barry T. Brooks
    3843 Jamestown Rd.
    Springfield, OH, 45502


1,298,813
(3)


6.8
%Trellus Management Company, LLC
    350 Madison Avenue, 9th Floor
    New York, New York 10017


1,119,000
(4)


5.9
%     (1)
    
    Based solely on a Schedule 13D filed by the reporting
    person on July 18, 2011. Reference is hereby made to the
    Schedule 13D for additional information.(2)
    
    Based solely on a Schedule 13D filed by the reporting
    person on July 12, 2011. Reference is hereby made to the
    Schedule 13D for additional information.(3)
    
    Based solely on a Schedule 13D filed by the reporting
    person on July 19, 2011. The information may have been
    different at the record date. Reference is hereby made to the
    Schedule 13D for additional information.(4)
    
    Based solely on a Schedule 13G filed by the reporting
    person on February 13, 2007. Reference is hereby made to
    the Schedule 13G for additional information.  (b) Unit Ownership of Management
    (c) Change in Control
    (d) Securities Authorized for Issuance Under Equity
    Compensation Plans
    Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence     71




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##### Table of Contents



Item 14.
    Principal
    Accounting Fees and Services    2009


2008Audit fees(1)

$
350,000


$
351,000Audit related fees






Tax fees(2)


144,000



125,000All other fees






Total fees

$
494,000


$
476,000     (1)
    
    Audit fees consist of fees for the audit of the LL&E Trust
    financial statements and reimbursement for travel related
    expenses.(2)
    
    Tax fees consist of fees related to the LL&E Trusts
    tax information for its unit holders.  Pre-Approval
    Policies
    PART IV  Item 15.
    Exhibits,
    Financial Statement Schedules  (a) Financial Statements
    PageNumberStatements of Cash Earnings and
    Distributions  Years Ended December 31, 2009,
    2008 and 2007


52Statements of Assets,Liabilities and
    Trust Corpus  December 31, 2009 and 2008


52Statements of Changes in
    Trust Corpus  Years Ended December 31,
    2009, 2008 and 2007


52Notes to Financial Statements


53Report of Independent Registered Public
    Accounting Firm


68    (b) Exhibits
  4*




Agreement for LL&E Royalty Trust, dated as of June 1, 1983,
    between the Company and First City National Bank of Houston, as
    Trustee.28
.1*



Agreement of General Partnership of LL&E Royalty
    Partnership.28
.3*



Form of Conveyance of Overriding Royalty Interests for Jay Field
    (Alabama) Property.28
.4*



Form of Conveyance of Overriding Royalty Interests for Jay Field
    (Florida) Property.28
.5*



Form of Conveyance of Overriding Royalty Interests for Offshore
    Louisiana Property.28
.6*



Form of Conveyance of Overriding Royalty Interests for South
    Pass 89 Property.28
.7*



Form of Royalty Deed.31




Certification pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2003.32




Certification pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2003.99
.1



Reserve Report of September 30, 2009 dated May 24, 2011 prepared
    by Miller and Lents, Ltd. (See Appendix A to this Annual Report
    on Form 10-K)     *
    
    Incorporated by reference to Exhibits of like designation to
    Registrants Annual Report on Form 10-K for the period
    ended December 31, 1983 (Commission File No. 1-8518).  (c) Financial Statement Schedules
   72




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##### Table of Contents



SIGNATURE    (Registrant)
  By:
    THE BANK OF NEW YORK MELLON TRUST COMPANY,
    N.A., Trustee   By:
    /s/  MIKE
    ULRICH   Vice President
  Note:
    Because the registrant is a trust without officers or employees,
    only the signature of an officer of the Trustee is available and
    has been provided. 73




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##### Table of Contents



INDEX TO
    EXHIBITS
  4*




Trust Agreement for LL&E Royalty Trust, dated as of June 1,
    1983, between the Company and First City National Bank of
    Houston, as Trustee.28
.1*



Agreement of General Partnership of LL&E Royalty
    Partnership.28
.3*



Form of Conveyance of Overriding Royalty Interests for Jay Field
    (Alabama) Property.28
.4*



Form of Conveyance of Overriding Royalty Interests for Jay Field
    (Florida) Property.28
.5*



Form of Conveyance of Overriding Royalty Interests for Offshore
    Louisiana Property.28
.6*



Form of Conveyance of Overriding Royalty Interests for South
    Pass 89 Property.28
.7*



Form of Royalty Deed.31




Certification pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2003.32




Certification pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2003.99
.1



Reserve Report of September 30, 2009 dated May 24, 2011 prepared
    by Miller and Lents, Ltd. (See Appendix A to this Annual Report
    on Form 10-K)     *
    
    Incorporated by reference to Exhibits of like designation to
    Registrants Annual Report on Form 10-K for the period
    ended December 31, 1983 (Commission File No. 1-8518). 74




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##### Table of Contents



Appendix A
  
  May 24,
    2011
       Re:
    Estimates of Proved Reserves and          Net Proved Imputed Reserves and Revenues(1)(2)Crude Oil,








Net RevenuesCondensate, and


Natural


Future Net


Discounted at 10%Natural Gas Liquids,


Gas,


Revenues,


Per Year,Reserves Category

MBbls.


MMcf


M$


M$Proved Developed


2.4



31.1



262.8



202.2Proved Undeveloped


0.0



0.0



0.0



0.0Total Proved


2.4



31.1



262.8



202.2     1)
    
    As of the effective date of this report, the Trust previously
    announced it will terminate effective December 31, 2007
    since net revenues to the Trust fell below $5,000,000 for two
    successive years the Termination Threshold during
    2006 and 2007, even though some of the Trust properties have
    remaining productive lives.2)
    
    Total proved reserves and revenues may not equal the sum of the
    separate categories due to the manner in which the Trust model
    handles the recovery of excess production costs. Timing of the
    recoupment of these costs out of total proved production may
    vary slightly from the timing associated with the separate
    proved reserves categories. Future excess production costs will
    be recouped out of total proved production regardless of reserve
    category.  (Exhibits 1-9).
  Two
    Houston Center  909 Fannin Street, Suite 1300 
    Houston, Texas 77010
  Telephone
    713-651-9455  Telefax 713-654-9914 e-mail:
    mail@millerandlents.com
 A-1




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##### Table of Contents



The Bank of
    New York Mellon Trust Company, N. A.
    May 24, 2011 Trustee,
    LL&E Royalty Trust
    Page 2    Regulation S-X, Rule 4-10(a)
        Estimated Future Net Revenues to the Trust(1)(2)For Production

From Proved


From Proved


From TotalDuring the 12

Developed


Undeveloped


ProvedMonths Ended

Reserves,


Reserves,


Reserves,September 30

M$


M$


M$2010


65.4



0.0



65.42011


50.7



0.0



50.72012


39.9



0.0



39.92013


31.7



0.0



31.72014


25.4



0.0



25.42015


19.2



0.0



19.2Remainder


30.5



0.0



30.5Total


262.8



0.0



262.8     1)
    
    As of the effective date of this report, the Trust previously
    announced it will terminate effective December 31, 2007
    since net revenues to the Trust fell below $5,000,000 for two
    successive years the Termination Threshold during
    2006 and 2007, even though some of the Trust properties have
    remaining productive lives.2)
    
    Total proved reserves and revenues may not equal the sum of the
    separate categories due to the manner in which the Trust model
    handles the recovery of excess production costs. Timing of the
    recoupment of these costs out of total proved production may
    vary slightly from the timing associated with the separate
    proved reserves categories. Future excess production costs will
    be recouped out of total proved production regardless of
    reserves category.  12-month
 A-2




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##### Table of Contents



The Bank of
    New York Mellon Trust Company, N. A.
    May 24, 2011 Trustee,
    LL&E Royalty Trust
    Page 3    Last Year ofEstimated Future


EstimatedNet Revenues to


EconomicThe Trust,


Life ofProperty

M$(1)(2)


Reserves(3)Jay Field


0.0


SuspendedSouth Pass 89


0.0


2011Offshore Louisiana


0.0


2011Fee Lands


262.8


2018Total


262.8     1)
    
    As of the effective date of this report, the Trust previously
    announced it will terminate effective December 31, 2007
    since net revenues to the Trust fell below $5,000,000 for two
    successive years the Termination Threshold during
    2006 and 2007, even though some of the Trust properties have
    remaining productive lives.2)
    
    Total proved reserves and revenues may not equal the sum of the
    separate categories due to the manner in which the trust model
    handles the recovery of excess production costs. Timing of the
    recoupment of these costs out of total proved production may
    vary slightly from the timing associated with the separate
    proved reserves categories. Future excess production costs will
    be recouped out of total proved production regardless of
    reserves category.3)
    
    Projected economic life without consideration of estimated
    future dismantlement costs.    Percentage of Net ProceedsWorking Interest Property

Attributable to Overriding RoyaltiesJay Field


50South Pass 89


50Offshore Louisiana


90   property-by-property
 A-3




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##### Table of Contents



The Bank of
    New York Mellon Trust Company, N. A.
    May 24, 2011 Trustee,
    LL&E Royalty Trust
    Page 4        first-day-of-the-month
          Imputed proved reserves to the Trust (expressed in Bbls. or Mcf)

=

Estimated future net revenues to the TrustEstimated
    future gross revenues to the Working Interest Owner(1)

x

Estimated net proved reserves of the Working Interest Owner
    (Bbls. or Mcf)     1)
    
    Prior to subtraction of all costs (including Jay Field fuel and
    severance taxes) and the costs attributable to the Trust.     A-4




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##### Table of Contents



The Bank of
    New York Mellon Trust Company, N. A.
    May 24, 2011 Trustee,
    LL&E Royalty Trust
    Page 5                  MILLER AND LENTS, LTD. No. F-1442
  By
    /s/  Robert
    J. Oberst   Senior Vice President,
    P.E.
   A-5