<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


    For the Quarter Ended September 30, 2002 Commission file number: 2-22997
                                                                     -------

                                MILLS MUSIC TRUST
             (Exact name of registrant as specified in its charter)


                               New York 13-6183792
--------------------------------------------------------------------------------
    (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)                    Identification No.)


c/o HSBC Bank USA, Issuer  Services,  452 Fifth Avenue,  New York, NY 10018-2706
--------------------------------------------------------------------------------
(Address of principal executive offices) (ZIP Code)


Registrant's telephone number, including area code               (212) 525-1349
                                                            --------------------


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

Number of Trust Units outstanding as of September 30, 2002    277,712
                                                            ---------


<PAGE>
                                                                              2



                         PART I - FINANCIAL STATEMENTS

Item 1. Financial Information

                                MILLS MUSIC TRUST
                  STATEMENTS OF CASH RECEIPTS AND DISBURSEMENTS
         THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001

                                   (UNAUDITED)
<Table>
<Caption>
                                            Three Months Ended                      Nine Months Ended
                                               September 30                            September 30
                                     -------------------------------        --------------------------------
                                     -------------------------------        --------------------------------
<S>                                       <C>                <C>                 <C>                <C>
                                           2002              2001                2002               2001
                                           ----              ----                ----               ----
Receipts:
Mills Music, Inc.                         $228,381        $    -0-             $563,381           $577,562


Undistributed cash at beginning
of the period                                   51             51               335,044                 51

Disbursements- administrative
expenses                                  (  29,015)           -0-            ( 139,758)*          (42,384)
                                          -----------     ---------            -----------         ---------


Balance available for
distribution                                199,417            51               758,667            535,229

Cash distribution to unit
holders                                     199,366            -0-              758,616**          535,178
                                          ----------      ---------            -----------         ---------
                                          ----------      ---------            -----------         ---------

Undistributed cash at end of
the period                                $      51       $    51             $      51           $     51
                                          ==========      =========           ============        ==========
                                          ==========      =========           ============        ==========

Cash distribution per unit
(based on 277,712 units
outstanding)                              $     .72          $  -0-           $    2.73          $    1.93
                                          =================    ============   ===========        ===========
</Table>

    See accompanying Notes to Statements of Cash Receipts and Disbursements.

 *  Includes $56,156 of  administrative  expenses paid in January 2002
    pertaining to 2001 income received December 31, 2001.

 ** Includes  $278,844  distributed in January,  2002 pertaining to 2001 income
    received December 31, 2001.


<PAGE>
                                                                               3



                               MILLS MUSIC TRUST
             NOTES TO STATEMENTS OF CASH RECEIPTS AND DISBURSEMENTS
         THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001

                                  (UNAUDITED)

NOTE 1.  ACCOUNTING POLICIES AND GENERAL INFORMATION

         Mills Music Trust ("the  Trust") was created in 1964 for the purpose of
acquiring the rights to receive payment of a deferred  contingent purchase price
contract  obligation  payable by Mills Music,  Inc.  ("Mills").  The  contingent
payments are  determined  quarterly  and are based on a formula which takes into
account gross royalty  income paid to  composers,  authors and others,  and less
amounts deducted by Mills in accordance with contract terms.

         Payments  from Mills to the Trust are made in March,  June,  September,
and December,  and include net royalty  income  received  during the  preceding
calendar  quarter.  The payments  received are accounted for on a cash basis, as
are expenses.  The  Declaration of Trust requires the  distribution of all funds
received by the Trust to the Unit holders after payment of expenses.

         The  statements  of cash  receipts and  disbursement  reflect only cash
transactions and do not include transactions that would be recorded in financial
statements  presented on the accrual basis of  accounting,  as  contemplated  by
accounting  principles  generally accepted in the United States of America.  The
cash basis of accounting is used as a  significant  accounting  policy since the
trust has no ability to estimate the underlying income (royalties).


NOTE 2.  FEDERAL INCOME TAXES

         No  provision  for  income  taxes  has been made  since  the  liability
therefore is that of the unit holders and not the Trust.


NOTE 3.  RELATED PARTY TRANSACTIONS

         The  Declaration  of Trust  provides  that each trustee  shall  receive
annual  compensation  of $2,500 per year for services as trustee,  provided that
such aggregate  compensation to the trustees as a group may not exceed 3% of the
monies  received  by the  Trust in any  year,  and  reimbursement  for  expenses
reasonably incurred in the performance of their duties. The Declaration of Trust
further provides for reimbursement to the corporate trustee for its clerical and
administrative  services  to the  Trust.  Accordingly,  HSBC Bank USA  (formerly
Marine Midland Bank), the corporate  trustee,  also receives  reimbursement  for
such services  (including  services performed as Registrar and Transfer Agent of
the Certificates  representing Units). The Declaration of Trust further provides
that if any  trustee  performs  unusual or  extraordinary  services,  reasonable
compensation for such services shall be paid, subject to certain limitations and
to prior  confirmation  by a majority  interest  of Trust  Certificate  holders.
Pursuant to these  provisions,  disbursements  to related  parties  were made as
follows for the three months and nine month ended September 30, 2002 and 2001.

<PAGE>
                                                                               4


                               MILLS MUSIC TRUST
             NOTES TO STATEMENTS OF CASH RECEIPTS AND DISBURSEMENTS
         THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                  (CONTINUED)

                                  (UNAUDITED)
                                                       2002             2001
                                                   ------------    -------------
               Trustee Fees:
                  Bernard D. Fischman                                 $ 1,250
                  HSBC Bank USA                       $1,875            1,250

               HSBC Bank USA
                  Transfer agent and registrar          $188           $5,345



         As reported in Form 8-K dated October 10, 2001,  Bernard Fischman,  one
of the originally  named  Trustees under the Trust,  died on July 11, 2001. As a
result, HSBC is currently the sole Trustee.


NOTE 4.  ROYALTIES

        (a)  The original (1964) Asset Purchase Agreement assumed by the Trust's
collecting/paying entity ("EMI") provides for a revised royalty calculation when
the amount  calculated is less than  $167,500 for the quarter.  This occurred in
the quarter ended December 31, 1999, for which the calculation  (and remittance)
was $155,717.  EMI did not calculate  that  quarter's  payment using the revised
royalty  calculation.  In the  quarter  ended  June 30,  2001 EMI  remitted  the
difference between the $167,500 and the $155,717 previously remitted.

        (b)  During  the  quarter  ended  September  30,  2001 the Trust did not
receive any payment of the  deferred  contingent  purchase  price from EMI.  EMI
charged the Trust with an  adjustment  for certain  costs  relating to copyright
renewals incurred over several years and a retroactive  adjustment relating to a
recent court decision, which negatively affected all holders of U.S. copyrights.

         For the quarter ended December 31, 2001, EMI applied the debit  balance
arising  from  the adjustment of the previous quarter to amounts owing for  that
quarter and initially remitted approximately $60,000 to the Trust.

         After  discussion  between  EMI and the Trust and the Trust's  counsel,
EMI  remitted  an additional amount which brought the total for the each of  the
quarters  ended  September  30,  and  December 31, 2001 to the $167,500  minimum
quarterly  distributions.  EMI  has  taken  the  position  that  the  additional
distributions would be considered advances against the future contingent portion
of earnings and the un-recouped copyright renewals.


<PAGE>

                                                                               5


                               MILLS MUSIC TRUST
             NOTES TO STATEMENTS OF CASH RECEIPTS AND DISBURSEMENTS
         THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                  (CONTINUED)


NOTE 4.  ROYALTIES (Continued)

The Trust  has  taken the  position  that  such  minimum  distributions  are due
regardless of the adjustment based upon the inclusion of gross royalty income of
Related  Companies as defined in the relevant  agreement.  If EMI's  position is
correct, then future income of the Trust will be impacted by the recognition and
amount of such advances.

         The   Trust's   auditors   have   evaluated   the   recasting  of   the
adjustment to years to which it pertains and the Trust has submitted a letter to
EMI,  which  recasts the amount of future contingent royalty payment  reductions
from  $275,000  claimed  by  EMI to $155,000. The revision does not include  the
unresolved  contract  issue of advance (EMI's position) versus entitlement  (the
Trust's  position). The Trust has yet to receive a response from EMI.

         In  the  quarter  ended  September  30,  2002,  the amount paid to  the
Trust  by  EMI  was  net  of  approximately  $244,000  of  the  balance  of  the
adjustment  claimed  by  EMI. The Trust believes that the deduction should  have
been reduced by approximately $120,000.

         (c)  The  Trust received the additional distributions late on  December
31, 2001. The Trust made distributions based upon its receipt of the  additional
distribution  from  EMI  in  January,  2002,  after  complying  with the  NASDAQ
distribution  notification  requirements.  In  January 2002, the Trust made  the
distribution  to  unit  holders of $278,844 ($1.00 per unit), as well as  paying
Trustee  fees,  printing  and legal and professional fees totaling $56,156,  (of
which  approximately  $33,000  relates to the EMI matter previously  discussed),
resulting in undistributed cash of $44 at the end of January. These transactions
are  reported in the Trust's 2002 fiscal year. For federal income tax  purposes,
the January 2002 distribution of cash received in 2001 was included in the  unit
holder's 2001 taxable income.

<PAGE>

                                                                               6


                         PART I - FINANCIAL STATEMENTS
                         -----------------------------



Item 2.  Management's Discussion and Analysis of Results of Operations

         The Trust's receipts from Mills Music, Inc. are derived from copyrights
established prior to 1964 and such receipts fluctuate based upon public interest
in the "nostalgia" appeal of older songs.

         The  Trust's  contingent  fee  income  over the last  three  years  has
averaged  approximately $981,000 per year. In addition to the above, there are a
number of factors which create  uncertainties with respect to the ability of the
Trust to continue to generate  that level of income on a  continuing,  long-term
basis. Those factors include the effect that foreign and domestic copyright laws
and any changes  therein  have or will have on both  licensing  fees and renewal
rights  ultimately,  copyright  expirations  under  such laws and the  effect of
electronic copying of materials without permission.

         In 1976,  the  copyright  law was  changed  for works that were  within
renewal  terms  between  December  31,  1976  and  December  31,  1978 to add an
extension of 19 years to the 28-year  renewal term. The original  copyright term
is 28 years.  That amendment made the copyright term 75 years. The Copyright Act
of 1976  provided for a single term of life plus 70 years after  author's  death
(with some  variations  in  different  circumstances)  for works  created  after
January  1, 1978.  The 1976 act  provided  that the  writer and his heirs  could
terminate  a transfer  or license of the  renewal  copyright  that was  executed
before  1978,  so long as the  termination  was  effected in a five-year  period
following the end of the initial 56-year period.

         The copyright  laws were modified by the Sonny Bono 1998 Copyright Term
Extension  Act (the "Act"),  which  provided an additional 20 years of copyright
protection,  such that the term of copyrights is now 95 years. In February 2002,
the U.S. Supreme Court granted  certiorari to review a 2001 decision by the U.S.
Court of Appeals for the  District of  Columbia  Circuit in Eldred v.  Ashcroft,
which rejected certain  constitutional  challenges to the Act. Oral arguments in
the case are  being  heard in  October  of this  year.  The  Trust is  unable to
determine what impact,  if any, the adverse  decision by the Supreme Court would
have on royalties payable to and distributions by the Trust.

         The  copyright  laws  provide that  renewals  vest in any person who is
entitled under the rules of statutory succession to the renewal and extension of
the  copyright at the time the  application  to renew is made.  If no renewal is
made,  renewals  vest in any  person  entitled  under  the  rules  of  statutory
extension  as of the last day of the  original  term of copyright to the renewal
and  extension  of  copyright.  The writer  (and not the  publisher  to whom the
copyright  was  originally  assigned)  owns the  renewal  right.  The laws  name
specified  classes of persons (the writer's wife,  his children,  etc.) who will
succeed to the renewal  right if the writer dies before the end of the  original
term. The Act does not distinguish between composers and lyricists.  However, if
the composer  and lyricist are not the same,  each owns a portion of the renewal
rights.  The composer and the lyricist  may,  and  frequently  do,  assign their
respective  interests  in the renewal  rights to a publisher  at the time of the
assignment  of the original  copyright  term.  Such an assignment of the renewal
term is effective,  however, only if the

<PAGE>
                                                                               7

assignor  survives the original term. If he does not, his heirs will succeed  to
his  share  of  the  renewal  rights;  and,  in such event, these heirs are  not
obligated  by  the  assignment  of  the  rights  to  the  publisher to whom  the
original  assignment  was  made  unless  they  joined  in  the  assignment.   In
addition,  the  1998  Copyright  Extension  Act allows writers (or their  heirs)
to  elect,  after either a 35 or 40 year period as specified in the statute,  to
terminate a transfer of license or renewal within five years of the  expiration.

         In 2001, the trustees were able to obtain a listing of the top 50 songs
in   the   subject   copyrighted   songs   of   EMI   (the  current  owner   and
administrative  entity for the copyright materials) with the original  copyright
dates listed. The copyright dates range from 1922 to 1962.

         The  song  listing  indicates  that  only  one copyright of the top  50
songs will reach the 95 year expiration within the next five years. The  listing
does  not  provide  an  indication  of  the percentage of income earned by  each
copyright to total income.

         The  Trust  cannot  determine  EMI's ability to secure renewals of  the
copyrighted material; however, under the trust agreement, EMI must use its  best
efforts to do so.

         During  the quarter ended September 30, 2001 the Trust did not  receive
any  payment  of  the  deferred contingent purchase price from EMI. EMI  charged
the   Trust  with  an  adjustment  for  certain  costs  relating  to   copyright
renewals  incurred  over several years and a retroactive adjustment relating  to
a  recent  court  decision,  which  negatively  affected  all  holders  of  U.S.
copyrights.

         For  the  quarter  ended  December  31,  2001,  EMI  applied the  debit
balance  arising  from  the adjustment of the previous quarter to amounts  owing
for   that   quarter   and   initially   remitted   approximately   $60,000   to
the Trust.

         After discussion between EMI and the Trust and the Trust's counsel, EMI
remitted  an  additional  amount  which  brought  the total for the each of  the
quarters  ended  September  30,  and  December 31, 2001 to the $167,500  minimum
quarterly  distributions.  EMI  has  taken  the  position  that  the  additional
distributions would be considered advances against the future Contingent Portion
of  earnings  and  the  unrecouped  copyright renewals. The Trust has taken  the
position  that  such minimum distributions are due regardless of the  adjustment
based  upon  the  inclusion of the gross royalty income of Related Companies  as
defined in the relevant agreement. The ultimate resolution of this  disagreement
may  be  material  to  both  the amount and timing of future distribution to  be
received by the Trust.

         The Trust  received the additional  distributions  from EMI on December
31, 2001. The Trust made distributions  based upon the additional  distributions
from  EMI  in  January  2002  after  complying  with  the  NASDAQ   distribution
notification  requirements.  In January 2002, the Trust made the distribution to
unit  holders of  $278,844  ($1.00 per unit),  as well as paying  Trustee  fees,
printing  and  legal  and  professional   fees  totaling   $56,156,   (of  which
approximately $33,000 relates to the EMI matter previously discussed), resulting
in undistributed  cash of $44 at the end of January.  These transactions will be
reported in the Trust's 2002 fiscal year. For federal  income tax purposes,  the
January  2002  distribution  of cash  received in 2001 was  included in the unit
holder's 2001 taxable income.


<PAGE>
                                                                               8


         Administrative  expenses  (primarily  legal fees) have increased due to
increased  public company rules and regulations and their  implementation.  They
have also increased due to the ongoing  attempts to resolve  current issues with
EMI.




                           PART II - OTHER INFORMATION
                           ---------------------------

               Items 1 through 6, inclusive, are not applicable.


<PAGE>
                                                                               9

                                   SIGNATURES
                                   ----------

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, there unto duly authorized.



                                                               MILLS MUSIC TRUST
                                                               -----------------
                                                                 (Registrant)




Date:  November 14, 2002                             By:  MARCIA MARKOWSKI
       --------------------                               ----------------------
                                                               HSBC Bank USA
                                                               Corporate Trustee


I, Joel Faden, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Mills Music Trust;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and other  financial
information  included  in this quarterly report, fairly present in all  material
respects  the financial condition, *results of operations and cash flows of  the
registrant  as  of,  and  for,  the periods presented in this quarterly  report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing  and maintaining disclosure controls and procedures (as defined  in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)  designed such disclosure controls and procedures to ensure that material
information   relating   to   the   registrant,   including   its   consolidated
subsidiaries,   is   made   known  to  us  by  others  within  those   entities,
particularly   during   the   period   in   which   this  quarterly  report   is
being prepared;

b)  evaluated  the  effectiveness  of  the  registrant's  disclosure   controls
and  procedures  as  of  a date within 90 days prior to the filing date of  this
quarterly report (the "Evaluation Date"); and

c)  presented in this quarterly report our conclusions about the effectiveness
of the  disclosure  controls  and  procedures  based  on our  evaluation  as of
the Evaluation  Date;

<PAGE>
                                                                              10


 5.  The  registrant's  other  certifying  officer  and I have disclosed,  based
on  our  most  recent  evaluation,  to  the registrant's auditors and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent function):

a)  all  significant  deficiencies  in  the  design  or  operation  of  internal
controls  which  could  adversely  affect  the  registrant's ability to  record,
process,  summarize  and  report  financial  data  and  have identified for  the
registrant's auditors any material weaknesses in internal controls; and

b)  any   fraud,   whether  or  not  material,  that  involves  management   or
other  employees  who  have  a  significant  role  in the registrant's  internal
controls; and

6.  The   registrant's   other   certifying   officer  and  I  have   indicated
in  this  quarterly  report  whether  or  not there were significant changes  in
internal  controls or in other factors that could significantly affect  internal
controls  subsequent  to  the date of our most recent evaluation, including  any
corrective  actions  with  regard  to  significant  deficiencies  and   material
weaknesses.

Date: November 14, 2002                   JOEL FADEN
      ---------------------               --------------------------------------
                                          Joel Faden, Joel Faden & Company, Inc.
                                          Chief Financial Individual
                                          Providing accounting services



I, Marcia Markowski, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of Mills Music Trust;

2.  Based  on  my  knowledge, this quarterly report does not contain any  untrue
statement of a material fact or omit to state a material fact necessary to  make
the  statements made, in light of the circumstances under which such  statements
were  made, not misleading with respect to the period covered by this  quarterly
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and other  financial
information  included  in this quarterly report, fairly present in all  material
respects  the financial condition, *results of operations and cash flows of  the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing  and maintaining disclosure controls and procedures (as defined  in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)  designed  such  disclosure  controls and procedures to ensure that  material
information   relating   to   the   registrant,   including   its   consolidated
subsidiaries,   is   made   known  to  us  by  others  within  those   entities,
particularly  during  the  period  in  which  this  quarterly  report  is  being
prepared;


<PAGE>

                                                                              11


b)  evaluated  the  effectiveness  of the registrant's  disclosure  controls
and  procedures  as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation  Date");  and

c)  presented in this quarterly report our conclusions about the effectiveness
of the  disclosure  controls  and  procedures  based  on our  evaluation  as of
the Evaluation  Date;

5.  The  registrant's  other  certifying  officer  and  I have disclosed,  based
on  our  most  recent  evaluation,  to  the registrant's auditors and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent function):

a)  all  significant  deficiencies  in  the  design  or  operation  of  internal
controls  which  could  adversely  affect  the  registrant's ability to  record,
process,  summarize  and  report  financial  data  and  have identified for  the
registrant's auditors any material weaknesses in internal controls; and

b)  any fraud, whether or not material, that involves management or other
employees  who  have a  significant  role  in the  registrant's  internal
controls;  and

6.  The  registrant's  other  certifying  officer  and I have indicated in  this
quarterly  report  whether  or  not  there were significant changes in  internal
controls  or in other factors that could significantly affect internal  controls
subsequent   to   the  date  of  our  most  recent  evaluation,  including   any
corrective  actions  with  regard  to  significant  deficiencies  and   material
weaknesses.



Date: November 14, 2002                   MARCIA MARKOWSKI
      ---------------------               ---------------------------
                                          Marcia Markowski
                                          Trust officer of The Corporate Trustee

*  The  statements  of  cash  receipts  and  disbursements   reflect  only  cash
transactions and do not include transactions that would be recorded in financial
statements  presented on the accrual basis of accounting.  The Trust is required
to distribute all funds  received.  Accordingly,  the Trust has no statements of
financial condition or cash flows.