##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to  .
 Commission file number 000-08677
 Tidelands Royalty Trust B
  Texas
    
    75-6007863(State or other jurisdiction
    
    (I.R.S. Employerof incorporation or organization)
    
    Identification No.)c/o The Corporate TrusteeU.S. Trust, Bank of America Private Wealth Management
    
    75283-0650P.O. Box 830650, Dallas, Texas
    
    (Zip Code)(Address of principal executive offices)
    
 o þ
 o þ
  þ o
  o o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ




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##### 



TABLE OF CONTENTS
 PART IItem 1. Business
    
    
    2Item 1A. Risk Factors
    
    
    5Item 1B. Unresolved Staff Comments
    
    
    9Item 2. Properties
    
    
    9Item 3. Legal Proceedings
    
    
    11Item 4. Reserved
    
    
    11PART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    11Item 6. Selected Financial Data
    
    
    13Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations
    
    
    14Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    17Item 8. Financial Statements and Supplementary Data
    
    
    17Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    18Item 9A. Controls and Procedures
    
    
    18Item 9B. Other Information
    
    
    18PART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    18Item 11. Executive Compensation
    
    
    19Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    19Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    19Item 14. Principal Accountant Fees and Services
    
    
    20PART IVItem 15. Exhibits and Financial Statement Schedules
    
    
    20EX-31.1EX-32.1




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##### Table of Contents



Part I
 
 Item 1. Business
 Organization
     The 1951 Contract
  2




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##### Table of Contents



Area
    
    Block
    
    Lease 
Number
    
    Acres
    
    Royalty 
Interest
    
    2010 
Royalties
    
    Operator(s)
    
    Working InterestOwner(s)Galveston
    
    
    303
    
    
    
    4565
    
    
    
    5,760
    
    
    
    4.1662
    %
    
    $
    199,111
    
    
    W&T Offshore Inc.
    
    W&T Offshore Inc. (75.00% Ownership Interest); Sterling Energy Inc. (15.75% Ownership Interest); Barron Petroleum Company (9.25% Ownership Interest)Sabine Pass
    
    
    13
    
    
    
    3959
    
    
    
    3,438
    
    
    
    4.1662
    %
    
    $
    752,082
    
    
    Black Elk Energy Offshore Operations, LLC (as of January 2011)
    
    Black Elk Energy Offshore Operations, LLC (100.00% Ownership Interest as of January 2011)West Cameron
    
    
    165
    
    
    
    758
    
    
    
    5,000
    
    
    
    4.1662
    %
    
    $
    1,145,923
    
    
    Apache Corporation
    
    Apache Corporation (100.00% Ownership Interest)West Cameron
    
    
    225
    
    
    
    900
    
    
    
    3,750
    
    
    
    1.0416
    %
    
    $
    57,065
    
    
    ENI US Operating Co. Inc.; Breton Engineering LLC
    
    ENI Petroleum USA LLC (68.00% Ownership Interest); Mariner Energy Resources, Inc. (32.00% Ownership Interest)West Cameron
    
    
    291
    
    
    
    4397
    
    
    
    5,000
    
    
    
    4.1662
    %
    
    $
    44,599
    
    
    Apache Corporation
    
    Apache Corporation (100.00% Ownership Interest)Total
    
    
    
    
    
    
    
    
    
    
    22,948
    
    
    
    
    
    
    $
    2,198,780
  3




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##### Table of Contents



Royalty Payors
    
    2010
    
    2009
    
    2008Devon Energy Production Company LP (1)
    
    
    44%
    
    
    
    78%
    
    
    
    77%JX Nippon Oil & Gas Exploration Corp. (NOEX) (2)
    
    
    34%
    
    
    
    15%
    
    
    
    8%Apache Corporation (1)
    
    
    10%
    
    
    
    
    
    
    
    W&T Offshore Inc. (4)
    
    
    7%
    
    
    
    7%
    
    
    
    7%Breton Engineering LLC (3)
    
    
    3%
    
    
    
    
    
    
    
    Barron Petroleum Company (4)
    
    
    2%
    
    
    
    
    
    
    
    3%ENI Petroleum USA LLC
    
    
    *
    
    
    
    *
    
    
    
    1%McMoran Oil & Gas
    
    
    
    
    
    
    
    
    
    
    4%Mariner Energy Resources, Inc.
    
    
    
    
    
    
    *
    
    
    
    100%
    
    
    
    100%
    
    
    
    100%
 
 *
    
    Indicates less than 1%(1)
    
    During the second quarter of 2010, Apache Corporation completed the purchase of certain
of Devon Energy Corporations Gulf of Mexico leases, including the leases in the West
Cameron Block 165 Field (which includes Block 291). Tidelands royalty interest did not
change as a result of this sale.(2)
    
    During the fourth quarter of 2010, Black Elk Energy Offshore Operations, LLC completed
the purchase of certain of JX Nippon Oil & Gas Exploration Corp.s (NOEX) Gulf of Mexico
leases, including in the Sabine Pass 13 Field, and it was approved by the BOEMRE (defined
below) in January 2011. Tidelands royalty interest did not change as a result of this
sale. Black Elk Energy Offshore Operations, LLC began paying royalties to Tidelands in
February 2011.(3)
    
    Breton Engineering LLC is not a working interest owner of record but pays the royalties
due to Tidelands from West Cameron Block 225.(4)
    
    W&T Offshore Inc. currently pays royalties for all working interest owners on Galveston
Block 303.  Trust Functions
     Widely Held Fixed Investment Trust Reporting Information.
 4




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##### Table of Contents



Item 1A. Risk Factors
  Tidelands is unable to acquire royalty interests in any more leases.
  Royalty interests are depleting assets and may deplete faster than expected or entirely.
   Oil and natural gas prices are volatile and fluctuate due to a number of factors, and lower prices
will reduce royalty payments to Tidelands and distributions to its unitholders.
  
    
    political conditions worldwide, in particular political disruption, war or other armed
conflicts in oil producing regions, especially in the Middle East;
    
    worldwide economic conditions;
    
    weather conditions;
    
    the supply and price of domestic and foreign oil and natural gas;
    
    the level of consumer demand;
 5




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
    
    the price and availability of alternative fuels;
    
    the proximity to, and capacity of, transportation facilities; and
    
    the effect of worldwide energy conservation measures.
   The market price for the units may not reflect the value of the royalty interests held by
Tidelands.
   Our units have been thinly traded and an active trading market for our units may not develop.
  Operating risks for the working interest owners interests in the Royalty Area can adversely affect
distributions.
  Failure to collect royalty payments from working interest owners could adversely affect Tidelands
distributions to its unitholders.
 6




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The owner of any properties in the Royalty Area may transfer any of the properties in the Royalty
Area to another unrelated third party.
  The owner of any properties in the Royalty Area may abandon any property, terminating the related
royalty interest Tidelands may hold.
  The Trustee, Tidelands and the Trusts unitholders do not control the operation or development of
the properties in the Royalty Area and have little influence over operation or development.
  Important reserve and other information with respect to the particular leases subject to Tidelands
royalty interest is difficult to obtain.
  Terrorism and continued geopolitical hostilities could adversely affect Tidelands distributions to
its unitholders or the market price of its units.
  7




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Unitholders have limited voting rights.
  The limited liability of the unitholders is uncertain.
  Tidelands royalty interest can be sold and the Trust can be terminated.
  The operators of the working interest owner are subject to extensive governmental regulation.
   Cash held by the Trustee is not insured by the Federal Deposit Insurance Corporation.
  8




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Financial information of Tidelands is not prepared in accordance with accounting principles
generally accepted in the United States, or GAAP.
  If it is determined that the Trust is subject to the Texas franchise tax, the Trustee may have to
withhold an amount from future distributions to pay the tax liability.
  i.e.
  
 Item 1B. Unresolved Staff Comments
  
 Item 2. Properties
 General
 Reserves
  9




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##### Table of Contents



Production
 Year Ended December 31,
    
    2010
    
    2009
    
    2008Quantity of oil and natural gas sold:Oil (in barrels (bbls))
    
    
    8,650
    
    
    
    6,662
    
    
    
    4,603Natural gas (in thousand cubic feet (mcf))
    
    
    268,723
    
    
    
    513,880
    
    
    
    428,728Weighted average sales price for oil and natural gas sold:Oil (per bbl) (1)
    
    $
    77.67
    
    
    $
    57.00
    
    
    $
    107.98Natural gas (per mcf) (1)
    
    $
    5.68
    
    
    $
    5.36
    
    
    $
    9.51
 
 (1)
    
    The weighted average sales price is calculated from data provided by the operators.  Interests in Properties
 Productive Properties.
 Gross Productive Wells:Oil
    
    
    3Natural Gas
    
    
    13Total Wells
    
    
    16Gross Leased Acres:Productive
    
    
    22,948Non-Productive
    
    
    Total Leased Acres
    
    
    22,948
  Present Activities
  Galveston Block 303 Field
 10




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##### Table of Contents



Sabine Pass Block 13
 West Cameron Blocks 165 and 291
 West Cameron Block 225
 Difficulty in Obtaining Certain Data
 
 Item 3. Legal Proceedings
  
 Item 4. Reserved
 
 Part II
 
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
   11




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Bid Quotation
    
    DistributionsYear Ended December 31,
    
    High
    
    Low
    
    (Per Unit)2009First quarter
    
    $
    15.49
    
    
    $
    8.60
    
    
    $
    0.85Second quarter
    
    
    22.74
    
    
    
    12.00
    
    
    
    0.55Third quarter
    
    
    18.75
    
    
    
    13.75
    
    
    
    0.41Fourth quarter
    
    
    19.00
    
    
    
    15.34
    
    
    
    0.442010First quarter
    
    $
    19.50
    
    
    $
    17.95
    
    
    $
    0.45Second quarter
    
    
    19.00
    
    
    
    15.25
    
    
    
    0.44Third quarter
    
    
    18.50
    
    
    
    16.75
    
    
    
    0.27Fourth quarter
    
    
    17.50
    
    
    
    15.00
    
    
    
    0.37
      12




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Item 6. Selected Financial Data
  Year Ended December 31,(In Thousands, Except Per Unit Amounts)2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Statement of Distributable Income Selected Data:Income  Oil and natural gas royalties
    
    $
    2,199
    
    
    $
    3,133
    
    
    $
    4,575
    
    
    $
    4,226
    
    
    $
    1,329Expense  General and administrative expenses
    
    $
    210
    
    
    $
    289
    
    
    $
    326
    
    
    $
    172
    
    
    $
    136Expense  Federal income taxes of subsidiary
    
    $
    3
    
    
    $
    13
    
    
    $
    46
    
    
    $
    52
    
    
    $
    19Distributable income
    
    $
    1,986
    
    
    $
    2,831
    
    
    $
    4,230
    
    
    $
    4,068
    
    
    $
    1,216Distributable income per unit
    
    $
    1.43
    
    
    $
    2.04
    
    
    $
    3.05
    
    
    $
    2.93
    
    
    $
    0.88Distributions to unitholders
    
    $
    2,119
    
    
    $
    3,127
    
    
    $
    4,115
    
    
    $
    4,028
    
    
    $
    1,039Distributions per unit
    
    $
    1.53
    
    
    $
    2.26
    
    
    $
    2.97
    
    
    $
    2.91
    
    
    $
    0.752010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Statement of Assets, Liabilities and Trust Corpus Selected Data:Total assets
    
    $
    1,312
    
    
    $
    1,532
    
    
    $
    2,470
    
    
    $
    2,034
    
    
    $
    1,835Trust corpus
    
    $
    805
    
    
    $
    938
    
    
    $
    1,233
    
    
    $
    1,118
    
    
    $
    1,079
 13




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Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations
 Critical Accounting Policies
 
    
    Royalty income is recognized when received by Tidelands.
    
    Tidelands expenses (which include accounting, legal, and other professional
fees, trustees fees and out-of-pocket expenses) are recorded on an accrual basis.
Reserves for liabilities that are contingent or uncertain in amount may also be
established if considered necessary.
    
    Distributions to unitholders are recognized when declared by the Trustee of the
Trust.
  
    
    Royalty income is recognized in the month received rather than in the month of
production.
    
    Reserves may be established for contingencies that would not be recorded under
GAAP.
   Results of Operations
   14




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Summary.
   2010 as Compared to 2009.
 For Year Ended December 31,2010
    
    
    2009
    
    
    % ChangeIncome:Oil royalties
    
    $
    671,882
    
    
    $
    379,750
    
    
    
    77
    %Natural gas royalties
    
    
    1,526,899
    
    
    
    2,753,529
    
    
    
    (45
    )%$
    2,198,781
    
    
    $
    3,133,279
    
    
    
    (30
    )%Net production quantities:Oil (bbls)
    
    
    8,650
    
    
    
    6,662
    
    
    
    30
    %Natural gas (mcf)
    
    
    268,723
    
    
    
    513,880
    
    
    
    (48
    )%Average net prices:Oil (per bbl)(1)
    
    $
    77.67
    
    
    $
    57.00
    
    
    
    36
    %Natural gas (per mcf)(1)
    
    $
    5.68
    
    
    $
    5.36
    
    
    
    6
    %
 
 (1)
    
    These amounts are net of the cost of transportation from offshore leases to onshore
receiving points.     2009 as Compared to 2008.
 15




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For Year Ended December 31,2009
    
    
    2008
    
    
    % ChangeIncome:Oil royalties
    
    $
    379,750
    
    
    $
    497,023
    
    
    
    (24
    )%Natural gas royalties
    
    
    2,753,529
    
    
    
    4,077,687
    
    
    
    (33
    )%$
    3,133,279
    
    
    $
    4,574,710
    
    
    
    (32
    )%Net production quantities:Oil (bbls)
    
    
    6,662
    
    
    
    4,603
    
    
    
    45
    %Natural gas (mcf)
    
    
    513,880
    
    
    
    428,728
    
    
    
    20
    %Average net prices:Oil (per bbl)(1)
    
    $
    57.00
    
    
    $
    107.98
    
    
    
    (47
    )%Natural gas (per mcf)(1)
    
    $
    5.36
    
    
    $
    9.51
    
    
    
    (44
    )%
 
 (1)
    
    These amounts are net of the cost of transportation from offshore leases to onshore
receiving points.     Capital Resources and Liquidity.
    16




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Forward-Looking Statements
 Website
 www.tirtz-tidelandsroyaltytrust.com
 
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk
     
 Item 8. Financial Statements and Supplementary Data
  Page Report of Independent Registered Public Accounting Firm
    
    
    21 Consolidated Statements of Assets, Liabilities and Trust Corpus as
of December 31, 2010 and 2009
    
    
    22
 17




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Page Consolidated Statements of Distributable Income for the Three
Years Ended December 31, 2010
    
    
    23 Consolidated Statements of Changes in Trust Corpus for the Three
Years Ended December 31, 2010
    
    
    24 Notes to Consolidated Financial Statements
    
    
    25
  
 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
  
 Item 9A. Controls and Procedures
 Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
  Changes in Internal Control Over Financial Reporting
  Trustees Report on Internal Control Over Financial Reporting
  
 Item 9B. Other Information
  
 Part III
 
 Item 10. Directors, Executive Officers and Corporate Governance
 Directors and Officers.
 18




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##### Table of Contents



Section 16(a) Beneficial Ownership Reporting Compliance
 Code of Ethics. th
 Committees.
 
 Item 11. Executive Compensation
  Other AnnualName of Individual or Entity
    
    Year
    
    Compensation(1)U.S. Trust, Bank of America Private Wealth Management, the Trustee
    
    
    2010
    
    
    $
    20,5802009
    
    
    $
    20,6662008
    
    
    $
    20,560
 
 (1)
    
    Under the Indenture, the Trustee is entitled to reasonable and customary fees and compensation
for its services. 
 Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
  Amount BeneficiallyName and Address of
    
    Owned as of
    
    PercentTitle of Class
    
    Beneficial Owner
    
    December 31, 2010
    
    of ClassUnits of Beneficial Interest
    
    Marine Petroleum TrustP.O. Box 830650Dallas, Texas 75283-0650
    
    
    452,366
    
    
    
    32.6
    %
  
 Item 13. Certain Relationships and Related Transactions, and Director Independence
  19




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##### Table of Contents



Name of Individual or Entity
    
    Year
    
    Amount PaidMarine Petroleum Corporation
    
    
    2010
    
    
    $
    54,4502009
    
    
    $
    48,9002008
    
    
    $
    47,901
 
 Item 14. Principal Accountant Fees and Services
  2010
    
    2009Audit Fees
    
    $
    55,000
    
    
    $
    85,242Audit-Related Fees
    
    
    
    
    
    
    Tax Fees
    
    
    
    
    
    
    All Other Fees
    
    
    
    
    
    
    
   
 Part IV
 
 Item 15. Exhibits and Financial Statement Schedules
 (a)
    
    Financial Statements  See Financial Statements and Supplementary Data above.(b)
    
    Exhibits
 4.1
    
    
    Indenture of Trust dated June 1, 1954, as amended, filed as Exhibit 4.1 to
the Trusts Quarterly Report on Form 10-Q for the period ended September 30, 2001,
filed with the Securities and Exchange Commission on November 14, 2001, and
incorporated herein by reference.21.1
    
    
    Subsidiaries of the Trust, filed as Exhibit 21.1 to the Trusts Annual
Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the
Securities and Exchange Commission on April 2, 2007, and incorporated herein by
reference.31.1*
    
    
    Certification of the Corporate Trustee pursuant to Section 302 of the Sarbanes-Oxley Act
of
2002.32.1*
    
    
    Certification of the Corporate Trustee pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 
 *
    
    Filed herewith. (c)
    
    Financial Statement Schedules  All required schedules are included in the financial
statements included in this Annual Report on Form 10-K.
 20




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
      
 21




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TIDELANDS ROYALTY TRUST B AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
 As of December 31, 2010 and 2009
 (Audited)
 December 31,
    
    
    December 31,2010
    
    
    2009AssetsCurrent assets:Cash and cash equivalents
    
    $
    1,299,734
    
    
    $
    1,531,808Oil, gas and other mineral properties
    
    
    2
    
    
    
    2Federal income tax refundable
    
    
    12,734
    
    
    
    15,934Total assets
    
    $
    1,312,470
    
    
    $
    1,547,744Liabilities and Trust CorpusCurrent liabilities:Accounts payable
    
    $
    
    
    
    $
    Federal income taxes payable
    
    
    
    
    
    
    Income distributable to unitholders
    
    
    507,437
    
    
    
    609,840Total current liabilities
    
    $
    507,437
    
    
    $
    609,840Trust corpus  authorized 1,386,525 units
of beneficial interest, issued 1,386,375
at nominal value
    
    
    805,033
    
    
    
    937,904$
    1,312,470
    
    
    $
    1,547,744
  22




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TIDELANDS ROYALTY TRUST B AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF DISTRIBUTABLE INCOME
 For the Three Years Ended December 31, 2010
 (Audited)
 2010
    
    
    2009
    
    
    2008Income:Oil and gas royalties
    
    $
    2,198,781
    
    
    $
    3,133,279
    
    
    $
    4,574,710Interest income
    
    
    
    
    
    
    769
    
    
    
    27,039Total income
    
    $
    2,198,781
    
    
    $
    3,134,048
    
    
    $
    4,601,749Expenses:General and administrative expenses
    
    $
    209,540
    
    
    $
    289,261
    
    
    $
    325,871Distributable income before Federal
income taxes
    
    
    1,989,241
    
    
    
    2,844,787
    
    
    
    4,275,878Federal income taxes of subsidiary
    
    
    3,200
    
    
    
    13,000
    
    
    
    45,670Distributable income
    
    $
    1,986,041
    
    
    $
    2,831,787
    
    
    $
    4,230,208Distributable income per unit
    
    $
    1.43
    
    
    $
    2.04
    
    
    $
    3.05Distributions per unit
    
    $
    1.53
    
    
    $
    2.26
    
    
    $
    2.97Units outstanding
    
    
    1,386,375
    
    
    
    1,386,375
    
    
    
    1,386,375
  23




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TIDELANDS ROYALTY TRUST B AND SUBSIDIARY
 
 CONSOLIDATED STATEMENTS OF CHANGES IN TRUST CORPUS
 For the Three Years Ended December 31, 2010
 (Audited)
 2010
    
    
    2009
    
    
    2008Trust corpus, beginning of period
    
    $
    937,904
    
    
    $
    1,233,375
    
    
    $
    1,118,498Distributable income
    
    
    1,986,041
    
    
    
    2,831,787
    
    
    
    4,230,208Distributions to unitholders
    
    
    (2,118,912
    )
    
    
    (3,127,258
    )
    
    
    (4,115,331
    )Trust corpus, end of period
    
    $
    805,033
    
    
    $
    937,904
    
    
    $
    1,233,375
  24




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TIDELANDS ROYALTY TRUST B AND SUBSIDIARY
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2010
 (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GENERAL
               25




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##### Table of Contents



Royalty Payors
    
    2010
    
    2009
    
    2008Devon Energy Production Company LP
    
    
    44%
    
    
    
    78%
    
    
    
    77%JX Nippon Oil & Gas Exploration Corp. (NOEX)
    
    
    34%
    
    
    
    15%
    
    
    
    8%Apache Corporation
    
    
    10%
    
    
    
    
    
    
    
    W&T Offshore Inc
    
    
    7%
    
    
    
    7%
    
    
    
    7%Breton Engineering LLC
    
    
    3%
    
    
    
    
    
    
    
    Barron Petroleum Company
    
    
    2%
    
    
    
    
    
    
    
    3%ENI Petroleum USA LLC
    
    
    *
    
    
    
    *
    
    
    
    1%McMoran Oil & Gas
    
    
    
    
    
    
    
    
    
    
    4%Mariner Energy Resources, Inc.
    
    
    
    
    
    
    *
    
    
    
    100%
    
    
    
    100%
    
    
    
    100%
 
 *
    
    Indicates less than 1% (2) BASIS OF ACCOUNTING
  26




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##### Table of Contents




    
    Royalty income is recognized when received by Tidelands.
    
    Tidelands expenses (which include accounting, legal, and other professional
fees, trustees fees and out-of-pocket expenses) are recorded on an accrual basis.
Reserves for liabilities that are contingent or uncertain in amount may also be
established if considered necessary.
    
    Distributions to unitholders are recognized when declared by the Trustee of the
Trust.
  
    
    Royalty income is recognized in the month received rather than in the month of
production.
    
    Reserves may be established for contingencies that would not be recorded under
GAAP.
   (3) TEXAS FRANCHISE TAX
  e.g. e.g.
   27




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##### Table of Contents



TIDELANDS ROYALTY TRUST B AND SUBSIDIARY
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (CONTINUED)
 (4) SUBSEQUENT EVENTS
  (5) SUPPLEMENTAL INFORMATION RELATING TO OIL AND NATURAL GAS RESERVES (UNAUDITED)
  For Year Ended December 31,2010
    
    2009
    
    2008Net production quantities:Oil (bbls)
    
    
    8,650
    
    
    
    6,662
    
    
    
    4,603Natural gas (mcf)
    
    
    268,723
    
    
    
    513,880
    
    
    
    428,728
 (6) SUMMARY OF QUARTERLY FINANCIAL DATA (UNAUDITED)
  Oil and
    
    
    Distributable
    
    
    DistributableNatural Gas
    
    
    Income
    
    
    Income PerRoyalties
    
    
    
    
    
    
    UnitQuarter ended:March 31, 2009
    
    $
    1,172,076
    
    
    $
    1,088,388
    
    
    $
    0.79June 30, 2009
    
    
    634,411
    
    
    
    548,452
    
    
    
    0.39September 30, 2009
    
    
    793,293
    
    
    
    722,686
    
    
    
    0.52December 31, 2009
    
    
    533,499
    
    
    
    472,261
    
    
    
    0.34$
    3,133,279
    
    
    $
    2,831,787
    
    
    $
    2.04Quarter ended:March 31, 2010
    
    $
    682,597
    
    
    $
    636,495
    
    
    $
    0.46June 30, 2010
    
    
    525,991
    
    
    
    456,320
    
    
    
    0.33September 30, 2010
    
    
    413,669
    
    
    
    348,652
    
    
    
    0.25December 31, 2010
    
    
    576,524
    
    
    
    544,574
    
    
    
    0.39$
    2,198,781
    
    
    $
    1,986,041
    
    
    $
    1.43
 28




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##### Table of Contents



SIGNATURES
  Date: March 28, 2011
    Tidelands Royalty Trust B
(Registrant)By:
    U.S. Trust, Bank of America Private WealthManagement (in its capacity as Corporate Trustee
of Tidelands Royalty Trust B and not in its individual capacity or otherwise) By:
    /s/ Ron E. HooperRon E. HooperSenior Vice President  NAME
    
    CAPACITIES
    
    DATEU.S. Trust, Bank of America Private
Wealth Management
    
    Corporate Trustee
    
    March 28, 2011
 By:
    /s/ Ron E. HooperRon E. HooperSenior Vice President  29




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##### Table of Contents



EXHIBIT INDEX
 ExhibitNumber
    
    Description4.1
    
    Indenture of Trust dated June 1, 1954, as amended, filed as Exhibit 4.1 to the Trusts
Quarterly Report on Form 10-Q for the period ended September 30, 2001, filed with the
Securities and Exchange Commission on November 14, 2001, and incorporated herein by reference.21.1
    
    Subsidiaries of the Trust, filed as Exhibit 21.1 to the Trusts Annual Report on Form 10-K
for the fiscal year ended December 31, 2006, filed with the Securities and Exchange Commission
on April 2, 2007, and incorporated herein by reference.31.1*
    
    Certification of the Corporate Trustee pursuant to Section 302 of the Sarbanes-Oxley of Act
of
2002.32.1*
    
    Certification of the Corporate Trustee pursuant to Section 906 of the Sarbanes-Oxley of Act
of 2002.
 
 *
    
    Filed herewith. 30