<PAGE>
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 2001          Omission 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,
    NEW YORK,                                            10018-2706
    (Address of principal executive offices)              (Zip code)

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

Securities Registered Pursuant to Section 12(b) of the Act:

                                      NONE
                                (Title of Class)

Securities Registered Pursuant to Section 12(g) of the Act:

                          UNITS OF BENEFICIAL INTEREST
                                (Title of Class)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such report), and (2) has been subject to such
filing requirements for at least the past 90 days.

                                    YES [X] NO [ ]

         As of March 7, 2002, 277,712 Trust Units were outstanding. The
aggregate market value of the Units of Mills Music Trust held by nonaffiliates
was $6,665,088.


<PAGE>


                       DOCUMENTS INCORPORATED BY REFERENCE
                                      NONE
                                     PART I

ITEM 1.  BUSINESS

         Mills Music Trust (the "Trust") was created, by a Declaration of Trust
dated December 3, 1964, for the purpose of acquiring, from Mills Music, Inc.
("Old Mills"), the rights to receive payment of a deferred contingent purchase
price obligation payable to Old Mills. The purchase price obligation arose as
the result of the sale by Old Mills of its musical copyright catalogue to a
newly formed company ("New Mills") pursuant to an Asset Purchase Agreement.

         In payment for the aforementioned catalogue, New Mills agreed in the
Asset Purchase Agreement to make quarterly payments to Old Mills (the
"Contingent Portion") measured by the royalty income generated from the
catalogue and, subject to certain limitations and conditions, from any
copyrights thereafter acquired by New Mills.

         The Contingent Portion payable for each quarterly period to and
including the last quarter of 2009 is to be an amount equal to the excess, if
any, of (a) the gross royalty income from the exploitation of the purchased
copyrights during such period (whether received by New Mills, its affiliated
companies or any other party) over (b) the sum of (i) the greater of (x) 25% of
such gross royalty income or (y) the lesser of $87,500 (as adjusted for
inflation by reflecting changes in average weekly earnings of employees in the
printing, publishing and allied industries since 1964) or 30% of such gross
royalty income; and (ii) royalties required to be paid to composers, authors and
others with respect to the existing copyrights. If the Contingent Portion as so
computed is less than $167,500, then the Contingent Portion will be computed on
the basis of the gross royalty income and related expense of New Mills, its
affiliated companies and their successors and assigns during such period not
only from the exploitation of purchased copyrights, but also from any copyrights
originated or acquired by New Mills and its affiliated companies subsequent to
December 5, 1964 (with the deductions referred to in (i) and (ii) above) except
that, when computed in this manner, the Contingent Portion cannot exceed
$167,500. In addition, for any quarterly period in which the Contingent Portion
as calculated above exceeds $250,000, the percentage specified in (x) above is
increased to as high as 35% based upon gross royalties for the quarter.


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<PAGE>


         Commencing with the first quarter of the year 2010, the Contingent
Portion payable for each quarterly period is to be an amount equal to 75% of the
gross royalty income of New Mills and/or its affiliated companies and their
successors and assigns from the exploitation of the existing copyrights for such
period, less the related royalty expense.

         The Asset Acquisition Purchase Agreement provides that the obligation
to make payments will terminate on the last day of the year in which the last
purchased copyright, or a renewal thereof, expires and cannot be renewed. When
the existing copyrights begin to expire, the size of each payment through the
year 2009 will become increasingly dependent on the success in which New Mills
has in acquiring and exploiting new copyrights.

         The composition of Old Mills Catalogue is estimated to be in excess of
25,000 titles of which approximately 1,500 are at present producing royalty
income. The majority of the royalty income generated by the catalogue in recent
years, however, was produced by a relatively small number of well-known songs,
many of which have remained popular and have generated substantial royalty
income over a long period of time.

         The Declaration of Trust prohibits the Trust from engaging in any
business; the Trust's sole activity is the receipt of the periodic installments
of the purchase price and the distribution thereof (after payment of expenses of
the Trust) to the owners of units of beneficial interest in the Trust.

ITEM 2. PROPERTIES

         The administrative office of the Mills Music Trust is at HSBC Bank,
USA, Issuer Services, 452 Fifth Avenue, New York, New York 10018. No expense is
being charged or paid for the office space and office equipment that is being
utilized by the Trust.

ITEM 3. LEGAL PROCEEDINGS

         None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.


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<PAGE>


                                     PART II

ITEM 5.  NOT APPLICABLE

ITEM 6.  SELECTED FINANCIAL DATA

The following selected financial data for the years ended December 31, 2001
through 1997 are derived from the Trust's audited financial statements. The data
set forth below should be read in connection with financial statements of the
Trust and the notes thereto and management discussions and analysis appearing
elsewhere herein.

<TABLE>
<CAPTION>
                                         Cash              Cash
 Year Ended         Receipts From     Distributions    Distribution
December 31,      Mills Music, Inc.  to Unit Holders     Per Unit*
------------      -----------------  ---------------     ---------
<S>               <C>                <C>               <C>
   2001             $  912,562         $  535,186         $   1.93
 Pro Forma (A)                                            $   2.93

   2000             $1,113,887         $1,051,583         $   3.79

   1999             $  915,168         $  871,523         $   3.14

   1998             $1,035,853         $  999,705         $   3.60

   1997             $1,137,919         $1,101,434         $   3.97
</TABLE>

*    Based on the 277,712 Trust Units outstanding

         (A) The Trust received an additional $278,844 on December 31, 2001,
which amount the Trust distributed to unit holders in January, 2002, after
complying with the required NASDAQ distribution notification period. Pro forma
distribution per unit of $2.93 reflects this January 2002 distribution as if it
were distributed in 2001.


ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE TRUST'S


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<PAGE>


                           RECEIPTS AND DISBURSEMENTS

         The Trust's receipts are derived principally from copyrights
established prior to 1964 and such receipts fluctuate based upon public interest
in the "nostalgia" appeal of older copyrighted 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. Reno which
rejected certain constitutional challenges to the Act. The Trust is unable to
determine what impact, if any, an 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 renewaland


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<PAGE>


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 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.


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<PAGE>


         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. In January 2002, the Trust made distributions based upon the
additional distributions from EMI 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 will be includable in the
unit holder's 2001 taxable income.


ITEM 8.  AUDITORS' REPORT AND FINANCIAL STATEMENTS

         The Auditors' report and financial statements begin on page 9 and 10 of
this report, respectively.


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<PAGE>
                          INDEPENDENT AUDITORS' REPORT

The Trustees and Unit Owners
   Mills Music Trust


We have audited the accompanying statement of cash receipts and disbursements of
Mills Music Trust for each of the years in the three years ended December 31,
2001. This financial statement is the responsibility of the Trust's management.
Our responsibility is to express an opinion on this financial statement based on
our audit.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statement. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

As described in Note 1, this financial statement was prepared on the basis of
cash receipts and disbursements, which is a comprehensive basis of accounting
other than accounting principles generally accepted in the United States of
America.

In our opinion, the financial statement referred to above presents fairly, in
all material respects, the cash receipts and disbursements of Mills Music Trust
for each of the years in the three year period ended December 31, 2001, on the
basis of accounting described in Note 1.


                                               /s/ Berdon LLP
                                               --------------------------------
                                                   Berdon LLP
                                                   Certified Public Accountants

March 4, 2002


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<PAGE>


                                MILLS MUSIC TRUST
                  STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS
                             YEARS ENDED DECEMBER 31
<TABLE>
<CAPTION>
                                        2001              2000          1999
                                        ----              ----          ----
<S>                                  <C>              <C>          <C>
Receipts from Mills Music, Inc.      $   912,562      $ 1,113,887   $   915,168
                                     -----------      -----------   -----------
   Total Receipts                    $   912,562      $ 1,113,887   $   915,168

Undistributed Cash at Beginning               51               31            39
   of Year

Disbursements -
   Administrative Expenses           (    42,383)     (    62,284) (     43,653)
                                     -----------      -----------   -----------
Balance Available for                    870,230        1,051,634       871,554
   Distribution

Cash Distributions to Unit           (   535,186)     ( 1,051,583) (    871,523)
   Holders                           -----------      -----------   -----------

Undistributed Cash at
   End of the year                   $   335,044(A)   $        51  $         31
                                     -----------      -----------   -----------

Cash Distributions Per Unit
   based on the 277,712
   Trust Units Outstanding)          $      1.93      $      3.79  $       3.14
                                     ===========      ===========   ===========
Pro Forma cash distribution
   after giving effect to January    $      2.93(A)
   2002 distribution                 ===========
</TABLE>


         (A) See Note 4(c).

         The Trust does not prepare a balance sheet or a statement of cash
flows.

         See accompanying Notes to Statement of Cash Receipts and Disbursements.


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<PAGE>


                                MILLS MUSIC TRUST
              NOTES TO STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS
                       THREE YEARS ENDED DECEMBER 31, 2001


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 disbursements 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.

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).


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<PAGE>


                                MILLS MUSIC TRUST
              NOTE TO STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS
                       THREE YEARS ENDED DECEMBER 31, 2001

NOTE 3.  RELATED PARTY TRANSACTIONS (Continued)

The Declaration of Trust also provides, that if in the future 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 in interest of Trust Certificate holders.

         Pursuant to these provisions, disbursements were made as follows for
the years ended December 31:

<TABLE>
<CAPTION>
TRUSTEES                        2001       2000        1999
--------                        ----       ----        ----
<S>                           <C>        <C>         <C>
HSBC Bank USA (formerly
Marine Midland Bank)          $ 2,500    $ 2,500     $ 2,500
Bernard Fischman                1,250      2,500       2,500

HSBC Bank USA (formerly
Marine Midland Bank) as
 registrar and transfer agent   4,508     10,116       5,542
</TABLE>

         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 remittance to the Trust is less than $167,500 for the quarter. This occurred
in the quarter ended December 31, 1999, for which the 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) EMI made a computational error in its remittance for the fourth
quarter of 1999, resulting in a $19,000 overpayment.

             EMI deducted this amount from its remittance for the second
quarter of 2000. Even though it was required to do so, EMI did not utilize the
revised royalty calculation and, therefore, was not entitled to deduct this
amount. In the quarter ended June 30, 2001 EMI reimbursed the Trust for the
amount deducted.


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<PAGE>


                                MILLS MUSIC TRUST
        NOTES TO STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS (CONTINUED)
                       THREE YEARS ENDED DECEMBER 31, 2001

NOTE 4.  ROYALTIES (Continued)

         (c) 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 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 amount of such advances.

         (d) The Trust received the additional distributions 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
will be reported in the Trust's 2002 fiscal year. For federal income tax
purposes, the January 2002 distribution of cash received in 2001 will be
includable in the unit holder's 2001 taxable income.

         (e) In 2000, the Trustees requested Berdon LLP, the Trust's independent
auditors, to undertake a limited-scope royalty engagement to evaluate certain of
the record keeping and reporting processes of EMI, the current owner and
administrative entity for the copyrighted materials, subject to the Trust
agreement. This limited scope


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<PAGE>


engagement did not indicate any differences from reported amounts. Berdon LLP is
currently in the process of reviewing the cost of renewals charged and the
application of those costs into the adjustment calculated by EMI so that the
Trust and EMI can agree on an appropriate amount. Berdon LLP is reviewing the
recasting of the adjustment to years to which it pertains to determine if the
amounts previously paid in those years were appropriate and what effects, if
any, that could have on categorizing the additional distributions as advances.
EMI has been given requests for more detailed information and is in the process
of complying with those requests.


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<PAGE>


ITEM 9. NOT APPLICABLE

                                    PART III

ITEM 10. DIRECTORS OF THE REGISTRANT

         HSBC Bank USA (formerly Marine Midland Bank) is the Corporate Trustee
of the Registrant. The Trustees serve until their removal, resignation,
incapacity, or in the case of individual Trustees, their death. Bernard D.
Fischman, the individual Trustee, died July 11, 2001.

         HSBC Bank USA has been the corporate trustee since February, 1965 and
is a national banking association organized under the laws of the Unites States.

ITEM 11. EXECUTIVE COMPENSATION (See Item 13)


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         (a)      Security Ownership of Certain Beneficial Owners

         To the best knowledge of the Trustees, the only persons who
beneficially own more than 5% of the Trust Units are as follows:

<TABLE>
<CAPTION>
                                                        PERCENT
NAME AND ADDRESS OF                 NUMBER OF          OF UNITS
BENEFICIAL OWNER                   UNITS OWNED        OUTSTANDING
----------------                   -----------        -----------
<S>                               <C>                 <C>
MPL Communications, Ltd.
39 West 54th Street
New York, New York 10019           79,609 Units         28.67%

Cede & Co.
Fast Cod Balance
P.O. Box 20
Bowling Green Station
New York, New York 10004          136,470 Units         49.14%
</TABLE>


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<PAGE>


         (b) Security Ownership of Management

         The present Trustees have beneficial ownership in the Trust as follows:

<TABLE>
<CAPTION>
                          NATURE OF          PERCENTAGE
                          BENEFICIAL         OF UNITS
     TRUSTEE              OWNERSHIP          OUTSTANDING
     -------              ---------          -----------
<S>                       <C>                <C>
   HSBC Bank USA            None                None
</TABLE>


         (c) Changes in Control

         The Trustees know of no contractual arrangements which may result in a
change in control of the Trust at a subsequent date.


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         (a) Remunerations of Directors and Officers

         The Declaration of Trust provides that each trustee shall receive
annual compensation of $2,500 per year for his 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 his 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 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 in the future 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 in
interest of Trust Certificate holders. During 2001, pursuant to these
provisions, Bernard D. Fischman received $1,250 and HSBC Bank USA $2,500.


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<PAGE>


                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES, AND REPORTS ON FORM 8-K

<TABLE>
<CAPTION>
         1.   FINANCIAL STATEMENTS                                     PAGE
<S>                                                                    <C>
              Independent Auditors' Report                                9

              Statement of cash receipts and disbursements -
              years ended December 31, 2001, 2000 and 1999                10

              Notes to statement of cash receipts and disbursements    11-14

         2.   FINANCIAL STATEMENT SCHEDULES                             None

         3.   EXHIBITS                                                  None
</TABLE>


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<PAGE>


                                   SIGNATURES


         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


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



                                                   By: /s/ Marcia Markowski
                                                      --------------------------
                                                           Marcia Markowski
                                                           HSBC Bank USA
                                                           Corporate Trustee



Dated as of March 27, 2002


         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.


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