UNITED STATES
SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2004March 31, 2005

Commission File No. 000-10810

KIEWIT ROYALTY TRUST

(Exact name of Registrant as specified in its charter)
   
Nebraska47-6131402

(State or other jurisdiction of
 47-6131402
(I.R.S. Employer Identification No.)
incorporation or organization)
  
Trust Division 68102
U.S. Bank National Association (Zip Code)
1700 Farnam Street  
Omaha, Nebraska  
(Address of Principal Executive  
Offices)  

(402) 348-6000
(Registrant’s Telephone Number, Including Area Code)

     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 xþ Noo

     Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act) Yeso No xþ


KIEWIT ROYALTY TRUST

FORM 10-Q

For the Quarter Ended September 30, 2004


March 31, 2005

INDEX

     
  Page
    
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  4 
  6 
  6 
    
  7 
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  7 
  7 
  7 
  7 
  8 
Certification of Trust Officer    
Section 906 Certification of Trust Officer    
Certification of Trust Officer
Section 906 Certification of Trust Officer
Certification
Certification

 


PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

KIEWIT ROYALTY TRUST
STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
unaudited as of September 30, 2004March 31, 2005 and audited as of December 31, 20032004

              
 September 30, 2004
 December 31, 2003
 March 31, 2005 December 31, 2004 
 (unaudited)  (unaudited)   
ASSETS
  
 
Cash and cash equivalents $1,815,668 $148,662  $2,469,050 $403,538 
Trust reserves 783,317 783,317   783,317 
Royalty and overriding royalty interests in coal leases 167,817 167,817  167,817 167,817 
Less accumulated amortization  (142,726)  (141,592)  (144,884)  (142,726)
 
 
 
 
 
Net royalty and overriding royalty interests in coal leases 25,091 26,225  22,933 25,091 
 
 
 
 
 
Total Assets $2,624,076 $958,204  $2,491,983 $1,211,946 
 
 
 
 
 
LIABILITIES AND TRUST CORPUS
  
Distributions payable to unit holders $1,815,668 $148,662  $2,469,050 $403,538 
Trust reserves payable 783,317 783,317   783,317 
Trust corpus: 12,633,432 units of beneficial interest authorized and outstanding 25,091 26,225  22,933 25,091 
 
 
 
 
 
Total Liabilities and Trust Corpus $2,624,076 $958,204  $2,491,983 $1,211,946 
 
 
 
 
 

The accompanying notes are an integral part
of the financial statements.

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KIEWIT ROYALTY TRUST
STATEMENTS OF DISTRIBUTABLE INCOME
(unaudited)

                        
 Three Months Ended September 30
 Nine Months Ended September 30
 Three Months Ended March 31 
 2004
 2003
 2004
 2003
 2005 2004 
Royalty income $1,822,339 $1,614,880 $3,543,352 $3,168,142  $1,711,110 $1,521,771 
Royalty income recognized on settlement of litigation 783,317  
Interest income 7,016 4,183 13,674 11,964  11,576 4,279 
Trust expenses  (13,687)  (14,840)  (76,818)  (85,722)  (36,953)  (17,803)
 
 
 
 
 
 
 
 
 
Distributable income $1,815,668 $1,604,223 $3,480,208 $3,094,384  $2,469,050 $1,508,247 
 
 
 
 
 
 
 
 
 
Distributable income per unit $0.1437193 $0.1269824 $0.2754761 $0.2449361  $0.1954378 $0.1193854 
 
 
 
 
 
 
 
 
 

STATEMENTS OF CHANGES IN TRUST CORPUS
(unaudited)

                
 Nine Months Ended September 30
 Three Months Ended March 31 
 2004
 2003
 2005 2004 
Trust corpus as of January 1 $26,225 $30,317  $25,091 $26,225 
Amortization of royalty interests  (1,134)  (1,291)  (2,158)  (754)
Distributable income 3,480,208 3,094,384  2,469,050 1,508,247 
Distributions to unit holders  (3,480,208)  (3,094,384)  (2,469,050)  (1,508,247)
 
 
 
 
 
Trust corpus as of September 30 $25,091 $29,026 
 
 
 
 
 
Trust corpus as of March 31 $22,933 $25,471 

The accompanying notes are an integral part
of the financial statements.

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KIEWIT ROYALTY TRUST
NOTES TO FINANCIAL STATEMENTS
as of September 30, 2004March 31, 2005 and December 31, 20032004

Basis of Presentation

     The accompanying financial statements have been prepared in accordance with the instructions for Form 10-Q and do not necessarily include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the Trustee’s opinion, all adjustments necessary for a fair presentation have been included. For further information, refer to the financial statements and footnotes included in the Trust’s annual report on Form 10-K for the year ended December 31, 2003.2004.

Summary of Significant Accounting Policies

     (a) Basis of Accounting:

     The accompanying unaudited financial statements have been prepared on the following basis:

(1)(1)  Royalty income is recorded on a cash receipt basis.
 
(2)(2)  Trust administration expenses are recorded in the month in which they are paid.
 
(3)(3)  Amortization of the net royalty and overriding royalty interests, which is calculated on a units-of-production basis, is charged directly to trust corpus since such amount does not affect distributable income.
 
(4)(4)  Distributions to Unit Holders are recognized when declared by the Trustee.

     The preparation of financial statements requires estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

     While these statements differ from financial statements prepared in accordance with accounting principles generally accepted in the United States of America, the cash basis of reporting revenues is considered to be the most meaningful because Quarterly Distributions to Unit Holders are based on net cash receipts.

     (b) Cash Equivalents:

     The Trust considers all highly liquid financial instruments with original maturities of three months or less when purchased to be cash equivalents.

Item 2. Trustee’s Discussion and Analysis of Financial Condition and Results of Operations.

a.Material Changes in Financial Condition.

     Kiewit Royalty Trust (the “Trust”) is a royalty trust with royalty and overriding royalty interests in certain coal leases. The Trust was formed for the purposes of (1) administering the income received from such coal leases and (2) distributing such income (together with interest earned thereon less payment of or provision for obligations) to the holders of the Units of Beneficial Interest.

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b.Material Changes in Results of Operations.

     During the threethree-month period ended March 31, 2005 and nine months ended September 30, 2004, the Trust received a total of $1,822,339$1,711,110 and $3,543,352$1,521,771, respectively, of royalty and overriding royalty payments. The following schedule reflects the royalty and overriding royalty payments received by the Trust in respect of leases at the following mines:

                        
 Three Months Ended September 30
 Nine Months Ended September 30
 Three Months Ended March 31 
 2004
 2003
 2004
 2003
 2005 2004 
Decker $1,182,024 $1,003,493 $2,853,037 $2,506,755  $1,711,110 $1,521,771 
Big Horn     
Spring Creek 640,315 611,387 690,315 661,387    
 
 
 
 
 
 
 
 
 
Total $1,822,339 $1,614,880 $3,543,352 $3,168,142  $1,711,110 $1,521,771 
 
 
 
 
 
 
 
 
 

i.Decker Mine.

     Royalty and overriding royalty amounts received by the Trust from the Decker Mine increased to $2,853,037$1,711,110 during the first ninethree months of 20042005 as compared to $2,506,755$1,521,771 received during the same period in 2003.2004. These changes in royalty and overriding royalty amounts received were due to changes in the relative amounts of coal mined under leases bearing high and low overriding royalty rates per ton, which are a normal result of the execution of a mining plan encompassing several coal leases bearing different royalty rates.

ii.Big HornSpring Creek Mine.

     No royalties were received from the Big HornSpring Creek Mine during the first ninethree months of 2005 or 2004 or 2003. The Big Horn Mine reached the end of its production cycle and it is foreseen that the Trust will receive no further payments deriving from coal production from the Big Horn Mine.

     iii. Spring Creek Mine.

        Royalty and overriding royalty amounts received by the Trust from the Spring Creek Mine increased to $690,315 during the first nine months of 2004 as compared to $661,387 received during the same period in 2003. For the third quarter of 2004, the payments received by the Trust from the Spring Creek Mine increased to $640,315 as compared to $611,387 received during the same quarter 2003. These changes in royalty and overriding royalty amounts received were due to changes in the relative amounts of coal mined under leases bearing high and low overriding royalty rates per ton, which are a normal result of the execution of a mining plan encompassing several coal leases bearing different royalty rates. Althoughbecause royalties with respect to this mine are typically paid by the mine operators on an annual basis during the second half of the calendar year, the Spring Creek Mine made a $50,000 payment immediately prior to the end of the second quarter of 2004 and 2003.year.

     iv. iii.Trust Expenses.

     Trust expenses decreasedincreased to $76,818$36,953 in the first ninethree months of 2004,2005, as compared to $85,722$17,803 for the same period in 2003. For the third quarter of 2004, trust expenses were $13,687, as compared to $14,840 for the same period in 2003.2004. The change in trust expenses is related to the change in audit, legal and administrative fees.

     v. iv.Trust Reserve.

     On June 29, 2001, the Trustee received notification from the operator of the Spring Creek Mine initially alleging overpayments aggregating approximately $476,000 related to the Trust’s overriding royalty interest that were remitted during the period from 1996 to 2000. Accordingly, the $783,317 royalty payment received from the Spring Creek Mine on July 31, 2001, iswas being held in reserve in connection with this matter. In April 2002, the Trust filed a complaint in federal district court seeking a declaratory judgment and accounting against Spring Creek Coal Company, the operator of the Spring Creek Mine, in connection with this matter. On October 28, 2003,2002, the Spring Creek Coal Company filed an answer and a counterclaim to the Trust’s complaint alleging that the Trust does not own an overriding royalty interest in certain portions of lands encompassed by Lease M-069782 at Spring Creek Mine. The Spring Creek Coal Company seekswas seeking the return of $790,776 in allegedly mistaken payments made by it to the Trust under suchthis lease. There can be no assurance asIn December 2004, the parties reached a settlement and the case was dismissed with prejudice. As a result of the settlement, the Trustee distributed the $783,317 which was held in trust reserves to the outcomeUnit Holders during the first quarter of this litigation or whether it will have a material adverse effect on2005. This amount is included in the Trust’s resultsstatements of operations or financial condition; however, formal settlement negotiations are in process and the final resolution of the issues through an agreement appears likely.distributable income. For a more detailed discussion of the legal action instituted by the Trust, see “Legal Proceedings.”

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     c. Critical Accounting Policies and Estimates.

The Trust’s financial statements reflect the selection and application of accounting policies thatwhich require the Trust to make significant estimates and assumptions. The following are some of the more critical judgment areas in the application of accounting policies that currently affect the Trust’s financial condition and results of operations:

Royalty income and interest income are recognized in the month in which amounts are received by the Trust.

Trust expenses, consisting principally of routine general and administrative costs, include payments made during the accounting period.

Reserves for liabilities thatwhich are contingent or uncertain in amount may also be established if considered necessary.

Net royalty and overriding royalty interests that are producing properties are amortized using the unit-of-production method. This amortization is shown as a reduction of Trust corpus.

Distributions to Unit Holders are recognized when declared by the Trustee.

The financial statements of the Trust differ from financial statements prepared in conformity with accounting principles generally accepted in the United States of America because of the following:

Royalty income is recognized in the month received rather than in the month of production.

Expenses are not accrued.

Amortization of the net royalty and overriding royalty interests is shown as a reduction to Trust corpus and not as a charge to operating results.

Reserves may be established for contingencies that would not be recorded under accounting principles generally accepted in the United States of America.

     d. Forward-Looking Statements.

This Form 10-Q includes “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbor created thereby. All statements other than statements of historical fact included in this Form 10-Q are forward-looking statements. Such statements include, without limitation, certain statements regarding the Trust’s financial position, industry conditions and other matters contained in this Item 2. Although the Trustee believes that the expectations reflected in such forward-looking statements are reasonable, such expectations are subject to numerous risks and uncertainties and the Trustee can give no assurance that they will prove correct. There are many factors, none of which is within the Trustee’s control, that may cause such expectations not to be realized, including, among other things, factors identified in the Trust’s most recent Form 10-K affecting coal prices (including, without limitation, the domestic and foreign supply of coal and the price of foreign imports, market demand, the price and availability of alternative fuels and the effect of governmental regulations) and recoverability of “Tons Under Lease” and “Current Economic Tons,” general economic conditions, and other changes in the domestic and international coal markets.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

     Not Applicable.

Item 4. Controls and Procedures.

     a. As of the end of the period covered by this Form 10-Q, the Trusteeofficer of the TrustTrustee conducted an evaluation of the Trust’s disclosure controls and procedures (as defined in Rules 13a-15(e) of the Securities Exchange Act of 1934). Based upon this evaluation, the officer of the Trustee concluded that the Trust’s disclosure controls and procedures are effective in timely alerting him of any material information relating to the Trust that is required to be disclosed by the Trust in the reports it files or submits under the Securities Exchange Act of 1934.

     b. There was no significant change in the Trust’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Securities Exchange Act of 1934) that occurred during the Trust’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.

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PART II — OTHER INFORMATION.

Item 1. Legal Proceedings.

     On June 29, 2001, the Trustee received notification from the operator of the Spring Creek Mine initially alleging overpayments aggregating approximately $476,000 related to the Trust’s overriding royalty interest that were remitted during the period from 1996 to 2000. Accordingly, the $783,317 royalty payment received from the Spring Creek Mine on July 31, 2001, iswas being held in reserve in connection with this matter.

     In April 2002, the Trust filed a complaint in Federal District Court for the District of Montana, Billings Division, seeking a declaratory judgment and accounting against Spring Creek Coal Company, the operator of the Spring Creek Mine. The suit seekswas seeking adjudication of a reimbursement request to the Trust from Spring Creek Coal Company and an accounting of all coal overriding royalties that Spring Creek Coal Company should have paid to the Trust under certain agreements between the parties. On October 28, 2003,2002, the Spring Creek Coal Company filed an answer and a counterclaim to the Trust’s complaint alleging that the Trust does not own an overriding royalty interest in certain portions of land encompassed by Lease M-069782 at Spring Creek Mine. During the discovery phase of the lawsuit, the Spring Creek Coal Company indicated that it iswas seeking the return of $790,776 in allegedly mistaken payments made by it to the Trust under suchthis lease. There canIn December 2004, the parties reached a settlement and the case was dismissed with prejudice. Under the terms of the settlement, the Trust received approximately $207,380, in 2004, of royalty payments that had been suspended since the third quarter of 2000. The final amount is subject to adjustment based on an independent audit of royalty payments from the subject lease which is to be no assurance ascompleted in the second quarter and will be included in the Trust’s 2005 royalty income. In addition, the Trustee distributed the $783,317, which was held in trust reserves, to the outcomeUnit Holders during the first quarter of the litigation or whether it will have a material adverse effect on the Trust’s results of operations or financial condition; however, formal settlement negotiations are in process and the final resolution of the issues through an agreement appears likely.2005. There are no other pending material legal proceedings to which the Trust is a party or which any of its property is the subject.

Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities

     Not Applicable.

Item 3. Defaults Upon Senior Securities.

     Not Applicable.

Item 4. Submission of Matters to a Vote of Security Holders.

     Not Applicable.

Item 5. Other Information.

     Not Applicable.

Item 6. Exhibits and Reports on Form 8-K.

a. Exhibits

Exhibits.

 
4.1 Kiewit Royalty Trust Indenture dated May 17, 1982, as amended June 9, 1982 and June 23, 1982 (filed as Exhibit 4.1 to the Trust’s Form 10-K filed with the Securities and Exchange Commission on March 28, 2003, and incorporated herein by reference).
 
 4.2 Order dated September 23, 1994, of the County Court of Douglas County, Nebraska (filed as Exhibit 4.2 to the Trust’s Form 10-K filed with the Securities and Exchange Commission on March 28, 2003, and incorporated herein by reference).
 
 31* Certification of Trust Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934.
 
 32* Certification of Trust Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


* Filed herewith

b. Reports on Form 8-K.

     No reports on Form 8-K were filed during the quarter for which this report is filed.

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SIGNATURE

     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 thereunto duly authorized.

   
 KIEWIT ROYALTY TRUST
   
 By: U.S. Bank National Association in its
 capacity as Trustee and not in its individual
 capacity or otherwise
 /s/ Ted L. Hall
 Ted L. Hall
 Vice President and Trust Officer

Dated: November 5, 2004May 20, 2005

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