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<SEC-DOCUMENT>0000950134-01-002934.txt : 20010402
<SEC-HEADER>0000950134-01-002934.hdr.sgml : 20010402
ACCESSION NUMBER:		0000950134-01-002934
CONFORMED SUBMISSION TYPE:	10-K405
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20001231
FILED AS OF DATE:		20010330

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SAN JUAN BASIN ROYALTY TRUST
		CENTRAL INDEX KEY:			0000319655
		STANDARD INDUSTRIAL CLASSIFICATION:	OIL ROYALTY TRADERS [6792]
		IRS NUMBER:				756279898
		STATE OF INCORPORATION:			TX
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-K405
		SEC ACT:		
		SEC FILE NUMBER:	001-08032
		FILM NUMBER:		1587410

	BUSINESS ADDRESS:	
		STREET 1:		BANK ONE TEXAS N A TRUST
		CITY:			FT WORTH
		STATE:			TX
		ZIP:			76113
		BUSINESS PHONE:		8178844630

	MAIL ADDRESS:	
		STREET 1:		1600 BANK ONE TOWER
		STREET 2:		500 THROCKMORTON
		CITY:			FORT WORTH
		STATE:			TX
		ZIP:			76102-3899
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-K405
<SEQUENCE>1
<FILENAME>d85619e10-k405.txt
<DESCRIPTION>FORM 10-K FOR FISCAL YEAR END DECEMBER 31, 2000
<TEXT>

<PAGE>   1
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM 10-K

(MARK ONE)

[X]             ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000,

                                       OR

[ ]           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 1-8032

                          SAN JUAN BASIN ROYALTY TRUST
                  (Exact name of registrant as specified in the
                     San Juan Basin Royalty Trust Indenture)

            TEXAS                                         75-6279898
  (State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                     Identification Number)
         BANK ONE, NA                                        76113
   CORPORATE TRUST DEPARTMENT                              (Zip Code)
        P.O. BOX 2604
       FORT WORTH, TEXAS
(Address of principal executive offices)

                                 (817) 884-4630
              (Registrant's telephone number, including area code)
           Securities registered pursuant to Section 12(b) of the Act:


                                                 NAME OF EACH EXCHANGE ON
     TITLE OF EACH CLASS                             WHICH REGISTERED
     -------------------                         ------------------------
Units of Beneficial Interest                     New York Stock Exchange

           Securities registered pursuant to Section 12(g) of the Act:
                                      NONE
                                (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 reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
At March 28, 2001, there were 46,608,796 Units of Beneficial Interest of the
Trust outstanding with an aggregate market value on that date of $726,165,042.

                       DOCUMENTS INCORPORATED BY REFERENCE

     "Units of Beneficial Interest" at page 1; "Description of the Properties"
at pages 5 and 6; "Trustee's Discussion and Analysis" at pages 7 and 8; "Results
of the 4th Quarters of 2000 and 1999" at page 9; and "Statements of Assets,
Liabilities and Trust Corpus," "Statements of Distributable Income," "Statements
of Change in Trust Corpus," "Notes to Financial Statements," and "Independent
Auditor's Report" at page 10 et seq., in registrant's Annual Report to Unit
holders for fiscal year ended December 31, 2000 are incorporated herein by
reference for Item 2 (Properties), Item 3 (Legal Proceedings), Item 5 (Market
for Units of the Trust and Related Security Holder Matters), Item 7
(Management's Discussion and Analysis of Financial Condition and Results of
Operation) and Item 8 (Financial Statements and Supplementary Data) of Part II
of this Report.




================================================================================

<PAGE>   2



                                     PART I

ITEM 1. BUSINESS

     The San Juan Basin Royalty Trust (the "Trust") is an express trust created
under the laws of the state of Texas by the "San Juan Basin Royalty Trust
Indenture" (the "Trust Indenture") entered into on November 3, 1980, between
Southland Royalty Company ("Southland Royalty") and The Fort Worth National
Bank, a banking association organized under the laws of the United States, as
Trustee. The Trustee is now Bank One, NA The principal office of the Trust
(sometimes referred to herein as the "Registrant") is located at 500
Throckmorton Street, Fort Worth, Texas 76102, Attention: Corporate Trust
Department (telephone number 817/884-4630).

     On October 23, 1980, the stockholders of Southland Royalty approved and
authorized that company's conveyance of a net overriding royalty interest
(equivalent to a net profits interest) to the Trust for the benefit of the
stockholders of Southland Royalty of record at the close of business on the date
of the conveyance consisting of a 75% net overriding royalty interest carved out
of that company's oil and gas leasehold and royalty interests in the San Juan
Basin of northwestern New Mexico. The conveyance of this interest (the
"Royalty") was made on November 3, 1980, effective as to production from and
after November 1, 1980 at 7:00 A.M.

     The Royalty was carved out of and now burdens those properties and
interests as more particularly described under "Item 2. Properties" herein.

     The Royalty constitutes the principal asset of the Trust and the beneficial
interests in the Royalty are divided into that number of Units of Beneficial
Interest (the "Units") of the Trust equal to the number of shares of the common
stock of Southland Royalty outstanding as of the close of business on November
3, 1980. Each stockholder of Southland Royalty of record at the close of
business on November 3, 1980, received one Unit for each share of the common
stock of Southland Royalty then held.

     The function of the Trustee is to collect the income attributable to the
Royalty, to pay all expenses and charges of the Trust, and then distribute the
remaining available income to the Unit holders. The Trust is not empowered to
carry on any business activity and has no employees, all administrative
functions being performed by the Trustee.

     In 1985, Southland Royalty became a wholly-owned subsidiary of Burlington
Northern Inc. ("BNI"). In 1988, BNI transferred its natural resource operations
to Burlington Resources Inc. ("BRI") as a result of which Southland Royalty
became a wholly-owned indirect subsidiary of BRI. As a result of these
transactions, El Paso Natural Gas Company ("El Paso"), Meridian Oil, Inc.
("MOI") and Meridian Oil Trading Inc. ("MOTI") also became indirect subsidiaries
of BRI. Effective January 1, 1996, Southland Royalty, a wholly-owned subsidiary
of MOI, was merged with and into MOI, by which action the separate corporate
existence of Southland Royalty ceased and MOI survived and succeeded to the
ownership of all of the assets, has the rights, powers and privileges and
assumed all of the liabilities and obligations of Southland Royalty. Subsequent
to the merger, MOI changed its name to Burlington Resources Oil & Gas Company
("BROG").

     The term "net proceeds" as used in the November 3, 1980 conveyance means
the excess of "gross proceeds" received by BROG during a particular period over
"production costs" for such period. "Gross proceeds" means the amount received
by BROG (or any subsequent owner of the interests from which the Royalty was
carved) from the sale of the production attributable to the interests in
properties from which the Royalty was carved (the "Underlying Properties"),
subject to certain adjustments. "Production costs" generally means costs
incurred on an accrual basis by BROG in operating its properties and interests
out of which the Royalty was carved, including both capital and non-capital
costs. For example, these costs include development drilling, production and
processing costs, applicable taxes, and operating charges. If production costs
exceed gross proceeds in any month, the excess is recovered out of future gross
proceeds prior to the making of further payment to the Trust, but the Trust is
not otherwise liable for any production costs or other costs or liabilities
attributable to these properties and interests or the minerals produced
therefrom. If at any time the Trust receives more than the amount due under the
Royalty, it shall not be obligated to



                                       1
<PAGE>   3



return such overpayment, but the amounts payable to it for any subsequent period
shall be reduced by such amount, plus interest, at a rate specified in the
conveyance.

     Certain of the Underlying Properties are operated by BROG with the
obligation to conduct its operations in accordance with reasonable and prudent
business judgment and good oil and gas field practices. As operator, BROG has
the right to abandon any well when in its opinion such well ceases to produce or
is not capable of producing oil and gas in paying quantities. BROG also is
responsible, to the extent it has the legal right to do so for marketing the
production from such properties, either under existing sales contracts or under
future arrangements at the best prices and on the best terms it shall deem
reasonably obtainable in the circumstances. As a result of the settlement of the
Litigation (as hereinafter defined), agreement was reached, among other things,
regarding the marketing of such production. See Note 5 of Notes to Financial
Statements incorporated herein by reference. BROG also has the obligation to
maintain books and records sufficient to determine the amounts payable to the
Trustee. BROG, however, can sell its interest in the Underlying Properties.

     Proceeds from production in the first month are generally received by BROG
in the second month, the net proceeds attributable to the Royalty are paid by
BROG to the Trustee in the third month and distribution by the Trustee to the
Unit holders is made in the fourth month. The identity of Unit holders entitled
to a distribution will generally be determined as of the last business day of
each calendar month (the "monthly record date"). The amount of each monthly
distribution will generally be determined and announced ten days before the
monthly record date. Unit holders of record as of the monthly record date will
be entitled to receive the calculated monthly distribution amount for each month
on or before ten business days after the monthly record date. The aggregate
monthly distribution amount is the excess of (i) net revenues from the Trust
properties, plus any decrease in cash reserves previously established for
contingent liabilities and any other cash receipts of the Trust over (ii) the
expenses and payments of liabilities of the Trust plus any net increase in cash
reserves for contingent liabilities.

     Cash being held by the Trustee as a reserve for liabilities or
contingencies (which reserves may be established by the Trustee in its
discretion) or pending distribution is placed, in the Trustee's discretion, in
obligations issued by (or unconditionally guaranteed by) the United States or
any agency thereof, repurchase agreements secured by obligations issued by the
United States or any agency thereof, or certificates of deposit of banks having
a capital, surplus and undivided profits in excess of $50,000,000, subject, in
each case, to certain other qualifying conditions.

     The Underlying Properties are primarily gas producing properties. Normally
there is a greater demand for gas in the winter months than during the rest of
the year. Otherwise, the income to the Trust attributable to the Royalty is not
subject to seasonal factors nor in any manner related to or dependent upon
patents, licenses, franchises or concessions. The Trust conducts no research
activities.

     Based on its 1999 year-end review, BROG determined that it had undercharged
the Trust for both capital expenditures and lease operating charges related to
properties burdened by the Trust but not operated by BROG. In April and May of
2000, BROG passed through to the Trust additional charges of $652,303 in capital
expenditures and $1,689,509 in lease operating charges related to the
undercharged non-operated properties. The Trust's consultants have reviewed
BROG's cost reporting data and confirmed that these additional charges were
appropriate.

ITEM 2. PROPERTIES

     The 75% net overriding royalty conveyed to the Trust was carved out of
Southland Royalty's (now BROG's) working interest and royalty interests in
properties situated in the San Juan Basin in northwestern New Mexico. References
below to "gross" wells and acres are to the interests of all persons owning
interests therein, while references to "net" are to the interests of BROG (from
which the Royalty was carved) in such wells and acres.

     Unless otherwise indicated, the following information in Item 2 is based
upon data and information furnished to the Trustee by BROG.



                                       2
<PAGE>   4



PRODUCING ACREAGE, WELLS AND DRILLING

     The Underlying Properties consist of working interests and royalty
interests in 151,900 gross (119,000 net) producing acres in San Juan, Rio Arriba
and Sandoval Counties of northwestern New Mexico. Based upon information
received from the Trust's independent petroleum engineers, the Trust properties
contain 3,363 gross (975 net) economic wells, including dual completions.
Production from conventional gas wells is primarily from the Pictured Cliffs,
Mesaverde and Dakota formations. During 1988, Southland Royalty began
development of coal seam reserves in the Fruitland Coal formation. For
additional information concerning coal seam gas, the "Description of the
Properties" section of the Trust's Annual Report to security holders for the
year ended December 31, 2000, is herein incorporated by reference.

     The Royalty conveyed to the Trust is limited to the base of the Dakota
formation, which is currently the deepest significant producing formation under
acreage affected by the Royalty. Rights to production, if any, from deeper
formations are retained by BROG.

     During 2000, in calculating the net proceeds to the Trust, BROG deducted
approximately $25.6 million of capital expenditures for the drilling and
completion of 45 gross (25.45 net) conventional wells, recompletion of 15 gross
(6.80 net) conventional wells, 12 gross (6.75 net) coal seam wells, 4 gross (.17
net) coal seam well recompletions, and 41 gross (.24 net) coal seam
recavitations. There were 124 gross (36.15 net) new conventional wells, 59 gross
(21.37 net) conventional well recompletions, 10 gross (2.14 net) coal seam
wells, 12 gross (1.64 net) coal seam recompletions, and 4 gross (.03 net) coal
seam recavitations in progress as of December 31, 2000.

     During 1999, in calculating the net proceeds to the Trust, BROG deducted
approximately $10.5 million of capital expenditures for the drilling and
completion of 71 gross (7.22 net) conventional wells, recompletion of four gross
(1.36 net) conventional wells, three gross (.93 net) coal seam wells, one gross
(.54 net) coal seam well recompletions, and 10 gross (.07 net) coal seam
recavitations. There were 53 gross (20.14 net) new conventional wells, 25 gross
(3.77 net) conventional well recompletions, three gross (.39 net) coal seam
wells, seven gross (.79 net) coal seam recompletions, and 38 gross (.75 net)
coal seam recavitations in progress as of December 31, 1999.

     BROG announced that the New Mexico Oil Conservation Division has approved
plans for 80-acre infill drilling of the Mesaverde formation in the San Juan
Basin. The Mesaverde formation was originally developed in the 1950's on
320-acre spacing, with infill drilling initiated in the early 1970's on 160-acre
spacing. In 1994, BROG undertook an extensive study of the Mesaverde formation.
Results indicated that downspaced drilling (infill drilling) on 80-acre spacing
could significantly increase recoverable gas reserves in this massive reservoir.
A pilot program began in 1997 and was expanded in 1998 to include two additional
areas. BROG informed the Trust that its goal in increasing capital expenditures
to $25.6 million in 2000 as compared to the $10.5 million in capital
expenditures passed through to the Trust in 1999, was to offset the natural
decline in production from the Underlying Properties. BROG announced that
natural gas production from the Underlying Properties averaged approximately 116
MMcf per day in calendar 2000 as compared to approximately 113 MMcf per day in
1999, and that production was approximately 120 MMcf per day in October of 2000.

     BROG has informed the Trust that capital expenditures for 2001 are
estimated to be $30.2 million. BROG anticipates 406 new capital projects for
2001, including the drilling of 49 new wells to be operated by BROG and 40 wells
operated by third parties. Of the new, BROG-operated wells, 42 are projected to
be conventional wells completed to the Pictured Cliffs, Mesaverde, and/or Dakota
formations, and the remaining seven are projected as coal seam gas wells to be
completed in the Fruitland Coal formation. BROG projects approximately
$17,500,000 as the cost of the new wells, with the $12,700,000 balance to be
expended in working over existing wells and in the maintenance and improvement
of production facilities.

     BROG reports that the Bureau of Land Management ("BLM") has undertaken an
environmental impact study of the entire San Juan Basin such that new drilling
activity located more than 300 feet from an existing road now requires an
additional level of regulatory approval on a well-by-well basis. Depending upon
the results of BROG's requests for approval to drill, the capital budget for
2001 may range from a low of approximately $25,000,000 to a high



                                       3
<PAGE>   5



of approximately $35,000,000, depending in large part upon the total number of
new wells for which the BLM issues approvals to drill.

     BROG indicates its budget for 2001 reflects continued, significant
development of properties in which the Trust's net overriding royalty interest
is relatively high, as well as a sustained focus on conventional formations,
including infill drilling to the Mesaverde formation, and multiple formation
completions.

OIL AND GAS PRODUCTION

     The Trust recognizes production during the month in which the related
distribution is received. Production of oil and gas and related average sales
prices attributable to the Royalty for the three years ended December 31, 2000
were as follows:


<TABLE>
<CAPTION>
                                   2000                                    1999                                  1998
                       ---------------------------------     ---------------------------------     ---------------------------------
                            OIL                GAS                OIL                GAS                OIL               GAS
                           (Bbls)             (Mcf)              (Bbls)             (Mcf)              (Bbls)             (Mcf)
                       --------------     --------------     --------------     --------------     --------------     --------------
<S>                    <C>               <C>                 <C>                <C>                <C>                <C>
Production .......             47,441         20,317,750             35,341         19,527,666             37,067         18,904,906

Average Price ....     $        24.66     $         2.99     $        14.41     $         1.78     $        13.55     $         1.75
</TABLE>


PRICING INFORMATION

     Gas produced in the San Juan Basin is sold in both interstate and
intrastate commerce. Reference is made to "Regulation" for information as to
federal regulation of prices of oil and natural gas. Gas production from the
properties from which the Royalty was carved totaled 42,220,260 Mcf during 2000.

     On September 4, 1996, the Trustee announced the settlement of the
litigation (the "Litigation") filed by the Trustee against BROG and Southland
Royalty Company. The Litigation, which was filed in the state district court of
Santa Fe County, New Mexico, Cause No. SF 94-1982(c), was dismissed on September
12, 1996.

     Agreement was reached, among other things, regarding marketing arrangements
for the sale of those gas, oil and natural gas liquids products which are
subject to the Royalty (the "Trust" gas, oil and/or natural gas liquids) as
follows:

          (i) BROG agreed that, except for a pre-existing contract which has
     since expired, all subsequent contracts for the sale of Trust gas would
     require the written approval of an independent gas marketing consultant
     acceptable to the Trust;

          (ii) BROG will continue to market the Trust oil and natural gas
     liquids but will make payments to the Trust based on actual proceeds from
     such sales. BROG will no longer use posted prices as the basis for
     calculating proceeds to the Trust nor make a deduction for marketing fees
     associated with sales of oil or natural gas liquids products; and

          (iii) The independent marketer of the Trust gas is entitled to access
     to BROG's current gas transportation, gathering, processing and treating
     agreements with third parties through the remainder or their primary terms.

     The gas purchase contracts described in subparagraph (i), above, were
continued, by agreement of the parties until December 31, 1997. Effective
January 1, 1998, all volumes of Trust gas became subject to the terms of a
Natural Gas Sales and Purchase Contract between BROG and El Paso. That contract
was for a term of two years through and including December 31, 1999 and provided
for the sale of Trust gas at prices which will fluctuate in accordance with
published indices for gas sold in the San Juan Basin of New Mexico. BROG entered
into the contract with El Paso after soliciting and receiving competitive bids
in late 1997 from six major gas marketing firms to market and/or purchase the
Trust gas. BROG has entered into a contract dated November 10, 1999 for the sale
of all volumes of Trust gas to Duke Energy and Marketing L.L.C. ("Duke"). That
contract provides for delivery of gas at various delivery points over a



                                       4
<PAGE>   6
period commencing January 1, 2000 and ending October 31, 2001 and provides for
the sale of Trust gas at prices which fluctuate in accordance with published
indices for gas sold in the San Juan Basin of New Mexico. BROG is negotiating
with Duke with respect to the potential for extending the term of that contract.

     Confidentiality agreements with purchasers of gas produced from the
Underlying Properties prohibit public disclosure of certain terms and conditions
of gas sales contracts with those entities, including specific pricing terms,
gas receipt points, etc. Such disclosure could compromise the ability to compete
effectively in the marketplace for the sale of gas produced from the Underlying
Properties.

     See Note 5 of Notes to Financial Statements of the Trust's Annual Report to
securityholders for the year ended December 31, 2000 for further discussion of
this settlement and its impact on the Trust.

OIL AND GAS RESERVES

     The following are definitions adopted by the Securities and Exchange
Commission ("SEC") and the Financial Accounting Standards Board which are
applicable to terms used within this Item:

          "Estimated future net revenues" are computed by applying current
     prices of oil and gas (with consideration of price changes only to the
     extent provided by contractual arrangements and allowed by federal
     regulation) to estimated future production of proved oil and gas reserves
     as of the date of the latest balance sheet presented, less estimated future
     expenditures (based on current costs) to be incurred in developing and
     producing the proved reserves, and assuming continuation of existing
     economic conditions. "Estimated future net revenues" are sometimes referred
     to in this Form 10-K as "estimated future net cash flows."

          "Present value of estimated future net revenues" is computed using the
     estimated future net revenues (as defined above) and a discount rate of
     10%.

          "Proved reserves" are those estimated quantities of crude oil, natural
     gas and natural gas liquids, which, upon analysis of geological and
     engineering data, appear with reasonable certainty to be recoverable in the
     future from known oil and gas reservoirs under existing economic and
     operating conditions.

          "Proved developed reserves" are those proved reserves which can be
     expected to be recovered through existing wells with existing equipment and
     operating methods.

          "Proved undeveloped reserves" are those proved reserves which are
     expected to be recovered from new wells on undrilled acreage, or from
     existing wells where a relatively major expenditure is required.

The independent petroleum engineers' reports as to the proved oil and gas
reserves as of December 31, 1998, 1999 and 2000 were prepared by Cawley,
Gillespie & Associates, Inc. The following table presents a reconciliation of
proved reserve quantities attributable to the Royalty from December 31, 1997 to
December 31, 2000 (in thousands):

<TABLE>
<CAPTION>
                                                        CRUDE         NATURAL
                                                         OIL            GAS
                                                        (Bbls)         (Mcf)
                                                       --------      --------
<S>                                                    <C>           <C>
Reserves as of December 31, 1997 .................          559       203,339
                                                       --------      --------
Revisions of previous estimates ..................         (195)      (26,204)
Extensions, discoveries and other additions ......            6         5,201
Production .......................................          (37)      (18,905)
                                                       --------      --------

Reserves as of December 31, 1998 .................          333       163,431
                                                       --------      --------
Revisions of previous estimates ..................          120        53,936
Extensions, discoveries and other additions ......           29        14,498
Production .......................................          (32)      (17,650)
                                                       --------      --------
Reserves as of December 31, 1999 .................          450       214,215
                                                       --------      --------
Revisions of previous estimates ..................          199        72,803
Extensions, discoveries and other additions ......           80        36,207
Production .......................................          (47)      (20,318)
                                                       --------      --------
Reserves as of December 31, 2000 .................          682       302,907
                                                       ========      ========
</TABLE>



                                       5
<PAGE>   7

Estimated quantities of proved developed reserves of crude oil and natural gas
as of December 31, 2000, 1999 and 1998 were as follows (in thousands):



<TABLE>
<CAPTION>
                                                                                 CRUDE       NATURAL
                                                                                  OIL          GAS
                                                                                 (Bbls)       (Mcf)
                                                                                 -------     -------
<S>                                                                              <C>         <C>
2000 .......................................................................         624     277,459
1999........................................................................         422     201,891
1998 .......................................................................         328     159,454
</TABLE>


     Generally, the calculation of oil and gas reserves takes into account a
comparison of the value of the oil or gas to the cost of producing those
minerals, in an attempt to cause minerals in the ground to be included in
reserve estimates only to the extent that the anticipated costs of production
will be exceeded by the anticipated sales revenue. Accordingly, an increase in
sales price and/or a decrease in production cost can itself result in an
increase in estimated reserves and declining prices and/or increasing costs can
result in reserves reported at less than the physical volumes actually thought
to exist. The Financial Accounting Standards Board requires supplemental
disclosures for oil and gas producers based on a standardized measure of
discounted future net cash flows relating to proved oil and gas reserve
quantities. Under this disclosure, future cash inflows are estimated by applying
year-end prices of oil and gas relating to the enterprise's proved reserves to
the year-end quantities of those reserves. Future price changes are only
considered to the extent provided by contractual arrangements in existence at
year-end. The standardized measure of discounted future net cash flows is
achieved by using a discount rate of 10% a year to reflect the timing of future
net cash flows relating to proved oil and gas reserves.

     Estimates of proved oil and gas reserves are by their nature imprecise.
Estimates of future net revenue attributable to proved reserves are sensitive to
the unpredictable prices of oil and gas and other variables. Accordingly, under
the allocation method used to derive the Trust's quantity of proved reserves,
changes in prices will result in changes in quantities of proved oil and gas
reserves and estimated future net revenues.

     The 2000, 1999 and 1998 changes in the standardized measure of discounted
future net cash flows related to future royalty income from proved reserves
discounted at 10% are as follows (in thousands):


<TABLE>
<CAPTION>
                                                                       2000            1999         1998
                                                                     --------        --------     --------
<S>                                                                   <C>            <C>           <C>
Balance, January 1 ............................................      $229,721        $144,472      $213,504
Revisions of prior-year estimates, change in prices
   and other ..................................................       530,811          90,172       (63,731)
Extensions, discoveries and other additions ...................        94,753          13,257         3,667
Accretion of discount .........................................        22,972          14,447        21,350
Royalty income ................................................       (60,045)        (32,627)      (30,318)
                                                                                     --------      --------
Balance, December 31 ..........................................      $818,212        $229,721      $144,472
                                                                     ========        ========      ========
</TABLE>



     Reserve quantities and revenues shown in the tables above for the Royalty
were estimated from projections of reserves and revenues attributable to the
combined BROG and Trust interests. Reserve quantities attributable to the
Royalty were derived from estimates by allocating to the Royalty a portion of
the total net reserve quantities of the interests, based upon gross revenue less
production taxes. Because the reserve quantities attributable to the Royalty are
estimated using an allocation of the reserves, any changes in prices or costs
will result in changes in the estimated reserve quantities allocated to the
Royalty. Therefore, the reserve quantities estimated will vary if different
future price and cost assumptions occur. The future net cash flows were
determined without regard to future federal income tax credits available to
production from coal seam wells.



                                       6
<PAGE>   8



     December average prices of $6.18 per Mcf of conventional gas, $4.03 per Mcf
of coal seam gas and $24.67 per Bbl of oil were used at December 31, 2000, in
determining future net revenue. The upward revision is primarily due to
significantly higher gas prices in December 2000.

     December average prices of $2.39 per Mcf of conventional gas, $1.49 per Mcf
of coal seam gas and $22.30 per Bbl of oil were used at December 31, 1999, in
determining future net revenue. The upward revision is primarily due to
significantly higher gas prices in December 1999.

     December average prices of $1.82 per Mcf of conventional gas, $1.30 per Mcf
of coal seam gas and $8.60 per Bbl of oil were used at December 31, 1998, in
determining future net revenue. The downward revision is primarily due to
significantly lower oil and gas prices in December 1998 as compared to December
1997.

     The following presents estimated future net revenues and present value of
estimated future net revenues attributable to the Royalty for each of the years
ended December 31, 2000, 1999 and 1998 (in thousands except amounts per Unit):


<TABLE>
<CAPTION>
                                        2000                              1999                            1998
                                -------------------------     --------------------------    ------------------------
                                 ESTIMATED                    ESTIMATED                     ESTIMATED
                                  FUTURE        PRESENT        FUTURE         PRESENT         FUTURE        PRESENT
                                   NET          VALUE AT         NET          VALUE AT          NET         VALUE AT
                                 REVENUE          10%          REVENUE          10%           REVENUE         10%
                                ----------     ----------     ----------    ------------    ------------    --------
<S>                             <C>            <C>            <C>            <C>            <C>            <C>
Total Proved ..............     $1,580,837     $  818,212     $  408,609     $  229,721     $  241,206     $  144,472
Proved Developed ..........     $1,445,557     $  752,825     $  383,356     $  219,677     $  234,973     $  142,095
Total Proved Per Unit .....     $    33.92     $    17.55     $     8.77     $     4.93     $     5.18     $     3.10
</TABLE>


     Proved reserve quantities are estimates based on information available at
the time of preparation and such estimates are subject to change as additional
information becomes available. The reserves actually recovered and the timing of
production of those reserves may be substantially different from the above
estimates. Moreover, the present values shown above should not be considered as
the market values of such oil and gas reserves or the costs that would be
incurred to acquire equivalent reserves. A market value determination would
include many additional factors.

REGULATION

     Many aspects of the production, pricing and marketing of crude oil and
natural gas are regulated by federal and state agencies. Legislation affecting
the oil and gas industry is under constant review for amendment or expansion,
frequently increasing the regulatory burden on affected members of the industry.

     Exploration and production operations are subject to various types of
regulation at the federal, state and local levels. Such regulation includes
requiring permits for the drilling of wells, maintaining bonding requirements in
order to drill or operate wells, and regulating the location of wells, the
method of drilling and casing wells, the surface use and restoration of
properties upon which wells are drilled and the plugging and abandonment of
wells. Natural gas and oil operations are also subject to various conservation
laws and regulations that regulate the size of drilling and spacing units or
proration units and the density of wells which may be drilled and unitization or
pooling of oil and gas properties. In addition, state conservation laws
establish maximum allowable production from natural gas and oil wells, generally
prohibit the venting or flaring of natural gas and impose certain requirements
regarding the ratability of production. The effect of these regulations is to
limit the amounts of natural gas and oil that BROG can produce and to limit the
number of wells or the locations at which BROG can drill.

     Federal Natural Gas Regulation

     The Federal Energy Regulatory Commission (the "FERC") is primarily
responsible for federal regulation of natural gas. The interstate transportation
and sale for resale of natural gas is subject to federal governmental
regulation, including regulation of transportation and storage tariffs and
various other matters, by the FERC. The Natural Gas Wellhead Decontrol Act of
1989 ("Decontrol Act") terminated federal price controls on wellhead sales of
domestic natural gas on January 1, 1993. Consequently, sales of natural gas may
be made at market prices, subject to applicable contract provisions. The FERC's
jurisdiction over natural gas transportation and storage was unaffected by the
Decontrol Act.



                                       7
<PAGE>   9



     Sales of natural gas are affected by the availability, terms and cost of
transportation. The price and terms for access to pipeline transportation remain
subject to extensive federal and state regulation. Several major regulatory
changes have been implemented by Congress and the FERC from 1985 to the present
that affect the economics of natural gas production, transportation, and sales.
In addition, the FERC continues to promulgate revisions to various aspects of
the rules and regulations affecting those segments of the natural gas industry,
most notably interstate natural gas transmission companies, that remain subject
to the FERC's jurisdiction. These initiatives may also affect the intrastate
transportation of gas under certain circumstances. The stated purpose of many of
these regulatory changes is to promote competition among the various sectors of
the natural gas industry and these initiatives generally reflect more
light-handed regulation of the natural gas industry.

     Additional proposals and proceedings that might affect the natural gas
industry are considered from time to time by Congress, the FERC, state
regulatory bodies and the courts. The Trust cannot predict when or if any such
proposals might become effective, or their effect, if any, on the Trust. The
natural gas industry historically has been very heavily regulated; therefore,
there is no assurance that the less stringent regulatory approach pursued over
the last decade by the FERC and Congress will continue.

     Sales of crude oil, condensate and gas liquids are not currently regulated
and are made at market prices. Effective as of January 1, 1995, the FERC
implemented regulations establishing an indexing system for transportation rates
for oil that could increase the cost of transporting oil to the purchaser or
reduce wellhead prices for crude oil.

     Section 29 Tax Credit

     The Trust began receiving royalty income from coal seam gas wells in 1989.
Under Section 29 of the Internal Revenue Code, coal seam gas production from
wells drilled prior to January 1, 1993 (including certain wells recompleted in
coal seams formations thereafter), generally qualifies for the federal income
tax credit for producing non-conventional fuels if such production and the sale
thereof occurs before January 1, 2003. For 2000, this tax credit is estimated to
be approximately $1.06 per MMBtu, the actual amount to be determined by the
Treasury Department no later than April 1, 2001. To benefit from the credit,
each Unit holder must determine from the tax information he receives from the
Trust his pro rata share of qualifying production of the Trust, based upon the
number of Units owned during each month of the year, and the amount of available
credit per MMbtu for the year, and then apply the tax credit against his own
income tax liability, but such credit may not reduce his regular tax liability
(after the foreign tax credit and certain other nonrefundable credits) below his
tentative minimum tax. Section 29 also provides that any amount of Section 29
credit disallowed for the tax year solely because of this limitation will
increase his credit for prior year minimum tax liability, which may be carried
forward indefinitely as a credit against the taxpayer's regular tax liability,
subject, however, to the limitations described in the preceding sentence. There
is no provision for the carryback or carryforward of the Section 29 credit in
any other circumstances.

     BROG provides the Trustee with certain Section 29 tax credit information,
including coal seam volumes produced from Trust Properties. In 1999, the Tenth
Circuit Court upheld the position of the IRS and the Tax Court that
nonconventional fuel such as coal seam gas does not qualify for the Section 29
credit unless the producer received a formal certification from the FERC. The
FERC's certification authority expired effective January 1, 1993. However, on
July 14, 2000, the FERC issued a final ruling amending its regulations to
reinstate certain regulations involving well category determinations for all
wells and tight formation areas that could qualify for the Section 29 tax
credit. BROG has informed the Trustee that it will seek certification of all
qualified wells.

     Other Regulation

     The oil and natural gas industry is also subject to compliance with various
other federal, state and local regulations and laws, including, but not limited
to, environmental protection, occupational safety, resource conservation and
equal employment opportunity.



                                       8
<PAGE>   10



ITEM 3. LEGAL PROCEEDINGS

     On September 4, 1996, the Trustee announced the settlement of the
Litigation filed by the Trustee against BROG and Southland Royalty Company. The
Litigation, which was filed in the state district court of Santa Fe County, New
Mexico, Cause No. SF 94-1982(c), was dismissed on September 12, 1996.

     The claims asserted on behalf of the Trust in the Litigation included
breach of contract, breach of the covenant of good faith and fair dealing,
breach of express good faith duty, constructive fraud, unjust enrichment, prima
facie tort, intentional interference with contract and conspiracy. The relief
sought included compensatory and punitive damages, an accounting and an
injunction relating to marketing the production from the Underlying Properties.
BROG has denied and continues to deny the allegations made against it in the
Litigation, but the parties have agreed to settle the Litigation as outlined
herein.

     BROG agreed (i) to pay $19,750,000 in cash plus interest earnings thereon
from September 5, 1996, in settlement of underpayment of royalty claims of the
Trust; and (ii) commencing in 1997, to credit the Trust with $250,000 per year
for five years as an offset against lease operating expenses chargeable to the
Trust for purposes of the calculation of net proceeds payable to the Trust. BROG
also agreed to make certain adjustments that represent cost reductions favorable
to the Trust in the ongoing charges for coal seam gas gathering and treating on
BROG's Val Verde system. Additionally, the Trustee and BROG established a formal
protocol intended to provide the Trustee and its representatives improved access
to BROG's books and records applicable to the Underlying Properties.

     Agreement was also reached regarding marketing arrangements for the sale of
Trust gas, oil and natural gas liquids products going forward as more
particularly described in "Pricing Information" under Item 2. Properties herein.

     The $19,822,005 (or $.425285 per unit of beneficial interest) was paid to
the Trust on September 30, 1996 and distributed on October 15, 1996, to
unitholders of record as of September 30, 1996, (the "Record Date"). The
distribution was taxable to unit holders as of such Record Date. This
distribution was in addition to the regular monthly distribution on October 15,
1996.

     A lawsuit was commenced on September 1, 1995 against BROG by certain
royalty and overriding royalty owners on behalf of those persons similarly
situated. This case is one of six virtually identical class actions filed
against New Mexico gas producers. All such cases have been consolidated in the
First Judicial District of Santa Fe County, New Mexico where the case is styled
San Juan 1990-A, L.P., et al. v. El Paso Production Co., et al. The plaintiffs
allege that they and members of the proposed class have been underpaid for
royalties and overriding royalties. BROG has now informed the Trust that this
litigation is unlikely to have any direct effect on royalty income payable to
the Trust.

     In addition, an administrative claim was initiated on March 17, 1997 by the
Mineral Management Service of the United States Department of the Interior (the
"MMS") against BROG regarding a gas contract settlement dated March 1, 1990,
between BROG and certain other parties thereto. The claim alleges that
additional royalties are due on production from federal and Indian leases in the
State of New Mexico on properties that are burdened by the Royalty. BROG filed
its statement of reasons in June 1997 thereby contesting whether the royalties
are payable as claimed. BROG has informed the Trust that the administrative
claim is in the appeal process. If the MMS claim is successful, royalty income
received by the Trust could decrease. BROG reports that the MMS and BROG have
entered into settlement discussions in an attempt to settle this issue together
with other take-or-pay claims made by the MMS, but there has been no indication
of the likelihood of success in resolving the claim or when the negotiations are
to be completed.

     MMS has notified BROG of underpaid royalty related to coal seam gas
including inappropriate deductions for costs to separate carbon dioxide from the
gas. BROG has continued to calculate and pay royalties using deductions the MMS
is attempting to disallow. The Company has appealed the MMS Demand Letter dated
October 28, 1996. There is a tolling agreement with the MMS while settlement
negotiations are attempted.



                                       9
<PAGE>   11



     An administrative claim was initiated on June 10, 1998 by the MMS against
BROG related to production from lands on the Jicarilla Apache Indian
Reservation. The claim alleges that additional royalties are due based upon the
"major portion" valuation clause contained in the Jicarilla leases. This clause
contemplates royalty value to be calculated on "the highest price paid or
offered at the time of production for the major portion of oil of the same
gravity, and gas, and/or natural gasoline, and/or all other hydrocarbon
substances produced and sold from the field where the leased lands are
situated." BROG indicates that producers do not have access to prices received
by other producers in a field, so a "major portion" calculation must be done by
the MMS. BROG filed its statement of reasons in June 1999 thereby contesting
whether the royalties are payable as claimed. The administrative claim is in the
appeal process. If the MMS claim is successful, royalty income received by the
Trust could decrease.

     BROG has successfully negotiated with the State of New Mexico for a tax
refund based upon a claim for reimbursement of compression costs used in
calculating wellhead values. BROG has obtained the approval of the Attorney
General of New Mexico of a settlement in the amount of $4,200,000, and in
December 2000 passed through to the Trust $263,607 of the settlement proceeds in
the form of a reduction in production costs. The Trust's consultants are in
communication with BROG and will review the allocation of settlement proceeds.

     In June 2000, the Trust and BROG entered into a partial settlement of
claims relating to a gas imbalance with respect to production from mineral
properties currently operated by BROG. Under the terms of the partial settlement
BROG paid the Trust $3,490,000 to settle the imbalance insofar as it relates to
some of the wells located on the subject properties. The remainder of the
imbalance is to be addressed through volume adjustments whereby the Trust's net
overriding royalty interest will be applied to 50% of the overproduced parties'
interest, on a monthly basis, until the imbalance is corrected. The Trust is in
communication with BROG in order to determine the estimated value of the volume
adjustments and the time during which the remainder of the imbalance will be
corrected. BROG indicates that the volume adjustment commenced in August 2000.
Those adjustments will be monitored by the Trust's consultants.

     For additional information concerning legal proceedings, Note 5 of the
Notes to Financial Statements at pages 14 and 15 of the Trust's Annual Report to
security holders for the year ended December 31, 2000 are herein incorporated by
reference.

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

     No matters were submitted to a vote of Unit holders, through the
solicitation of proxies or otherwise, during the fourth quarter ended December
31, 2000.

                                     PART II

ITEM 5. MARKET FOR UNITS OF THE TRUST AND RELATED SECURITY HOLDER MATTERS

     The information under "Units of Beneficial Interest" at page 1 of the
Trust's Annual Report to security holders for the year ended December 31, 2000,
is herein incorporated by reference.



                                       10
<PAGE>   12



ITEM 6. SELECTED FINANCIAL DATA


<TABLE>
<CAPTION>
                                                        For the Year Ended December 31,
                                   ---------------------------------------------------------------------------
                                      2000             1999            1998           1997            1996
                                   -----------     -----------     -----------     -----------     -----------
<S>                                <C>             <C>             <C>             <C>             <C>
Royalty income ...............     $60,044,773     $32,626,966     $30,317,860     $49,497,479     $41,236,424(1)
Distributable income .........      59,188,932      31,795,667      29,598,402      48,648,930      37,803,167
Distributable income per
   Unit ......................        1.269909        0.682182        0.635039        1.043770        0.811072
Distributions per Unit .......        1.269909        0.682182        0.635039        1.043770        0.811072
Total assets, December 31 ....      47,659,746      49,048,652      53,753,582      61,231,280      65,935,976
</TABLE>

- ----------

(1)  The royalty income distributions for 1996 include material payments
     received in settlement of litigation as more particularly described under
     "Item 2. Properties" herein.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION

     The "Trustee's Discussion and Analysis" and "Results of the 4th Quarters of
2000 and 1999" at pages 7 through 9 of the Trust's Annual Report to
securityholders for the year ended December 31, 2000, are herein incorporated by
reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

     The Trust has not entered into derivative financial instruments, derivative
commodity instruments or other similar instruments during 2000. As discussed in
Item 2. Properties -- Pricing Information, the Trust does not market the Trust
gas, oil and/or natural gas liquids. BROG is responsible for such marketing.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The Financial Statements of the Trust and the notes thereto at page 10 et
seq., of the Trust's Annual Report to security holders for the year ended
December 31, 2000, are herein incorporated by reference.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE

     None.



                                       11
<PAGE>   13



                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The Trust has no directors or executive officers. The Trustee is a
corporate trustee which may be removed, with or without cause, at a meeting of
the Unit holders, by the affirmative vote of the holders of a majority of all
the Units then outstanding.

ITEM 11. EXECUTIVE COMPENSATION

     The Trust has no directors or executive officers. During the year ended
December 31, 2000, the Trustee received total remuneration as follows:

<TABLE>
<CAPTION>
  NAME OF INDIVIDUAL OR NUMBER OF                                                   CAPACITIES IN WHICH              CASH
        PERSONS IN GROUP                                                                  SERVED                 COMPENSATION
  --------------------------------                                                 -------------------          ------------
<S>                                                                                <C>                          <C>
  Bank One, NA..........................................................                  Trustee               $  98,512.40(1)
</TABLE>

- ----------

(1)  Under the Trust Indenture, the Trustee is entitled to an administrative fee
     for its administrative services, preparation of quarterly and annual
     statements with attention to tax and legal matters of: (i) 1/20 of 1% of
     the first $100 million of the annual gross revenue of the Trust, and 1/30
     of 1% of the annual gross revenue of the Trust in excess of $100 million
     and (ii) the Trustee's standard hourly rates for time in excess of 300
     hours annually. The administrative fee is subject to reduction by a credit
     for funds provision.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     (a) Security Ownership of Certain Beneficial Owners. The following table
sets forth, as of December 31, 2000, information with respect to each person
known to own beneficially more than 5% of the outstanding Units of the Trust:


<TABLE>
<CAPTION>
                                                          AMOUNT AND
                                                      NATURE OF BENEFICIAL
            NAME AND ADDRESS                               OWNERSHIP          PERCENT OF CLASS
            ----------------                          --------------------    ----------------
<S>                                                   <C>                     <C>
Alpine Capital L.P.(1) .............................     15,594,000 Units                 33.5%
201 Main Street, Suite 3100
Fort Worth, Texas 76102

Societe General Asset Management Corp.(2) ..........      5,180,000 Units                 11.1%
1221 Avenue of the Americas
New York, New York 10020

Arnhold and S. Bleichroeder, Inc.(3) ...............      2,988,300 Units                  6.4%
Arnhold and S. Bleichroeder Advisers, Inc.
1345 Avenue of the Americas
New York, New York 10105

McMorgan and Company(4) ............................      3,000,000 Units                  6.4%
1 Bush Street, Suite 800
San Francisco, CA 94104

Capital Group International, Inc.(5) ...............      2,635,200 Units                  5.7%
Capital Guardian Trust Company
11100 Santa Monica Blvd
Los Angeles, CA 90025
</TABLE>

- ----------

(1)  This information was provided to the Trust on Amendment Number 19 to
     Schedule 13D, dated April 14, 2000, as filed with the Securities and
     Exchange Commission (the "SEC") by Alpine Capital L.P. ("Alpine"), which
     indicated that these Units were beneficially owned by Alpine. The Amendment
     Number 19 to Schedule 13D may be reviewed for more detailed information
     concerning the matters summarized herein.



                                       12
<PAGE>   14



(2)  This information was provided to the Trust on Amendment Number 3 to
     Schedule 13G, dated January 6, 1999, as filed with the SEC. The Amendment
     Number 3 to Schedule 13G may be reviewed for more detailed information
     concerning the matters summarized herein.

(3)  This information was provided to the Trust in Amendment Number 4 to
     Schedule 13G, dated February 13, 2001. Arnhold and S. Bleichroeder, Inc.
     and Arnhold and S. Bleichroeder Advisers, Inc. report shared voting power
     over 2,988,300 Units and shared dispositive power over 2,988,300 Units. The
     Amendment Number 4 to Schedule 13G filed with the SEC may be reviewed for
     more detailed information concerning the matters summarized herein.

(4)  This information was provided to the Trust in a Schedule 13G dated July
     12, 1999, as filed with the SEC. The Schedule 13G may be reviewed for more
     detailed information concerning the matters summarized herein.

(5)  This information was provided to the Trust in Amendment Number 3 to
     Schedule 13G dated December 29, 2000. Capital Group International, Inc. and
     Capital Guardian Trust Company each reported sole voting power over
     1,977,800 Units and sole dispositive power over 2,635,200 Units. The
     Amendment Number 3 to Schedule 13G may be reviewed for more detailed
     information concerning the matters summarized herein.


     (b) Security Ownership of Management. In various fiduciary capacities, Bank
One, NA owned, as of December 31, 2000, an aggregate of 32,652 Units with no
right to vote any of these Units. Bank One, NA disclaims any beneficial interest
in these Units. The number of Units reflected in this paragraph includes Units
held by all branches of Bank One, NA.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The Trust has no directors or executive officers. See Item 11 for the
remuneration received by the Trustee during the year ended December 31, 2000 and
Item 12(b) for information concerning Units owned by Bank One, NA in various
fiduciary capacities.



                                       13
<PAGE>   15


                                     PART IV

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

     The following documents are filed as a part of this Report:

FINANCIAL STATEMENTS

     Included in Part II of this Report by reference to the Annual Report of the
Trust for the year ended December 31, 2000:

                    Independent Auditors' Report
                    Statements of Assets, Liabilities and Trust Corpus
                    Statements of Distributable Income
                    Statements of Changes in Trust Corpus
                    Notes to Financial Statements

FINANCIAL STATEMENT SCHEDULES

     Financial statement schedules are omitted because of the absence of
conditions under which they are required or because the required information is
given in the financial statements or notes thereto.



<TABLE>
<CAPTION>
EXHIBIT
NUMBER       DESCRIPTION
- ------       -----------
<S>          <C>
(4)(a)  --   San Juan Basin Royalty Trust Indenture, dated November 3, 1980,
             between Southland Royalty Company and The Fort Worth National Bank
             (now Bank One, NA), as Trustee, heretofore filed as Exhibit 4(a) to
             the Trust's Annual Report on Form 10-K to the SEC for the fiscal
             year ended December 31, 1980, is incorporated herein by reference.*

   (b)  --   Net Overriding Royalty Conveyance from Southland Royalty Company to
             the Forth Worth National Bank (now Bank One, NA), as Trustee, dated
             November 3, 1980 (without Schedules), heretofore filed as Exhibit
             4(b) to the Trust's Annual Report on Form 10-K to the SEC for the
             fiscal year ended December 31, 1980, is incorporated herein by
             reference.*

(13)    --   Registrant's Annual Report to security holders for fiscal year
             ended December 31, 2000.**

(23)    --   Consent of Cawley, Gillespie & Associates, Inc., reservoir
             engineer.**
</TABLE>

- ----------

*    A copy of this Exhibit is available to any Unit holder, at the actual cost
     of reproduction, upon written request to the Trustee, Bank One, NA, P.O.
     Box 2604, Fort Worth, Texas 76113.

**   Filed herewith.


REPORTS ON FORM 8-K

     On October 27, 2000, a report on Form 8-K was filed with the Securities and
Exchange Commission by the Trust, announcing the upward adjustment of
anticipated capital expenses of the Trust for fiscal year ended December 31,
2000.




                                       14
<PAGE>   16



                                    SIGNATURE

     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.

                                       BANK ONE, NA
                                       TRUSTEE OF THE SAN JUAN BASIN
                                       ROYALTY TRUST


                                       By:/s/ LEE ANN ANDERSON
                                          --------------------------------------
                                                 (Lee Ann Anderson)
                                                  Vice President

Date: March 30, 2001


               (The Trust has no directors or executive officers)



                                       15
<PAGE>   17



                                  EXHIBIT INDEX



<TABLE>
<CAPTION>
EXHIBIT
NUMBER       DESCRIPTION
- ------       -----------
<S>          <C>
(4)(a)  --   San Juan Basin Royalty Trust Indenture, dated November 3, 1980,
             between Southland Royalty Company and The Fort Worth National Bank
             (now Bank One, NA), as Trustee, heretofore filed as Exhibit 4(a) to
             the Trust's Annual Report on Form 10-K to the SEC for the fiscal
             year ended December 31, 1980, is incorporated herein by reference.*

   (b)  --   Net Overriding Royalty Conveyance from Southland Royalty Company to
             the Forth Worth National Bank (now Bank One, NA), as Trustee, dated
             November 3, 1980 (without Schedules), heretofore filed as Exhibit
             4(b) to the Trust's Annual Report on Form 10-K to the SEC for the
             fiscal year ended December 31, 1980, is incorporated herein by
             reference.*

(13)    --   Registrant's Annual Report to security holders for fiscal year
             ended December 31, 2000.**

(23)    --   Consent of Cawley, Gillespie & Associates, Inc., reservoir
             engineer.**
</TABLE>

- ----------

*    A copy of this Exhibit is available to any Unit holder, at the actual cost
     of reproduction, upon written request to the Trustee, Bank One, NA, P.O.
     Box 2604, Fort Worth, Texas 76113.

**   Filed herewith.




                                       16

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-13
<SEQUENCE>2
<FILENAME>d85619ex13.txt
<DESCRIPTION>REGISTRANT'S ANNUAL REPORT FOR FISCAL YEAR
<TEXT>

<PAGE>   1
                                                                      EXHIBIT 13

                                 SAN JUAN BASIN
                                 ROYALTY TRUST
                                      2000
                                 ANNUAL REPORT
                                   & FORM 10K


<PAGE>   2
                              [INSIDE FRONT COVER]
<PAGE>   3

                                   THE TRUST

The principal asset of the San Juan Basin Royalty Trust (the "Trust") consists
of a 75% net overriding royalty interest carved out of certain oil and gas
leasehold and royalty interests (the "Underlying Interests") in properties
located in the San Juan Basin of northwestern New Mexico.

UNITS OF BENEFICIAL INTEREST

The Units of Beneficial Interest of the Trust ("Units") are traded on the New
York Stock Exchange under the symbol "SJT." At March 28, 2001, the latest
practicable date, the sale price of a Unit was $15.58. From January 1, 1999, to
December 31, 2000, quarterly high and low sales prices and the aggregate amount
of monthly distributions per Unit paid each quarter were as follows:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
                                                                   Distributions
2000                                         High          Low         Paid
- ----                                         ----          ---     -------------
<S>                                        <C>          <C>        <C>
First Quarter ...........................  $10.2500     $ 9.3125    $ .212160
Second Quarter ..........................   10.1875       9.0625      .283054
Third Quarter ...........................   12.0000       9.6250      .421626
Fourth Quarter ..........................   12.6875      10.1250      .353069
                                                                    ---------
         Total for 2000 .................                           $1.269909
                                                                    =========

1999
- ----
First Quarter ...........................  $ 6.8750     $ 5.3125    $ .145721
Second Quarter ..........................    8.3125       6.3125      .127528
Third Quarter ...........................    9.2500       7.5000      .166611
Fourth Quarter ..........................   10.3750       7.8125      .242322
                                                                    ---------
         Total for 1999 .................                           $ .682182
                                                                    =========
- --------------------------------------------------------------------------------
</TABLE>

At December 31, 2000, 46,608,796 Units outstanding were held by 2,044 Unit
holders of record. The following table presents information relating to the
distribution of ownership Units:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
                                                       Number of
Type of Unit Holders                                 Unit Holders     Units Held
- --------------------                                 ------------     ----------
<S>                                                      <C>           <C>
Individuals ................................             1,768         2,569,331
Fiduciaries ................................               209           640,133
Institutions ...............................                47           338,446
Brokers, Dealers and Nominees ..............                 7        42,956,612
Corporations and Partnerships ..............                 2            88,292
Miscellaneous ..............................                11            15,982
                                                         -----        ----------
         Total .............................             2,044        46,608,796
                                                         =====        ==========
- --------------------------------------------------------------------------------
</TABLE>

<PAGE>   4

                                TO UNIT HOLDERS

We are pleased to present the 2000 Annual Report of the San Juan Basin Royalty
Trust. The report includes a copy of the Trust's Annual Report on Form 10-K to
the Securities and Exchange Commission for the year ended December 31, 2000,
without exhibits. The Form 10-K contains important information concerning the
Underlying Interests, including the oil and gas reserves attributable to the net
overriding royalty interest owned by the Trust. Production figures provided in
this letter and in the Trustee's Discussion and Analysis are based on
information provided by Burlington Resources Oil & Gas Company ("BROG"). -- The
Trust was established in November 1980 by Trust Indenture between Southland
Royalty Company ("Southland Royalty") and The Fort Worth National Bank. Pursuant
to the Indenture, Southland Royalty conveyed to the Trust a 75% net overriding
royalty interest (equivalent to a net profits interest) carved out of Southland
Royalty's oil and gas leasehold and royalty interests in properties in the San
Juan Basin of northwestern New Mexico. This net overriding royalty interest (the
"Royalty") is the principal asset of the Trust. The Form 10-K contains important
information concerning, among other things, the oil and gas reserves
attributable to the Royalty and the interests from which the Royalty was carved.
- -- Under the Trust Indenture, Bank One, NA (successor trustee) as Trustee, has
the primary function of collecting monthly net proceeds ("Royalty Income")
attributable to the Royalty and making the monthly distributions to the Unit
holders after deducting administrative expenses and any amounts necessary for
cash reserves. Income distributed to Unit holders for the year 2000 was
$59,188,932 or $1.269909 per Unit. This distributable income consisted of
Royalty Income of $60,044,773 plus interest income of $148,513, less
administrative expenses of $1,004,354. -- In September 1988, the Trust was
advised by Southland Royalty and its affiliate Meridian Oil, Inc. ("MOI"), both
of which were subsidiaries of Burlington Resources, Inc., that they had
initiated a drilling program in the San Juan Basin of northwestern New Mexico
involving development of Fruitland Coal Seam gas reserves on properties in which
the Trust owns an interest. For more information on the coal seam drilling
program and the related federal income tax credit associated with gas produced
from coal seam wells drilled before January 1, 1993, please see the "Description
of the Properties" section of this Annual Report. -- On January 2, 1996,
Southland Royalty was merged with and became a wholly owned subsidiary of MOI.
Subsequent to the merger, MOI changed its name to Burlington Resources Oil & Gas
Company. -- Information about the Trust's estimated proved reserves of gas,
including coal seam gas, and of oil as well as the present value of net revenues
discounted at 10% can be found in Item 2 of the accompanying Form 10-K. o
Certain Royalty Income is generally considered portfolio income under the
passive loss rules enacted by the Tax Reform Act of 1986. Therefore, it appears
that Unit holders should not consider the taxable income from the Trust to be
passive income in determining net passive income or less. Unit holders should
consult their tax advisors for further information. -- Unit holders of record
will continue to receive an individualized tax information letter for each of
the quarters ending March 31, June 30 and September 30, 2001, and for the year
ending December 31, 2001. Unit holders owning Units in nominee name may obtain
monthly tax information from the Trustee upon request. -- For readers'
convenience, a glossary, which contains definitions, will be found on page four.
Please visit our Web site at www.sjbrt.com to access news releases, reports, SEC
filings and tax information.

Bank One, NA, Trustee

By: /s/ LEE ANN ANDERSON

Lee Ann Anderson
Vice President


                                       2
<PAGE>   5
                                   [PICTURE]

                    OUR LIVES ARE INTERWOVEN WITH THE LAND.
         THE DIRT UNDER OUR FEET IS THE SAME OF OUR ANCESTORS, AND THE
            SKY, THE SAME WHICH WATCHED OVER THEM. OUR CHILDREN ALSO
       FEEL THE PULL OF THE LAND, AND IN THEIR EYES, WE SEE OUR HERITAGE
                       AS WELL AS OUR HOPES FOR TOMORROW.


                                       3
<PAGE>   6

                               GLOSSARY OF TERMS

AGGREGATE MONTHLY DISTRIBUTION: An amount paid to Unit holders equal to the
royalty income received by the Trustee during a calendar month plus interest,
less the general and administrative expenses of the Trust, adjusted by any
changes in cash reserves.

BBL: Barrel, generally 42 U.S. gallons measured at 60(degree)F.

BCF: Billion cubic feet.

BROG: Burlington Resources Oil & Gas Company.

BTU: British thermal unit; the amount of heat necessary to raise the
temperature of one pound of water one degree Fahrenheit.

COAL SEAM WELL: A well completed to a coal deposit found to contain and emit
natural gas.

COMMINGLED WELL: A well which produces from two or more formations through a
common well casing and a single tubing string.

CONVENTIONAL WELL: A well completed to a formation historically found to contain
deposits of oil or gas (for example, in the San Juan Basin, the Pictured Cliffs,
Dakota and Mesaverde formations) and operated in the conventional manner.

DEPLETION: The exhaustion of a petroleum reservoir; the reduction in value of a
wasting asset by removing minerals; for tax purposes, the removal and sale of
minerals from a mineral deposit.

DISTRIBUTABLE INCOME: An amount paid to Unit
holders equal to the royalty income received by the Trustee during a given
period plus interest, less the general and administrative expenses of the Trust,
adjusted by any changes in cash reserves.

DUAL COMPLETION: The completion of a well into two separate producing formations
at different depths, generally through one string of pipe producing from one of
the formations, inside of which is a smaller string of pipe producing from the
other formation.

ESTIMATED FUTURE NET REVENUES: An estimate computed by applying current prices
of oil and gas (with consideration of price changes only to the extent provided
by contractual arrangements and allowed by Federal regulation) to estimated
future production of proved oil and gas reserves as of the date of the latest
balance sheet presented, less estimated future expenditures (based on current
costs) to be incurred in developing and producing the proved reserves, and
assuming continuation of existing economic conditions; sometimes referred to as
"estimated future net cash flows."

GRANTOR TRUST: A trust (or portion thereof) with respect to which the grantor or
an assignee of the grantor, rather than the trust, is treated as the owner of
the trust properties and is taxed directly on the trust income for federal
income tax purposes under Sections 671 through 679 of the Internal Revenue Code.

GROSS ACRES OR WELLS: The interests of all persons owning interests in such
acres or wells.

GROSS PROCEEDS: The amount received by BROG (or any subsequent owner of the
Underlying Interests) from the sale of the production attributable to such
interests.

LEASE OPERATING EXPENSES: Expenses incurred in the operation of a producing
property as apportioned among the several parties in interest.

MCF: 1,000 cubic feet; the standard unit for measuring the volume of natural
gas.

MMBTU: One million British thermal units.

MULTIPLE COMPLETION WELL: A well which produces simultaneously through separate
tubing strings from two or more producing horizons or alternatively from each.

NET ACRES OR WELLS: The interests of BROG in such acres or wells.

NET OVERRIDING ROYALTY INTEREST: A share of gross production from a property,
measured by net profits from operation of the property and carved out of the
working interest, i.e., a net profits interest.

NET PROCEEDS: The excess of Gross Proceeds received by BROG during
a particular period over Production Costs for such period.

PRESENT VALUE OF ESTIMATED FUTURE NET REVENUES: A computation using the
estimated future net revenues (as defined above) and a discount rate of 10%.

PRODUCTION COSTS: Costs incurred on an accrual basis by BROG in operating the
Underlying Properties, including both capital and non-capital costs and
including, for example, development drilling, production and processing costs,
applicable taxes and operating charges.

PROVED DEVELOPED RESERVES: Those Proved Reserves which can be expected to be
recovered through existing wells with existing equipment and operating methods.

PROVED RESERVES: Those estimated quantities of crude oil, natural gas and
natural gas liquids, which, upon analysis of geological and engineering data,
appear with reasonable certainty to be recoverable in the future from known oil
and gas reservoirs under existing economic and operating conditions.

PROVED UNDEVELOPED RESERVES: Those Proved Reserves which are expected to be
recovered from new wells on undrilled acreage, or from existing wells where a
relatively major expenditure is required.

RECAVITATED WELL: A coal seam well, the production from which has been enhanced
or extended by the enlargement of the cavity within the coal deposit to which
the well has been completed.

RECOMPLETED WELL: A well completed by drilling a separate well-bore from an
existing casing in order to reach the same reservoir, or re-drilling the same
well bore to reach a new reservoir after production from the original reservoir
has been abandoned.

ROYALTY: The principal asset of the Trust; the 75% net overriding royalty
interest conveyed to the Trust on November 3, 1980, by Southland Royalty
Company, the predecessor to BROG, which was carved out of the Underlying
Interests.

ROYALTY INCOME: The monthly Net Proceeds attributable to the Royalty.

SECTION 29 TAX CREDIT: A federal income tax credit available under Section 29 of
the Internal Revenue Code for producing coal seam gas (and other nonconventional
fuels) from wells drilled prior to January 1, 1993, and for production from
wells drilled after December 31, 1979, but prior to January 1, 1993, to a
formation beneath a qualifying coal seam formation, which are later completed
into such a formation.

SPOT PRICE: The price paid for gas, oil or oil products
sold under contracts for the purchase and sale of such minerals on a short-term
basis.

UNDERLYING INTERESTS: The working, royalty and other interests owned by
Southland Royalty Company, the predecessor to BROG, in properties located in the
San Juan Basin of northwest New Mexico, out of which the Royalty was carved.

UNDERLYING PROPERTIES: The real property located in the San Juan Basin of
northwestern New Mexico burdened by the Underlying Interests.

UNITS OF BENEFICIAL INTEREST: The units of ownership of the Trust, equal to the
number of shares of common stock of Southland Royalty Company outstanding at the
close of business on November 3, 1980.

WORKING INTEREST: The operating interest under an oil and gas lease.


                                       4
<PAGE>   7

                         DESCRIPTION OF THE PROPERTIES

The principal asset of the Trust is a 75% net overriding royalty interest carved
out of certain working, royalty and other interests owned by BROG (the
"Underlying Interests") in properties located in the San Juan Basin, and more
particularly in San Juan, Rio Arriba and Sandoval Counties of northwestern New
Mexico (the "Underlying Properties"). The Underlying Properties contain 151,900
gross (119,000 net) producing acres and 3,363 gross (975 net) producing wells,
including dual completions. "Gross" acres or wells, for purposes of this
discussion, means the entire ownership interest of all parties in such
properties, and BROG's interest therein is referred to as the "net" acres or
wells.

         The Underlying Properties have historically produced gas primarily from
conventional wells drilled to three major formations: the Pictured Cliffs, the
Mesaverde and the Dakota, ranging in depth from 1,500 to 8,000 feet. The
characteristics of these reservoirs result in the wells having very long
productive lives. A production index for oil and gas properties is the number of
years derived by dividing remaining reserves by current production. Based upon
the reserve report prepared by independent petroleum engineers as of December
31, 2000, the production index for the San Juan Basin properties is estimated to
be approximately 15 years. The production index is subject to change from year
to year based on reserve revisions and production levels. Among the factors
considered by engineers in estimating remaining reserves of natural gas is the
current sales price for gas. As the sales price increases, the producer can
justify expending higher lifting costs and therefore reasonably expect to
recover more of the known reserves. Accordingly, as gas prices rise the
production index increases and vice versa.

         In 1998, BROG announced the New Mexico Oil Conservation division
approved plans for 80-acre infill drilling of the Mesaverde Formation in the San
Juan Basin. The Mesaverde Formation was originally developed in the 1950s on
320-acre spacing, with infill drilling initiated in the early 1970s on 160-acre
spacing. In 1994, BROG undertook an extensive study of the Mesaverde Formation.
Results indicated that downspaced drilling (infill drilling) on 80-acre spacing
could significantly increase recoverable gas reserves in this massive reservoir.
A pilot program began in 1997 and was expanded in 1998 to include two additional
areas.

         During 1988, a drilling program was initiated involving development of
Fruitland Coal gas reserves. Wells drilled in the Fruitland Coal range in depth
from 2,500 to 3,500 feet, generally on 320-acre spacing. BROG has informed the
Trust that based on its success in 1997 it anticipates increasing the density of
its drilling operations in the Fruitland Coal, with wells drilled on 160- and
80-acre spacing.

         The process of removing coal seam gas is often referred to as
degasification or desorption. Millions of years ago, natural gas was generated
in the process of coal formation and adsorbed into the coal. Water later filled
the natural fracture system. When the water is removed from the natural fracture
system, reservoir pressure is lowered and the gas desorbs from the coal. The
desorbed gas then flows through the fracture system and is produced at the well
bore. The volume of formation water production typically declines with time and
the gas production may increase for a period of time before starting to decline.
In order to dispose of the formation water, surface facilities including pumping
units are required, which results in the cost of a completed well being as much
as $500,000. During 2000, these coal seam wells produced a total of
approximately 14,445,070 MMBtu of gas from the Underlying Properties, which was
sold at an average price of $2.67 per MMBtu.

         Production from coal seam wells drilled prior to January 1, 1993,
qualifies for federal income tax credits through 2002. For 2000 the credit was
approximately $1.06 per MMBtu. During 2000, potential Section 29 tax credits of
approximately $.158411 per Unit were generated for Trust Unit holders from
production from coal seam wells.

         During 2000, BROG incurred approximately $25.6 million of capital
expenditures for the drilling and completion of 45 gross (25.45 net)
conventional wells, recompletion of 15 gross (6.80 net) conventional wells,
drilling and completion of 12 gross (6.75 net) coal seam wells, recompletion of
4 gross (.17 net) coal seam wells and recavitation of 41 gross (.24 net) coal
seam wells. There were 124 gross (36.15 net) conventional wells, 59 gross (21.37
net) conventional well recompletions, 10 gross (2.14 net) coal seam wells, 12
gross (1.64 net) coal seam recompletions and 4 gross (.03 net) coal seam
recavitations in progress as of December 31, 2000.

         During 1999, BROG incurred approximately $10.5 million of capital
expenditures for the drilling and completion of 71 gross (7.22 net) conventional
wells, recompletion of 4 gross (1.36 net) conventional wells, drilling and
completion of 3 gross (.93 net) coal seam wells, recompletion of 1 gross (.54
net) coal seam well and recavitation of 10 gross (.07 net) coal seam wells.


                                       5
<PAGE>   8

                         DESCRIPTION OF THE PROPERTIES

         Based on its year-end review, BROG has determined that since January of
1999, BROG has undercharged the Trust for both capital expenditures and lease
operating charges related to properties burdened by the Trust but not operated
by BROG. In April and May of 2000, BROG passed through to the Trust additional
charges of $652,303 in capital expenditures and $1,689,509 in lease operating
charges related to the undercharged non-operated properties. The Trust's
consultants have reviewed BROG's cost reporting data and confirmed that the
pass-through of these additional charges was appropriate.

         BROG has informed the Trust that capital projections for 2001 are
estimated to be $30.2 million. BROG anticipates 406 new capital projects for
2001, including the drilling of 49 new wells to be operated by BROG and 40 wells
operated by third parties. Of the new, BROG-operated wells, 42 are projected to
be conventional wells completed to the Pictured Cliffs, Mesaverde, and/or Dakota
formations, and the remaining seven are projected as coal seam gas wells to be
completed in the Fruitland Coal formation. BROG projects approximately
$17,500,000 as the cost of the new wells, with the $12,700,000 balance to be
expended in working over existing wells and in the maintenance and improvement
of production facilities.

         BROG reports that the Bureau of Land Management ("BLM") has undertaken
an environmental impact study of the entire San Juan Basin such that new
drilling activity located more than 300 feet from an existing road now requires
an additional level of regulatory approval on a well-by-well basis. Depending
upon the results of BROG's requests for approval to drill, the capital budget
for 2001 may range from a low of approximately $25,000,000 to a high of
approximately $35,000,000, depending in large part upon the total number of new
wells for which the BLM issues approvals to drill.

         BROG indicates its budget for 2001 reflects continued, significant
development of properties in which the Trust's net overriding royalty interest
is relatively high, as well as a sustained focus on conventional formations,
including infill drilling to the Mesaverde formation, and multiple formation
completions.

         The Federal Energy Regulatory Commission is primarily responsible for
federal regulation of natural gas. For a further discussion of gas pricing, gas
purchasers, gas production and regulatory matters affecting gas production see
Item 2, "Properties," in the accompanying Form 10-K.

                                     [MAP]


                                       6
<PAGE>   9

                       TRUSTEE'S DISCUSSION AND ANALYSIS

Distributable income consists of Royalty Income plus interest, less the general
and administrative expenses of the Trust and any changes in cash reserves
established by the Trustee. For the year ended December 31, 2000, distributable
income increased to $59,188,932 from $31,795,667 distributed in 1999. The
increase was primarily attributable to higher gas and oil prices. Included in
the 2000 distributable income was a payment by BROG to the Trust in June 2000 of
$3,490,000. In June 2000, the Trust and BROG entered into a partial settlement
of a claim relating to a gas imbalance. A gas imbalance occurs when more than
one party is entitled to the economic benefit of the production of natural gas,
but the gas is sold for the account of less than all the parties. Under the
terms of the partial settlement, BROG paid the Trust 75% of the gross proceeds
of $4,653,333, or $3,490,000, to settle the imbalance insofar as it relates to
some of the wells located on the subject properties. The remainder of the
imbalance is being addressed through volume adjustments whereby the Trust's net
overriding royalty interest will be applied to 50% of the overproduced parties'
interest on a monthly basis, until the imbalance is corrected. The Trust is in
communication with BROG in order to determine the estimated value of the volume
adjustments and the time during which the remainder of the imbalance will be
corrected. Included in 1999 distributable income was a payment by BROG to the
Trust in March 1999 of $892,498. After a rupture of the Williams "Trunk S"
Pipeline disrupted a significant flow of gas from BROG properties, BROG filed
claims with insurance carriers and subsequently received payments of its claims.
Some of the claims filed related to properties burdened by the Royalty. The
amount of insurance proceeds applicable to such properties was determined to be
$1,189,996, of which the Trust received 75% or $892,498. Interest income
increased from $65,029 in 1999 to $148,513 due to higher interest rates and
increased funds available to invest.

         Total gas and oil production from the Underlying Properties for the
five years ended December 31, 2000, were as follows:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
                     2000         1999         1998         1997         1996
                  ----------   ----------   ----------   ----------   ----------
<S>               <C>          <C>          <C>          <C>          <C>
Gas -- Mcf ....   42,220,260   39,940,175   41,507,353   41,948,567   40,738,422

Mcf per day ...      115,356      109,425      113,719      114,928      111,307

Oil -- Bbls ...       97,330       72,223       81,888       89,492       83,552

Bbls per day ..          266          198          224          245          228
- --------------------------------------------------------------------------------
</TABLE>

         Since the oil and gas sales attributable to the Royalty are based on an
allocation formula dependent on such factors as price and cost, including
capital expenditures, the aggregate sales amounts from the Underlying Properties
may not provide a meaningful comparison to sales attributable to the Royalty.

         Royalty Income for the calendar year is associated with actual gas and
oil production during the period from November of the preceding year through
October of the current year. Gas and oil sales attributable to the Royalty for
the past five years (excluding the portion attributable to the litigation
settlement proceeds described in Note 5 to the accompanying Financial
Statements) are summarized in the following table:

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
                                  2000          1999          1998          1997          1996
                              -----------   -----------   -----------   -----------   -----------
<S>                            <C>           <C>           <C>           <C>           <C>
Gas -- Mcf ................    20,317,749    19,527,666    18,904,906    24,236,419    17,927,785

Average Price (per Mcf) ...   $      2.99   $      1.78   $      1.75   $      2.21   $      1.30

Oil -- Bbls ...............        47,441        35,341        37,067        50,860        36,792

Average Price (per Bbl) ...   $     24.66   $     14.41   $     13.55   $     19.35   $     19.64
- -------------------------------------------------------------------------------------------------
</TABLE>

                                       7
<PAGE>   10

                       TRUSTEE'S DISCUSSION AND ANALYSIS

The fluctuations in annual gas production that have occurred during these five
years generally resulted from changes in the demand for gas during that time,
marketing conditions and increased capital spending to generate production from
new wells. Production from the Underlying Properties is influenced by the line
pressure of the gas gathering systems in the San Juan Basin. As noted on the
previous page, oil and gas sales attributable to the Royalty are based on an
allocation formula dependent on many factors, including oil and gas prices and
capital expenditures.

Royalty Income for the five years ended December 31, 2000, was determined as
shown in the following table:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                     2000            1999             1998            1997            1996
                                 ------------    ------------     ------------    ------------    ------------
<S>                              <C>             <C>              <C>             <C>             <C>
Gross Proceeds from
the Underlying Properties:
- --------------------------

Gas ..........................   $124,902,689    $ 69,928,312     $ 71,247,501    $ 91,495,060    $ 51,865,730

Oil ..........................      2,409,158       1,028,862        1,088,228       1,728,296       1,638,753

Other ........................      4,653,333       1,189,996              -0-             -0-             -0-
                                 ------------    ------------     ------------    ------------    ------------
         Total ...............   $131,965,180    $ 72,147,170     $ 72,335,729    $ 93,223,356    $ 53,504,483
                                 ============    ============     ============    ============    ============

Less Production Costs:
- ----------------------

Capital Costs ................     25,575,657      10,556,159       12,828,300       7,231,696       7,223,281

Severance Tax - Gas ..........     12,059,286       7,180,973        7,341,098       8,989,202       5,654,831

Severance Tax - Oil ..........        234,462         106,335          117,454         167,844         176,379

Other ........................        129,161         (95,445)          66,892          61,832          59,089

Lease Operating Expenses .....     13,906,916      10,896,526       11,558,172      10,776,145      11,838,345
                                 ------------    ------------     ------------    ------------    ------------
         Total ...............     51,905,482      28,644,548       31,911,916      27,226,719      24,951,925
                                 ------------    ------------     ------------    ------------    ------------
Net Profits ...................     80,059,698      43,502,622       40,423,813      65,996,637      28,552,558

Royalty Percentage ...........             75%             75%              75%             75%             75%

Royalty Income ...............   $ 60,044,773    $ 32,626,966     $ 30,317,860    $ 49,497,479    $ 21,414,419
                                 ============    ============     ============    ============    ============
- --------------------------------------------------------------------------------------------------------------
</TABLE>

         The increase in capital costs incurred by BROG on the Underlying
Properties commencing during the year ended December 31, 1998, was primarily
attributable to increased drilling activity. The Royalty Income amount of
$21,414,419 for 1996 does not include the $19,822,005 paid to the Trust on
September 30, 1996, in settlement of the litigation described in Note 5 to the
accompanying Financial Statements. Operating costs for 1997 through 2000 include
the impact of the receipt of $250,000 from BROG as an offset to lease operating
expense in connection with the settlement of that litigation. The receipt of the
$250,000 from BROG for 1999 was received in January 2000 and distributed to Unit
holders in February. The final $250,000 offset was made in December 2000.
Excluding the impact of the offset, monthly operating costs in 2000 averaged
approximately $1,200,000, which is higher than the $880,000 average in 1999. For
additional information on capital expenditures, see "Description of the
Properties."


                                       8
<PAGE>   11

                RESULTS OF THE FOURTH QUARTERS OF 2000 AND 1999

Distributable income for the three months ended December 31, 2000, totaled
$16,456,141 ($.353069 per Unit) as compared to $11,294,344 ($.242322 per Unit)
for the quarter ended December 31, 1999. The amount distributed in the fourth
quarter of 2000 was higher than that of 1999 primarily because of the higher
average gas and oil prices.

         Royalty Income of the Trust for the fourth quarter is associated with
actual gas and oil production during August through October of each year. Gas
and oil sales for the quarters ended December 31, 2000 and 1999 were as follows:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
Underlying Properties                                 2000               1999
- ---------------------                              ----------          ---------
<S>                                                <C>                 <C>
Gas - Mcf ................................         10,286,975          9,815,852
  Average Price (per Mcf) ................         $     3.81         $     2.33
Oil - Bbls ...............................             24,405             16,866
  Average Price (per Bbl) ................         $    28.18         $    19.37

Attributable to the Royalty
- ---------------------------
Gas - Mcf ................................          4,609,306          5,373,827
Oil - Bbls ...............................             10,955              9,245
- --------------------------------------------------------------------------------
</TABLE>

         The average price of gas and oil increased in 2000 compared to the
prior year. The price per barrel of oil during the fourth quarter of 2000 was
$8.81 per Bbl higher than that received in the fourth quarter of 1999 due to
increases in oil prices in world markets generally, including the posted price
applicable to the Royalty. Gas production increased slightly primarily due to
increased capital spending. During the fourth quarter of 2000, coal seam
production from the Underlying Properties averaged 1,112,153 Mcf per month
compared to 1,342,978 Mcf per month during the fourth quarter of 1999.

         Capital costs for the fourth quarter of 2000 totaled $11,219,202
compared to $2,565,094 during the same period of 1999. The increase was due to
increased drilling activity in the fourth quarter of 2000. Operating costs in
1999 do not include the impact of the receipt of $250,000 from BROG as an offset
to lease operating expense in connection with the settlement of litigation. The
receipt of the $250,000 from BROG for 1999 was not received by the Trust until
January 2000. The $250,000 offset from BROG for 2000 was received in December
2000. Excluding the impact of the offset, lease operating costs for the fourth
quarter of 2000 averaged $1,094,682 per month compared to $971,839 per month in
the fourth quarter of 1999.


                                       9
<PAGE>   12

                          SAN JUAN BASIN ROYALTY TRUST

Statements of Assets, Liabilities and Trust Corpus
December 31, 2000 and 1999

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------
Assets                                                          2000          1999
- ------                                                      -----------   -----------
<S>                                                         <C>           <C>
Cash and Short-term Investments .........................   $ 6,972,892   $ 3,862,453

Net Overriding Royalty Interests in Producing Oil and
  Gas Properties - Net (Notes 2 and 3) ..................    40,686,854    45,186,199
                                                            -----------   -----------
                                                            $47,659,746   $49,048,652
                                                            ===========   ===========

Liabilities and Trust Corpus
- ----------------------------

Distribution Payable to Unit Holders ....................   $ 6,972,892   $ 3,862,453

Trust Corpus - 46,608,796 Units of Beneficial Interest
  Authorized and Outstanding ............................    40,686,854    45,186,199
                                                            -----------   -----------
                                                            $47,659,746   $49,048,652
                                                            ===========   ===========
- -------------------------------------------------------------------------------------
</TABLE>


Statements of Distributable Income
for the Three Years Ended December 31, 2000

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
                                                           2000          1999          1998
                                                       -----------   -----------   -----------
<S>                                                    <C>           <C>           <C>
Royalty Income (Notes 2, 3 and 5) ..................   $60,044,773   $32,626,966   $30,317,860

Interest Income ....................................       148,513        65,029        68,648
                                                       -----------   -----------   -----------
                                                        60,193,286    32,691,995    30,386,508

Expenditures - General and Administrative ..........     1,004,354       896,328       788,107
                                                       -----------   -----------   -----------
Distributable Income ...............................   $59,188,932   $31,795,667   $29,598,402
                                                       ===========   ===========   ===========
Distributable Income per Unit (46,608,796 Units) ...   $  1.269909   $   .682182   $   .635039
                                                       ===========   ===========   ===========
- ----------------------------------------------------------------------------------------------
</TABLE>

Statements of Changes in Trust Corpus
for the Three Years Ended December 31, 2000

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
                                                           2000            1999            1998
                                                       ------------    ------------    ------------
<S>                                                    <C>             <C>             <C>
Trust Corpus, Beginning of Period ..................   $ 45,186,199    $ 51,088,020    $ 56,119,448

Amortization of Net Overriding Royalty Interest
  (Notes 2 and 3) ..................................     (4,499,345)     (5,901,821)     (5,031,428)

Distributable Income ...............................     59,188,932      31,795,667      29,598,402

Distributions Declared .............................    (59,188,932)    (31,795,667)    (29,598,402)
                                                       ------------    ------------    ------------
Trust Corpus, End of Period ........................   $ 40,686,854    $ 45,186,199    $ 51,088,020
                                                       ============    ============    ============
- ---------------------------------------------------------------------------------------------------
</TABLE>

The accompanying Notes to Financial Statements are an integral part of these
statements.


                                       10
<PAGE>   13
                                   [PICTURE]


          IF I HAD BEEN BORN 100 YEARS AGO, I WOULD LEARN TO WEAVE AT
                     THE KNEE OF MY MOTHER AND GRANDMOTHER.
            I WOULD WATCH THEIR DEFT FINGERS CARESS THE WOOL AS THEY
             SKILLFULLY, WORDLESSLY WOVE OUR HERITAGE INTO TEXTILES
                         BOTH FUNCTIONAL AND BEAUTIFUL.
         AS I LOOK TO MY OWN FUTURE, THESE THREADS TO THE PAST BIND ME
                      FOREVER TO THIS LAND AND MY PEOPLE.


                                       11
<PAGE>   14
                                   [PICTURE]


              MUCH HAS CHANGED IN MY LIFETIME. AND YET NOTHING HAS
                   CHANGED. THE WATCHFUL PINONS AND JUNIPERS.
        THE LIGHT THAT DANCES OFF CLIFFS AND CANYON WALLS. THESE THINGS
        ARE AGELESS. WE ARE TIED ETERNALLY TO THIS LAND, WHICH PROVIDES
                  FOR US AND ASKS US ONLY TO BE ITS CARETAKER.


                                       12
<PAGE>   15

           SAN JUAN BASIN ROYALTY TRUST NOTES TO FINANCIAL STATEMENTS

1. TRUST ORGANIZATION AND PROVISIONS

The San Juan Basin Royalty Trust ("Trust") was established as of November 1,
1980. Bank One, NA ("Trustee") is Trustee for the Trust. Southland Royalty
Company ("Southland") conveyed to the Trust a 75% net overriding royalty
interest ("Royalty") carved out of Southland's working interests and royalty
interests in the properties located in the San Juan Basin in northwestern New
Mexico (the "Underlying Properties").

         On November 3, 1980, units of beneficial interest ("Units") in the
Trust were distributed to the Trustee for the benefit of Southland shareholders
of record as of November 3, 1980, who received one Unit in the Trust for each
share of Southland common stock held. The Units are traded on the New York Stock
Exchange.

         The terms of the Trust Indenture provide, among other things, that:

         o        The Trust shall not engage in any business or commercial
                  activity of any kind or acquire any assets other than those
                  initially conveyed to the Trust;

         o        The Trustee may not sell all or any part of the Royalty unless
                  approved by holders of 75% of all Units outstanding, in which
                  case the sale must be for cash and the proceeds promptly
                  distributed;

         o        The Trustee may establish a cash reserve for the payment of
                  any liability which is contingent or uncertain in amount;

         o        The Trustee is authorized to borrow funds to pay liabilities
                  of the Trust; and

         o        The Trustee will make monthly cash distributions to Unit
                  holders (see Note 2).

2. NET OVERRIDING ROYALTY INTEREST AND DISTRIBUTION TO UNIT HOLDERS

         The amounts to be distributed to Unit holders ("Monthly Distribution
Amounts") are determined on a monthly basis. The Monthly Distribution Amount is
an amount equal to the sum of cash received by the Trustee during a calendar
month attributable to the Royalty, any reduction in cash reserves and any other
cash receipts of the Trust, including interest, reduced by the sum of
liabilities paid and any increase in cash reserves. If the Monthly Distribution
Amount for any monthly period is a negative number, then the distribution will
be zero for such month and such negative amount will be carried forward and
deducted from future monthly distributions until the cumulative distribution
calculation becomes a positive number, at which time a distribution will be
made. Unit holders of record will be entitled to receive the calculated Monthly
Distribution Amount for each month on or before ten business days after the
monthly record date, which is generally the last business day of each calendar
month.

         The cash received by the Trustee consists of the amounts received by
the owner of the interest burdened by the Royalty from the sale of production
less the sum of applicable taxes, accrued production costs, development and
drilling costs, operating charges and other costs and deductions, multiplied by
75%.

         The initial carrying value of the Royalty ($133,275,528) represented
Southland's historical net book value at the date of the transfer of the Trust.
Accumulated amortization as of December 31, 2000 and 1999 aggregated $92,588,674
and $88,089,329, respectively.

3. BASIS OF ACCOUNTING

The financial statements of the Trust are prepared on the following basis:

         o        Royalty income recorded for a month is the amount computed and
                  paid by the working interest owner, Burlington Resources Oil &
                  Gas Company ("BROG"), to the Trustee for the Trust. Royalty
                  income consists of the amounts received by the owner of the
                  interest burdened by the net overriding royalty interest from
                  the sale of production less accrued production costs,
                  development and drilling costs, applicable taxes, operating
                  charges, and other costs and deductions, multiplied by 75%.

         o        Trust expenses recorded are based on liabilities paid and cash
                  reserves established from Royalty income for liabilities and
                  contingencies.

         o        Distributions to Unit holders are recorded when declared by
                  the Trustee.

         o        The conveyance which transferred the overriding royalty
                  interests to the Trust provides that any excess of production
                  costs over gross proceeds must be recovered from future net
                  profits. The financial statements of the Trust differ from
                  financial statements prepared in accordance with generally
                  accepted accounting principles ("GAAP") because revenues are
                  not accrued in the month of production; certain cash reserves
                  may be established for contingencies which would not be
                  accrued in financial statements prepared in accordance with
                  GAAP; and amortization of the Royalty calculated on a
                  unit-of-production basis is charged directly to trust corpus.


                                       13
<PAGE>   16

                          SAN JUAN BASIN ROYALTY TRUST

4. FEDERAL INCOME TAXES

For federal income tax purposes, the Trust constitutes a fixed investment trust
which is taxed as a grantor trust. A grantor trust is not subject to tax at the
trust level. The Unit holders are considered to own the Trust's income and
principal as though no trust were in existence. The income of the Trust is
deemed to have been received or accrued by each Unit holder at the time such
income is received or accrued by the Trust rather than when distributed by the
Trust.

         The Royalty constitutes an "economic interest" in oil and gas
properties for federal income tax purposes. Unit holders must report their share
of the revenues of the Trust as ordinary income from oil and gas royalties and
are entitled to claim depletion with respect to such income. The Royalty is
treated as a single property for depletion purposes.

         The Trust has on file technical advice memoranda confirming the tax
treatment described above.

         The Trust began receiving royalty income from coal seam gas wells in
1989. Under Section 29 of the Internal Revenue code, coal seam gas production
from wells drilled prior to January 1, 1993 (including certain wells recompleted
in coal seam formations thereafter), generally qualifies for the federal income
tax credit for producing nonconventional fuels if such production and the sale
thereof occurs before January 1, 2003. For 2000, this tax credit will be
approximately $1.06 per MMBtu. For qualifying production of the Trust, each Unit
holder must determine his pro rata share of such production based upon the
number of Units owned during each month of the year and apply the tax credit
against his own income tax liability, but such credit may not reduce his regular
liability (after the foreign tax credit and certain other nonrefundable credits)
below his tentative minimum tax. Section 29 also provides that any amount of
Section 29 credit disallowed for the tax year solely because of this limitation
will increase his credit for prior year minimum tax liability, which may be
carried forward indefinitely as a credit against the taxpayer's regular tax
liability, subject, however, to the limitations described in the preceding
sentence. There is no provision for the carryback or carryforward of the Section
29 credit in any other circumstances.

         The Trustee is provided summary Section 29 tax credit information
related to Trust properties by BROG, which information is then passed along to
the Unit holders. In Nielson-True Partnership, et al. v. Commissioner, a 1997
Tax Court decision, the court ruled that nonconventional fuel (such
a coal seam gas) produced from a well drilled and completed in an otherwise
qualifying formation prior to December 31, 1992, is not eligible for the Section
29 credit unless the producer has received an appropriate well category
determination from the Federal Energy Regulatory Commission ("FERC"). On March
23, 1999, the U.S. Court of Appeals for the 10th Circuit affirmed that decision.
Dictum (i.e., language in the appeals court's decision which is not binding as
precedent) even suggests that, contrary to the clear implication of a 1993
Internal Revenue Service ruling, lack of such a well category determination may
render the Section 29 credit unavailable in respect of production from wells
recompleted in a qualified formation after January 1, 1993, the date that FERC's
authority to render well category determinations ended (so that obtaining the
requisite determination for any such well was impossible). However, on July 14,
2000, the FERC issued a final ruling amending its regulations to reinstate
certain regulations involving well category determinations for all wells and
tight formation areas that could qualify for the Section 29 tax credit. BROG has
informed the Trustee that it will seek certification of all qualified wells.
Pending such certification and further developments, the availability of Section
29 tax credits to Unit holders with respect to a minor portion of the Trust's
coal seam gas production could remain subject to debate and challenge.

         The classification of the Trust's income for purposes of the passive
loss rules may be important to a Unit holder. As a result of the Tax Reform Act
of 1986, royalty income will generally be treated as portfolio income and will
not reduce passive losses.

5. LITIGATION SETTLEMENT

On June 4, 1992, the Trustee filed suit (the "Litigation") against MOI and
Southland in New Mexico. The principal asset of the Trust consists of a 75% net
overriding royalty interest carved out of certain working, royalty and other
interests in the Underlying Properties. MOI and Southland were the operators of
the Underlying Properties. On January 2, 1996, Southland was merged with and
became a wholly owned subsidiary of MOI. Subsequent to the merger, MOI changed
its name to Burlington Resources Oil & Gas Company.

         The claims asserted on behalf of the Trust in the lawsuit included
breach of contract, breach of the covenant of good faith and fair dealing,
breach of express good faith duty, constructive fraud, unjust enrichment, prima
facie tort, intentional interference with contract and conspiracy. The relief
sought included


                                       14
<PAGE>   17
                          SAN JUAN BASIN ROYALTY TRUST


compensatory and punitive damages, an accounting and a permanent injunction
relating to the operation of the Underlying Properties.

         On September 4, 1996, the Trustee announced the settlement of the
Litigation. The Litigation was dismissed on September 12, 1996. BROG denied and
continues to deny the allegations made against it in the Litigation, but the
parties agreed to settle the Litigation as outlined herein.

         BROG agreed (i) to pay $19,750,000 in cash plus interest earnings
thereon from September 5, 1996, in settlement of underpayment of royalty claims
of the Trust; and (ii) commencing in 1997, to credit the Trust with $250,000 per
year for five years as an offset against lease operating expenses chargeable to
the Trust. BROG also agreed to make certain adjustments that represent cost
reductions favorable to the Trust in the ongoing charges for coal seam gas
gathering and treating on BROG's Val Verde system. Additionally, the Trustee and
BROG established a formal protocol that will provide the Trustee and its
representatives improved access to BROG's books and records applicable to the
Underlying Properties.

         Agreement was also reached regarding marketing arrangements for the
sale of gas, oil and natural gas liquids products from the Underlying Properties
going forward as follows:

         1. BROG agreed that contracts for the sale of gas from the Underlying
Properties would require the written approval of an independent gas marketing
consultant acceptable to the Trust. For a discussion of the current contract
covering the sale of gas from the Underlying Properties, see Note 6.

         2. BROG will continue to market the oil and natural gas liquids from
the Underlying Properties but will remit to the Trust actual proceeds from such
sales. BROG will no longer use posted prices as the basis for calculating
proceeds to the Trust nor make a deduction for marketing fees associated with
sales of oil or natural gas liquids products.

         3. The Trust retained access to BROG's current gas transportation,
gathering, processing and treating agreements with third parties through the
remainder of their primary terms.

         The $19,822,005 settlement proceeds of the Litigation (or $.425285 per
Unit of beneficial interest) was paid to the Trust on September 30 and
distributed on October 15, 1996, to Unit holders of record as of September 30,
1996 (the "Record Date"), The distribution was taxable to Unit holders as of
such Record Date. This distribution was in addition to the regular monthly
distribution on October 15.

6. CERTAIN CONTRACTS

Effective January 1, 1998, all volumes of gas subject to the Royalty (the "Trust
gas") became subject to the terms of a Natural Gas Sales and Purchase Contract
between BROG and El Paso Energy Marketing Company ("El Paso"). That contract was
for a term of two years through and including December 31, 1999, and provided
for the sale of Trust gas at prices which fluctuated in accordance with
published indices for gas sold in the San Juan Basin of New Mexico. BROG entered
into the contract with El Paso after soliciting and receiving competitive bids
in late 1997 from six major gas marketing firms to market and/or purchase the
Trust gas. BROG entered into a contract dated November 10, 1999, for the sale of
all volumes of Trust gas to Duke Energy and Marketing L.L.C. That contract, as
amended, provides for delivery of gas at various delivery points over a period
commencing January 1, 2000, and ending October 31, 2001, and provides for the
sale of Trust gas at prices which fluctuate in accordance with published indices
for gas sold in the San Juan Basin of New Mexico.

         Confidentiality agreements with purchasers of gas produced from the
Underlying Properties prohibit public disclosure of certain terms and conditions
of gas sales contracts with those entities, including specific pricing terms,
gas receipt points, etc. Such disclosure could compromise the ability to compete
effectively in the marketplace for the sale of gas produced from the Underlying
Properties.

7. GAS IMBALANCE

In June 2000, the Trust and BROG entered into a partial settlement of claims
relating to a gas imbalance with respect to production from mineral properties
currently operated by BROG. Under the terms of the partial settlement, BROG paid
the Trust $3,490,000 to settle the imbalance insofar as it relates to some of
the wells located on the subject properties. The remainder of the imbalance is
to be addressed through volume adjustments whereby the Trust's net overriding
royalty interest will be applied to 50% of the overproduced parties' interest,
on a monthly basis, until the imbalance is corrected. The Trust is in
communication with BROG in order to determine the estimated value of the volume
adjustments and the time during which the remainder of the imbalance will be
corrected. The volume adjustment commenced in August 2000 and will be monitored
by the Trust's consultants.

         Based on its year-end review, BROG has determined that since January of
1999, BROG has undercharged the Trust for


                                       15
<PAGE>   18

                          SAN JUAN BASIN ROYALTY TRUST

both capital expenditures and lease operating charges related to properties
burdened by the Trust but not operated by BROG. In April and May of 2000, BROG
passed through to the Trust additional charges of $652,303 in capital
expenditures and $1,689,509 in lease operating charges related to the
undercharged non-operated properties. The Trust's consultants have reviewed
BROG's cost reporting data and confirmed that the pass-through of these
additional charges was appropriate.

8. SIGNIFICANT CUSTOMERS

Information as to significant purchasers of oil and gas production attributable
to the Trust's economic interests is included in Item 2 of the Trust's annual
report on Form 10-K which is included in this report.

9. PROVED OIL AND GAS RESERVES (UNAUDITED)

Proved oil and gas reserve information is included in Item 2 of the Trust's
annual report on Form 10-K which is included in this report.

10. QUARTERLY SCHEDULE OF DISTRIBUTABLE INCOME (UNAUDITED)

The following is a summary of the unaudited quarterly schedule of distributable
income for the two years ended December 31, 2000 (in thousands, except unit
amounts):

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
                                                                   Distributable
                                                                    Income and
                                       Royalty     Distributable   Distribution
2000                                   Income         Income         Per Unit
- ----                                  ---------    -------------   -------------
<S>                                   <C>          <C>             <C>
First Quarter ................        $  10,077      $   9,889      $ .212160
Second Quarter ...............           13,609         13,193        .283054
Third Quarter ................           19,747         19,651        .421626
Fourth Quarter ...............           16,612         16,456        .353069
                                      ---------      ---------      ---------
         Total ...............        $  60,045      $  59,189      $1.269909
                                      =========      =========      =========

1999
- ----
First Quarter ................        $   7,045      $   6,792      $ .145721
Second Quarter ...............            6,252          5,944        .127528
Third Quarter ................            7,909          7,766        .166611
Fourth Quarter ...............           11,421         11,294        .242322
                                      ---------      ---------      ---------
         Total ...............        $  32,627      $  31,796      $ .682182
                                      =========      =========      =========
</TABLE>
- --------------------------------------------------------------------------------

                          INDEPENDENT AUDITOR'S REPORT

Bank One, NA as Trustee for the San Juan Basin Royalty Trust:

We have audited the accompanying statements of assets, liabilities and trust
corpus of the San Juan Basin Royalty Trust ("Trust") as of December 31, 2000 and
1999, and the related statements of distributable income and changes in trust
corpus for each of the three years in the period ended December 31, 2000. These
financial statements are the responsibility of the Trustee. Our responsibility
is to express an opinion on these financial statements based on our audits.

         We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are 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 the
Trustee, as well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.

         As described in Note 3 to the financial statements, these financial
statements were prepared on a modified cash basis, which is a comprehensive
basis of accounting other than generally accepted accounting principles.

         In our opinion, such financial statements present fairly, in all
material respects, the assets, liabilities and trust corpus of the San Juan
Basin Royalty Trust as of December 31, 2000 and 1999, and the distributable
income and changes in trust corpus for each of the three years in the period
ended December 31, 2000, on the basis of accounting described in Note 3.

/s/ DELOITTE & Touche LLP

Deloitte & Touche LLP
Fort Worth, Texas
March 23, 2001


                                       16
<PAGE>   19

SAN JUAN BASIN ROYALTY TRUST
Bank One, NA, Trustee
Post Office Box 2604, TX1-1306
Fort Worth, Texas 76113
817-884-4630
www.sjbrt.com
sjbrt@bankone.com

AUDITORS
Deloitte & Touche LLP
Fort Worth, Texas

LEGAL COUNSEL
Vinson & Elkins L.L.P.
Dallas, Texas

TAX COUNSEL
Winstead Sechrest & Minick, P.C.
Houston, Texas

TRANSFER AGENT
Computershare Investor Services
Transfer Services
2 North LaSalle Street
Chicago, Illinois 60602

For questions about distribution checks,
address changes and transfer procedures,
call 312-360-5154.



<PAGE>   20
           Post Office Box 2604, TX1-1306 -- Fort Worth, Texas 76113
                        - 817-884-4630 -- www.sjbrt.com
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23
<SEQUENCE>3
<FILENAME>d85619ex23.txt
<DESCRIPTION>CONSENT OF CAWLEY, GILLESPIE & ASSOCIATES, INC.
<TEXT>

<PAGE>   1
                                                                      EXHIBIT 23

                                 March 26, 2001


San Juan Basin Royalty Trust
Bank One, NA
Corporate Trust Department
500 Throckmorton Street, Suite 801
Fort Worth, Texas 76102

Ladies and Gentlemen:

         Cawley, Gillespie & Associates, Inc. hereby consents to the use of the
oil and gas reserve information in the San Juan Basin Royalty Trust Securities &
Exchange Commission Form 10-K for the year ended December 31, 2000 and in the
San Juan Basin Royalty Trust Annual Report for the year ended December 31, 2000
based on reserve reports prepared by Cawley, Gillespie & Associates, Inc. and
dated March 22, 2001.


                                       Sincerely,

                                       /s/ CAWLEY, GILLESPIE & ASSOCIATES, INC.

                                       CAWLEY, GILLESPIE & ASSOCIATES, INC.








</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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