UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
|X| QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2002
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 1-11748
EASTERN AMERICAN NATURAL GAS TRUST
(Exact name of registrant as specified in its charter)
Delaware 36-7034603
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
The Bank of New York
Care of BNY Midwest Trust Company
2 North Lasalle Street
Chicago, Illinois 60602
(Address of principal executive offices)
(Zip Code)
(312) 827-8553
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.
Yes |X| No |_|
As of November 19, 2002, 5,900,000 Units of Beneficial Interest in Eastern
American Natural Gas Trust were outstanding.
16
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements
EASTERN AMERICAN NATURAL GAS TRUST
STATEMENTS OF DISTRIBUTABLE INCOME
(Unaudited)
Nine Months Ended Three Months Ended
September 30 September 30
2002 2001 2002 2001
---- ---- ---- ----
Royalty Income $6,412,497 $11,020,013 $2,449,277 $2,872,137
Operating Expenses:
Taxes on production and property 436,647 747,026 165,480 196,533
Operating cost charges 376,506 384,831 125,232 128,277
------- ------- ------- -------
Total Operating Expenses 813,153 1,131,857 290,712 324,810
------- --------- ------- -------
Net Proceeds to the Trust 5,599,344 9,888,156 2,158,565 2,547,327
General and Administrative Expenses (449,823) (411,156) (129,358) (104,469)
Interest Income 1,404 4,228 387 1,276
Cash Proceeds on Sale of Net Profits Interests 492,043 0 0 0
-------- ------- ------- -------
Distributable Income $5,642,968 $9,481,228 $2,029,594 $2,444,134
========== ========== =========== ==========
Distributable Income Per Unit (5,900,000
Trust Units authorized and outstanding) $0.9564 $1.6070 $0.3440 $0.4143
======= ======= ======= =======
The accompanying notes are an integral part of these financial statements.
EASTERN AMERICAN NATURAL GAS TRUST
STATEMENTS OF ASSETS, LIABILITIES AND TRUST CORPUS
September 30, 2002 December 31, 2001
------------------ -----------------
(Unaudited)
Assets:
Cash $ 387 $ 1,201
Net Proceeds Receivable 2,158,565 1,957,988
Net Profits Interests in Gas Properties 93,162,180 93,162,180
Accumulated Amortization (53,355,617) (49,992,199)
----------- ----------
Total Assets $41,965,515 $45,129,170
=========== ===========
Liabilities and Trust Corpus:
Trust General and Administrative
Expenses Payable $ 129,358 $ 172,034
Distributions Payable 2,029,594 1,787,155
Trust Corpus (5,900,000 Trust Units
authorized and outstanding) 39,806,563 43,169,981
---------- ----------
Total Liabilities and Trust Corpus $41,965,515 $45,129,170
=========== ===========
The accompanying notes are an integral part of these financial statements.
EASTERN AMERICAN NATURAL GAS TRUST
STATEMENT OF CHANGES IN TRUST CORPUS
(Unaudited)
Nine Months Nine Months
Ended Ended
September 30, 2002 September 30, 2001
------------------ ------------------
Trust Corpus, Beginning of Period $43,169,981 $47,650,950
Distributable Income 5,642,968 9,481,228
Distributions Payable to Unitholders (5,642,968) (9,481,228)
Amortization of Net Profits Interests in
Gas Properties (3,363,418) (3,366,575)
---------- ----------
Trust Corpus, End of Period $39,806,563 $44,284,375
=========== ===========
The accompanying notes are an integral part of these financial statements.
EASTERN AMERICAN NATURAL GAS TRUST
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1. Organization of the Trust
The Eastern American Natural Gas Trust (the "Trust") was formed under the
Delaware Business Trust Act pursuant to a Trust Agreement (the "Trust
Agreement") among Eastern American Energy Corporation ("Eastern American"), as
grantor, Bank of Montreal Trust Company, as Trustee ("Trustee"), and Wilmington
Trust Company, as Delaware Trustee (the "Delaware Trustee"). The Trust was
formed to acquire and hold net profits interests (the "Net Profits Interests")
created from the working interests owned by Eastern American in 650 producing
gas wells and 65 proved development well locations in West Virginia and
Pennsylvania (the "Underlying Properties"). The Net Profits Interests consisted
of a royalty interest in 322 wells and a term interest in the remaining wells
and locations. Prior to or on May 15, 2013, the Trustee is required to sell the
royalty interests and liquidate the Trust.
On March 15, 1993, 5,900,000 Depositary Units were issued in a public
offering at an initial public offering price of $20.50 per Depositary Unit. Each
Depositary Unit consists of beneficial ownership of one unit of beneficial
interest ("Trust Unit") in the Trust and a $20 face amount beneficial ownership
interest in a $1,000 face amount zero coupon United States Treasury Obligation
("Treasury Obligation") maturing on May 15, 2013.
Effective May 8, 2000, The Bank of New York acquired the corporate trust
business of the Bank of Montreal Trust Company / Harris Trust. Consequently, The
Bank of New York serves as Trustee.
The Net Profits Interests are passive in nature, and neither the Trustee
nor the Delaware Trustee has management control or authority over, nor any
responsibility relating to, the operation of the properties subject to the Net
Profits Interests. The Trust Agreement provides, among other things, that the
Trust shall not engage in any business or commercial activity or acquire any
asset other than the Net Profits Interests initially conveyed to the Trust; the
Trustee may establish a reserve for payment of any liability which is
contingent, uncertain in amount or that is not currently due and payable; the
Trustee is authorized to borrow funds required to pay liabilities of the Trust,
provided that such borrowings are repaid in full prior to further distributions
to Unitholders; and the Trustee will make quarterly cash distributions to
Unitholders from funds of the Trust.
NOTE 2. Basis of Presentation
The information furnished is based upon certain estimates of production for
the periods presented and is therefore subject to adjustment in future periods
to reflect actual production for the periods presented. The information
furnished reflects all adjustments which are, in the opinion of the Trustee,
necessary for a fair presentation of the results for the interim periods
presented. The accompanying financial statements are unaudited interim financial
statements, and should be read in conjunction with the audited financial
statements and notes thereto included in the Trust's Annual Report on Form 10-K
for the year ended December 31, 2001.
NOTE 3. Trust Accounting Policies
The Trust serves as a pass-through entity, with items of depletion,
interest income and expense, and income tax attributes being based upon the
status and elections of Unitholders. Thus, the Statements of Distributable
Income show Distributable Income, defined as Trust income available for
distribution to Unitholders before application of those Unitholders' additional
expenses, if any, for depletion, interest expense, and income taxes. The Trust
uses the accrual basis to recognize revenue, with Royalty Income recognized as
reserves are extracted from properties and sold. Expenses are also presented on
an accrual basis. Actual cash receipts will vary from the accrual of revenues
due to, among other reasons, the payment provisions of the gas purchase contract
between the Trust and Eastern Marketing Corporation (a subsidiary of Eastern
American), which requires payment with respect to gas production for a calendar
quarter to be made to the Trust on or before the tenth day of the third month
following such quarter.
Net Profits Interests in Gas Properties are periodically assessed to
determine whether their net capitalized cost is impaired. The Trust will
determine if a writedown is necessary to its investment in the Net Profits
Interests in gas properties to the extent that total capitalized costs, less
accumulated amortization, exceed undiscounted future net revenues attributable
to proved gas reserves of the Underlying Properties. The Trust will then provide
a writedown to the extent that the net capitalized costs exceed the discounted
future net revenues attributable to proved gas reserves of the Underlying
Properties. Any such writedown would not reduce Distributable Income, although
it would reduce Trust Corpus.
Amortization of the Net Profits Interests in Gas Properties is calculated
on a units-of-production basis, whereby the Trust's cost basis in the properties
is divided by total Trust proved reserves to derive an amortization rate per
reserve unit. Such amortization does not reduce Distributable Income, rather it
is charged directly to Trust Corpus.
NOTE 4. Income Taxes
The Trust is a grantor trust and is not required to pay federal or state
income taxes. Accordingly, no provision for federal or state income taxes has
been made. All income is taxed to the Unitholders of the Trust.
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Cautionary Statement
The Trustee and Eastern American, its officers or its agents on behalf of
the Trust may, from time to time, make forward-looking statements (other than
statements of historical fact). When used herein, the words "anticipates,"
"expects," "believes," "intends" or "projects" and similar expressions are
intended to identify forward-looking statements. To the extent that any
forward-looking statements are made, the Trust is unable to predict future
changes in gas prices, gas production levels, economic activity, legislation and
regulation, and certain changes in expenses of the Trust. In addition, the
Trust's future results of operations and other forward-looking statements
contained in this item and elsewhere in this report involve a number of risks
and uncertainties. As a result of variations in such factors, actual results may
differ materially from any forward-looking statements. Some of these factors are
described below. The Trustee and Eastern American, disclaims any obligations to
update forward looking statements and all such forward-looking statements in
this document are expressly qualified in their entirety by the cautionary
statements in this paragraph and by the statements in the Annual Report on Form
10-K.
General
The Trust does not conduct any operations or activities. The Trust's
purpose is, in general, to hold the Net Profits Interests, to distribute the
cash proceeds to Unitholders which the Trust receives in respect of the Net
Profits Interests (net of Trust expenses), and to perform certain administrative
functions in respect of the Net Profits Interests and the Depositary Units.
Accordingly, the Trust derives substantially all of its income and cash flows
from the Net Profits Interests. The Trust has no source of liquidity or capital
resources other than the cash flows from the Net Profits Interests.
The Net Profits Interests were created pursuant to conveyances (the
"Conveyances") from Eastern American to the Trust. In connection therewith,
Eastern American assigned its rights under a gas purchase contract (the "Gas
Purchase Contract") which obligates Eastern Marketing Corporation, a subsidiary
of Eastern American, to purchase all of the natural gas produced from the
Underlying Properties which is attributable to the Net Profits Interests.
The Conveyances and the Gas Purchase Contract entitle the Trust to receive
an amount of cash for each calendar quarter equal to the Net Proceeds for such
quarter. "Net Proceeds" for any calendar quarter generally means an amount of
cash equal to (a) 90% of a volume of gas equal to (i) the volume of gas produced
during such quarter attributable to the Underlying Properties less (ii) a volume
of gas equal to "Chargeable Costs" for such quarter, multiplied by (b) the
applicable price for such quarter under the Gas Purchase Contract. "Chargeable
Costs" is that volume of gas which equates in value, determined by reference to
the relevant sales price under the Gas Purchase Contract or the Conveyances, as
applicable, to the sum of the "Operating Cost Charge", "Capital Costs" and
"Taxes". The "Operating Cost Charge" for 2002 is based on an annual rate of
$503,354, and for 2001 was an annual rate of $513,106. In subsequent years, the
Operating Cost Charge will fluctuate based on the index of average weekly
earnings of Crude Petroleum and Gas Production Workers (published by the United
States Department of Labor, Bureau of Labor Statistics), but not more than 5%
per year. The Operating Cost Charge was not increased as Development Wells were
completed but will be reduced for each well that is sold (free of the Net
Profits Interests) or plugged and abandoned. "Capital Costs" means Eastern
American's working interest share of capital costs for operations on the
Underlying Properties, but only for items having a useful life of at least three
years, and not including any capital costs incurred in drilling the Development
Wells. "Taxes" means ad valorem taxes, production and severance taxes, and other
taxes imposed on the Trust's interest in the Underlying Properties, or
production therefrom.
Pursuant to the Gas Purchase Contract, Eastern Marketing is obligated to
purchase such gas production at a purchase price per Mcf equal to the Index
Price. The Index Price for any quarter is determined solely by reference to the
Variable Price component. The Variable Price for any quarter is equal to the
Henry Hub Average Spot Price (as defined) per MMBtu plus $0.30 per MMBtu,
multiplied by 110% to effect a fixed adjustment for Btu content. The Henry Hub
Average Spot Price is defined as the price per MMBtu determined for any calendar
quarter equal to the price obtained with respect to each of the three months in
such quarter, in the manner specified below, and then taking the average of the
prices determined for each of such three months. The price determined for any
month of such quarter is equal to the average of (i) the final settlement price
per MMBtu for Henry Hub Gas Futures Contracts (as defined below), as reported in
The Wall Street Journal, for such contracts which expired in each of the five
months prior to such month, (ii) the final settlement price per MMBtu for Henry
Hub Gas Futures Contracts, as reported in The Wall Street Journal, for such
contracts which expire during such month and (iii) the closing settlement price
per MMBtu of Henry Hub Gas Futures Contracts determined as of the contract
settlement date for such month, as reported in The Wall Street Journal, for such
contracts which expire in each of the six months following such month. A Henry
Hub Gas Futures Contract is defined as a gas futures contract for gas to be
delivered to the Henry Hub that is traded on the New York Mercantile Exchange.
Accordingly, the Index Price payable to the Trust for production may be
higher or lower based on the fluctuations in natural gas futures prices during
the relevant calculation period. The price payable to the Trust will have a
direct impact, positively or negatively, on the quarterly distributions payable
by the Trust to its Unitholders.
Eastern American had a disagreement with the Trust over Eastern American's
obligation to drill certain Development Wells that were closely offset by third
parties. The Trust agreed that in lieu of drilling these closely offset
Development Wells, Eastern American could provide the Trust, on an annual basis
commencing on April 1, 1997, and over the remaining life of the Trust, a volume
of gas which is equal to the projected volumes of the wells as if they had been
drilled. These volumes have been estimated by Ryder Scott Company, independent
petroleum engineers. During the quarter ended September 30, 2002, an additional
volume of 5,260 Mcf was delivered to the Trust, as compared to 5,833 Mcf for the
quarter ended September 30, 2001. These additional volumes fulfill Eastern
American's obligation to provide volumes for Development Wells that had been
closely offset by third parties.
Eastern American has fulfilled its obligation with respect to the drilling
of the Development Wells. Since the inception of the Trust, Eastern has drilled
a total of 59 Development Wells, which are online and producing. (See the
Trust's Form 10-K for the fiscal year ended December 31, 2001 for a more
complete description of the Development Wells.)
During the quarter ended March 31, 2002, a Coal Lessee contacted Eastern
American and inquired as to whether it would sell the Western Pocahontas # 7, #
8 and # 10 Wells which are wells in which the Trust owns a Net Profits Interest.
The Coal Lessee stated that the wells would materially interfere with the
Coal Lessee's proposed mining operations.
Eastern American reviewed the Trust Agreement and production from these
wells to determine if it could cause the Trust to sell its Net Profits Interest
in the Wells. Upon review, it was discovered that the Net Profits Interest
associated with the Western Pocahontas # 7 well accounted for more than .25% of
the total production from the Underlying Properties for the prior twelve (12)
month period. Eastern American advised the Coal Lessee that it could not sell
this well.
Subsequent thereto the Coal Lessee insisted that the well needed to be
plugged in order for them to proceed with their proposed mining operations. The
Coal Lessee took the position that the coal estate was the dominant estate and
that, under the applicable oil and gas lease and case law, the Coal Lessee could
cause the Trust and Eastern American to plug and abandon the well so long as the
Coal Lessee fairly compensated the Trust and Eastern American. While Eastern
American and the Trust did not necessarily agree with the Coal Lessee position,
the Coal Lessee threatened to institute a Declaratory Judgment Action to
determine the respective interest of the parties.
As a result, and in an effort to avoid litigation, the Trust and Eastern
American entered into a Settlement Agreement and Release of All Claims with the
Coal Lessee pursuant to which Eastern agreed to sell the Western Pocahontas # 7
well for the amount of $426,187 during the quarter ended March 31, 2002. The
Trust's share of the proceeds of $303,438 was distributed to the Trust during
the quarter ended March 31, 2002.
During the quarter ended June 30, 2002, the Coal Lessee purchased the two
additional wells, the Western Pocahontas # 8 and #10, in which the Trust owns a
net profits interest for the amount of $209,561. The Trust's share of the
proceeds of $188,605 was included in the Distributable Income of the Trust
during the quarter ended June 30, 2002.
Comparison of Results of Operations for Three Months Ended September 30, 2002
and Three Months Ended September 30, 2001
-----------------------------------------
The Trust's Distributable Income was $2,029,594 for the three months ended
September 30, 2002, as compared to $2,444,134 for the three months ended
September 30, 2001. This decrease was due to a decrease in the price payable to
the Trust under the Gas Purchase Contract as discussed below ($4.028 per Mcf for
the three months ended September 30, 2002; $4.514 per Mcf for the three months
ended September 30, 2001). This decrease was also due to a decrease in
production of gas attributable to the Net Profits Interests for the three months
ended September 30, 2002 (608 Mmcf), as compared to the three months ended
September 30, 2001 (636 Mmcf). The decline in production is primarily
attributable to natural production declines and the sale of wells. Taxes on
production and property were $165,480 for the three months ended September 30,
2002, as compared to $196,533 for the three months ended September 30, 2001.
This decrease was due to the decrease in Royalty Income for the three months
ended September 30, 2002 ($2,449,277), as compared to the three months ended
September 30, 2001 ($2,872,137).
The price payable to the Trust for gas production attributable to the Net
Profits Interests was $4.028 per Mcf for the three months ended September 30,
2002 and $4.514 per Mcf for the three months ended September 30, 2001. The price
per Mcf was lower for the three months ended September 30, 2002, than for the
corresponding three month period ended September 30, 2001, due to a decrease in
the average spot market price for gas delivered at the Henry Hub near Henry,
Louisiana ($3.362 per Dth for the three months ended September 30, 2002; $3.804
per Dth for the three months ended September 30, 2001).
Comparison of Results of Operations for Nine Months Ended September 30, 2002
and Nine Months Ended September 30, 2001
----------------------------------------
The Trust's distributable income was $5,642,968 for the nine months ended
September 30, 2002, as compared to $9,481,228 for the nine months ended
September 30, 2001. This decrease was due to a decrease in the average price
payable to the Trust under the Gas Purchase Contract as discussed below ($3.615
per Mcf for the nine months ended September 30, 2002; $5.901 per Mcf for the
nine months ended September 30, 2001). This decrease was also due to a decrease
in production of gas attributable to the Net Profits Interests for the nine
months ended September 30, 2002 (1,772 Mmcf), as compared to the nine months
ended September 30, 2001 (1,870 Mmcf). The decline in production is primarily
attributable to natural production declines and the sale of wells. Taxes on
production and property were $436,647 for the nine months ended September 30,
2002, as compared to $747,026 for the nine months ended September 30, 2001. This
decrease was due to the decrease in Royalty Income for the nine months ended
September 30, 2002 ($6,412,497), as compared to the nine months ended September
30, 2001 ($11,020,013). The Distributable Income includes Cash Proceeds on Sale
of Net Profits Interests of $492,043 for the nine months ended September 30,
2002, while no such sales were recognized in the nine months ended September 30,
2001.
The average price payable to the Trust for gas production attributable to
the Net Profits Interests was $3.615 per Mcf for the nine months ended September
30, 2002, and $5.901 per Mcf for the nine months ended September 30, 2001. The
average price per Mcf was lower for the nine months ended September 30, 2002,
than for the corresponding nine month period ended September 30, 2001, due to a
decrease in the average spot market price for gas delivered at the Henry Hub
near Henry, Louisiana ($2.987 per Dth for the nine months ended September 30,
2002; $5.064 per Dth for the nine months ended September 30, 2001).
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk.
The Trust does not utilize market risk sensitive instruments.
ITEM 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures. The Trustee maintains
disclosure controls and procedures designed to ensure that information required
to be disclosed by the Trust in the reports that it files or submits under the
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified in the SEC's rules and regulations.
Disclosure controls and procedures include controls and procedures designed to
ensure that information required to be disclosed by the Trust is accumulated and
communicated by the working interest owner, Eastern American Energy Corporation
("Eastern American"), to The Bank of New York, as Trustee of the Trust, and its
employees who participate in the preparation of the Trust's periodic reports as
appropriate to allow timely decisions regarding required disclosure.
Within 90 days of the date of this report, the Trustee carried out an
evaluation of the Trustee's disclosure controls and procedures. Robert Foltz, as
Agent of the Trustee, has concluded that the controls and procedures are
effective, while noting certain limitations on disclosure controls and
procedures as set forth below.
Due to the contractual arrangements of (i) the Trust Agreement, and (ii)
the rights of the Trustee under the Conveyances regarding information furnished
by Eastern American, there are certain potential weaknesses that may limit the
effectiveness of disclosure controls and procedures established by the Trustee
or its employees and their ability to verify the accuracy of certain financial
information. The contractual limitations creating potential weaknesses in
disclosure controls and procedures may be deemed to include:
o Eastern American and its consolidated subsidiaries manage (i)
historical operating data, including production volumes, marketing of
products, operating and capital expenditures, environmental and other
liabilities, the effects of regulatory changes and the number of
producing wells and acreage, (ii) plans for future operating and
capital expenditures and (iii) geological data relating to reserves.
While the Trustee requests material information for use in periodic
reports as part of its disclosure controls and procedures, the Trustee
does not manage this information, and relies entirely on Eastern
American to provide accurate and timely information when requested for
use in the Trust's reports.
o Under the terms of the Trust Agreement, the Trustee is entitled to,
and in fact does rely, upon certain experts in good faith, including
(i) the independent reserve engineer with respect to the annual
reserve report, which includes projected production, operating
expenses and capital expenses, and (ii) the independent auditors the
Trustee has contracted with respect to the annual audit and quarterly
reviews of financial data provided by Eastern American. Other than
contracting independent auditors and reviewing the financial and other
information provided to the Trust by Eastern American on a quarterly
basis, the Trustee makes no independent or direct verification of this
financial or other information. While the Trustee has no reason to
believe its reliance upon experts is unreasonable, this reliance on
experts and restricted access to information may be viewed as a
weakness.
The Trustee does not intend to expand its responsibilities beyond those
permitted or required by the Trust Agreement and those required under applicable
law.
Changes in Internal Controls. To the knowledge of the Trustee, there have
been no significant changes in the Trust's internal controls or in other factors
that could significantly affect the Trust's internal controls subsequent to the
date the Trustee completed its evaluation. The Trustee notes for purposes of
clarification that it has no authority over, and makes no statement concerning,
the internal controls of Eastern American.
PART II - OTHER INFORMATION
ITEM 1. Legal Proceedings.
None.
ITEM 2. Changes in Securities.
None.
ITEM 3. Defaults Upon Senior Securities.
None.
ITEM 4. Submission of Matters to a Vote of Security Holders.
None.
ITEM 5. Other Information.
For the calendar quarter ended September 30, 2002, the high and low closing
prices of the Treasury Obligations (which have $1,000 face principal amount), as
quoted in the over-the-counter market for United States Treasury obligations,
were $644.20 and $560.70 respectively. On September 30, 2002, the closing price
of the Treasury Obligations, as quoted on such market, was $644.20.
The Trust provides Unitholders with the option to separate the related
Treasury Obligation from the Trust Units. Upon exercising this option, the
Trustee transfers such Trust Units from the name of the Depositary to the name
of the withdrawing Unitholder. As of September 30, 2002, this option was
exercised on 57,900 Trust Units. (See the Trust's Annual Report on Form 10-K for
the fiscal year ended December 31, 2001, for a more complete description of the
Withdrawal of Trust Units and Restriction on Transfer.)
ITEM 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit
Number Description
------ -----------
3.1* Second Amended and Restated Trust Agreement of Eastern American
Natural Gas Trust
4.1* Specimen Depositary Receipt
4.2* Form of NPI Royalty Deposit Agreement
10.1* Form of Conveyance
10.2* Form of Term NPI Conveyance
10.3* Form of Gas Purchase Contract between Eastern American Energy
Corporation, Eastern American Marketing Corporation and Eastern
American Natural Gas Trust
10.5* Form of Conveyance of Production Payment/Assignment of Production
from Eastern American Natural Gas Trust to Eastern American Marketing
Corporation
10.6* Form of Assignment and Standby Performance Agreement
99.1** Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
---------------------
* Incorporated by reference to the indicated exhibits to filings previously
made by the Registrant with the Securities and Exchange Commission. All
references are to the Registrant's Registration Statement on Form S-1,
Registration No. 33-56336, except for Exhibit 3.1, which is incorporated by
reference to the Registrant's Annual Report on Form 10-K for the year ended
December 31, 1994.
** Incorporated by reference to exhibit 99.1 to the Registrant's Current
Report on Form 8-K dated November 19, 2002.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the fiscal quarter ended
September 30, 2002.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
EASTERN AMERICAN NATURAL GAS TRUST
By: The Bank of New York, Trustee
/s/ Robert Foltz
-----------------
Name: Robert Foltz
Title: Agent
Date: November 19, 2002
The Registrant, Eastern American Natural Gas Trust, has no principal
executive officer, principal financial officer, board of directors or persons
performing similar functions. Accordingly no additional signatures are available
and none have been provided.
CERTIFICATION
I, Robert Foltz, Certify that:
1. I have reviewed this quarterly report on Form 10-Q of Eastern American
Natural Gas Trust, for which The Bank of New York acts as Trustee;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report.
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, distributable income and changes in trust
corpus of the registrant as of, and for, the periods presented in this quarterly
report;
4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14), or for causing
such controls and procedures to be established and maintained, for the
registrant and have:
a) designed such disclosure controls and procedures, or caused such
controls and procedures to be designed, to ensure that material information
relating to the registrant, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report my conclusions about the
effectiveness of the disclosure controls and procedures based on my
evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the registrant's
auditors:
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves any persons who have a
significant role in the registrant's internal controls; and
6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of my most recent
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
In giving the foregoing certifications in paragraph 4, 5 and 6 above, I
have relied to the extent I consider reasonable on information provided to me by
Eastern American Energy Corporation.
/s/ Robert Foltz
-----------------
Robert Foltz
Agent
The Bank of New York
Date: November 19, 2002
02662-0161.#364160