================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): OCTOBER 31, 2006 TEXAS PACIFIC LAND TRUST (Exact Name of Registrant as Specified in its Charter) Not Applicable 1-737 75-0279735 (State or Other (Commission File Number) (I.R.S. Employer Jurisdiction of Incorporation) Identification Number) 1700 PACIFIC AVENUE, SUITE 1670, DALLAS, TEXAS 75201 (Address of Principal Executive Offices, including Zip Code) Registrant's Telephone Number, including Area Code: 214-969-5530 NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 8.01. OTHER EVENTS. On October 31, 2006, Mercury Real Estate Advisors LLC ("Mercury"), an affiliate of Mercury Partners LLC, issued a press release in which it stated that it had sent a letter (the "Mercury Letter") to Mr. Roy Thomas, the General Agent of Texas Pacific Land Trust (the "Trust"). The press release included the text of the Mercury Letter. A copy of that press release is filed as Exhibit 99.1 to this Report. The Trust has not yet received a copy of the Mercury Letter directly. On November 2, 2006, the Trust issued a press release in which it stated that it had sent a letter (the "Trust Letter") to Mercury in response to the Mercury Letter. The press release included the text of the Trust Letter. A copy of that press release is filed as Exhibit 99.2 to this Report. The Trust Letter was sent to Mercury on November 2, 2006. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. 99.1 Press Release, dated October 31, 2006, issued by Mercury Real Estate Advisors LLC. 99.2 Press Release, dated November 2, 2006, issued by the Trust. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Trust has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. TEXAS PACIFIC LAND TRUST Date: November 2, 2006 By: /s/ Roy Thomas --------------------------------------- Roy Thomas General Agent and Chief Executive Officer 2 EXHIBIT INDEX Exhibit NUMBER DESCRIPTION - ------- ----------- 99.1 Press Release, dated October 31, 2006, issued by Mercury Real Estate Advisors LLC. 99.2 Press Release, dated November 2, 2006, issued by the Trust. 3