-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LNG6ib/hvYFC+e1EZTCYldxbF3OPSbArGEcDGwTPPt3NaZvABvbJhQvPubaRuT42 tzsmliPzzQUkySwOG6D/5w== 0000064280-99-000006.txt : 19990713 0000064280-99-000006.hdr.sgml : 19990713 ACCESSION NUMBER: 0000064280-99-000006 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990712 SUBJECT COMPANY: 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: SC 13G SEC ACT: SEC FILE NUMBER: 005-33873 FILM NUMBER: 99662361 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MCMORGAN & CO CENTRAL INDEX KEY: 0000064280 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 94650768 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1 BUSH STREET SUITE 800 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4157889300 MAIL ADDRESS: STREET 1: 1 BUSH STREET SUITE 800 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendments No. )* SAN JUAN BASIN ROYALTY TRUST _______________________________________________ (Name of Issuer) UNITS OF BENEFICIAL INTEREST _______________________________________________ (Title of Class Securities) 798241105 _______________________________________________ (CUSIP Number) JUNE 15, 1999 _______________________________________________________ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 10 - ------------------------------------------------------------------------------- CUSIP No. 798241105 1. Name of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). McMorgan & Company 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only________________________________________________ 4. Citizenship or Place of Organization California NUMBER OF 5. Sole Voting Power 3,000,000 SHARES BENEFICIALLY 6. Shared Voting Power 0 OWNED BY 7. Sole Dispositive Power 3,000,000 EACH REPORTING PERSON WITH: 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,000,000 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11. Percent of Class Represented by Amount in Row (9) 6.44% 12. Type of Reporting Person (See Instructions) IA, CO Page 2 of 10 - ------------------------------------------------------------------------------- CUSIP No. 798241105 1. Name of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Morton, Thomas Allan 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only___________________________________________________ 4. Citizenship or Place of Organization United States NUMBER OF 5. Sole Voting Power 3,000,000 SHARES BENEFICIALLY 6. Shared Voting Power 0 OWNED BY 7. Sole Dispositive Power 3,000,000 EACH REPORTING PERSON WITH: 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,000,000 10. Check if the Aggregate Amount in Row (9) Excludes Shares (See Instructions) [ ] 11. Percent of Class Represented by Amount in Row (9) 6.44% 12. Type of Reporting Person (See Instructions) IN, OO (Control Person) Page 3 of 10 - ------------------------------------------------------------------------------- CUSIP No. 798241105 1. Name of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). O'Toole, Terry Allen 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only_________________________________ 4. Citizenship or Place of Organization United States NUMBER OF 5. Sole Voting Power 3,000,000 SHARES BENEFICIALLY 6. Shared Voting Power 0 OWNED BY 7. Sole Dispositive Power 3,000,000 EACH REPORTING PERSON WITH: 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,000,000 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9) 6.44% 12. Type of Reporting Person (See Instructions) IN, OO (Control Person) Page 4 of 10 - ------------------------------------------------------------------------------- Item 1. (a) Name of Issuer San Juan Basin Royalty Trust (b) Address of Issuer's Principal Executive Offices c/o Bank One Texas N.A. Trust 1600 Bank One Tower 500 Throckmorton Fort Worth, Texas 76102-3899 Item 2. (a) Name of Person Filing (i) McMorgan & Company ("McMorgan") (ii) Thomas Allan Morton ("Morton") (iii) Terry Allen O'Toole ("O'Toole") (b) Address of Principal Business office or, if None, Residence (i) One Bush Street, Suite 800, San Francisco, CA 94104 (ii) One Bush Street, Suite 800, San Francisco, CA 94104 (iii) One Bush Street, Suite 800, San Francisco, CA 94104 (c) Citizenship (i) McMorgan: California (ii) Morton: United States (iii) O'Toole: United States (d) Title of Class Securities Units of beneficial interest (e) CUSIP Number 798241105 Page 5 of 10 - ------------------------------------------------------------------------------- Item 3. If this statement is filed pursuant to section 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act (15 U.S.C. 80a-8). (e) [ ] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(ii)(F). (g) [ ] A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) [x] Group in accordance with section 240.13d-1(b)(ii)(J). This statement is filed by McMorgan, an investment adviser registered under the Investment Advisers Act of 1940, and its control persons Morton and O'Toole. (See, also, Exhibit A.) Item 4. Ownership Units of Beneficial Interest: (a) Amount Beneficially Owned: 3,000,000 (b) Percent of Class: 6.44% (c) Number of shares as to which the joint filers have: (i) sole power to vote or to direct the vote: 3,000,000 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 3,000,000 (iv) shared power to dispose of or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class securities, check the following [ ]. Page 6 of 10 - ------------------------------------------------------------------------------- Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. N/A Item 8. Identification and Classification of Members of the Group. See Exhibit A. Item 9. Notice of Dissolution of Group. N/A Item 10. Certification: (a) The following certification shall be included if the statement is filed pursuant to section 240.13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE Date: July 9, 1999 McMorgan & Company /s/ Teresa Matzelle _________________________________________ Teresa Matzelle, Controller /s/ Thomas Allan Morton _________________________________________ Thomas Allan Morton, Control Person /s/ Terry Allen O'Toole _________________________________________ Terry Allen O'Toole, Control Person Page 7 of 10 - ------------------------------------------------------------------------------- EXHIBIT A Identification and Classification of Members of the Group Pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the members of the group making this joint filing are identified and classified as follows: Name Classification McMorgan & Company ("Adviser") Investment adviser registered under the Investment Advisers Act of 1940, as amended. Thomas Allan Morton A control person of the Adviser. Terry Allen O'Toole A control person of the Adviser. Page 8 of 10 - ------------------------------------------------------------------------------- EXHIBIT B Joint Filing Agreement Pursuant to Rule 13d-1 This agreement is made pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the "Act") by and among the parties listed below, each referred to herein as a "Joint Filer." The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13G or Schedule 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1. Dated: July 9, 1999 McMorgan & Company /s/ Teresa Matzelle _________________________________________ Teresa Matzelle, Controller /s/ Thomas Allan Morton _________________________________________ Thomas Allan Morton, Control Person /s/ Terry Allen O'Toole _________________________________________ Terry Allen O'Toole, Control Person Page 9 of 10 - ------------------------------------------------------------------------------- EXHIBIT C Disclaimer of Beneficial Ownership San Juan Basin Royalty Trust Units of Beneficial Interest 3,000,000 Units Thomas Allan Morton and Terry Allen O'Toole disclaim beneficial ownership as to all shares beneficially owned for Section 13(g) filing puposes by McMorgan & Company, as investment adviser. Page 10 of 10 /TEXT> -----END PRIVACY-ENHANCED MESSAGE-----