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): ~~July~~October 2529, 2012

LL&E ROYALTY TRUST

(Exact name of Registrant as specified in its charter)


Texas	1-8518	76-6007940
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

James E. Barlett, Trustee

5082 East Hampden Avenue, Suite 148

Denver, Colorado 80222

(Address of principal executive offices)

Registrant’s Telephone Number, including area code: (303) 789-5959

Not Applicable

(Former name, former address and former fiscal year,

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 48.01 ~~Changes~~ inOther ~~Registrant’s Certifying Accountant~~Events.

~~KPMG~~On ~~LLP~~October 10, ~~(“KPMG”)~~2012, ~~was~~James ~~previously~~E. ~~the~~Barlett, ~~principal~~as ~~accountants~~trustee ~~for~~(the “Trustee”) of LL&E Royalty Trust (the “Trust”), received a reserve report as of December 31, 2011 (the “Reserve Report”) prepared for the Trust by its independent petroleum engineers, Miller and Lents, Ltd. On ~~July~~(“Miller 19and Lents”), ~~2012~~relating solely to the Trust’s interests in the Jay Field, ~~that~~South ~~firm~~Pass ~~was~~89, ~~dismissed~~and asOffshore Louisiana. The Reserve Report, which is based on information furnished to Miller and Lents by the ~~principal~~working ~~accountants~~interest owners, indicates that, as of December 31, 2011, the estimated future net revenues attributable to the interests held by the Trust~~. James~~ E.in ~~Barlett~~the Jay Field, South Pass 89, and Offshore Louisiana are $38.6 million, and that the ~~trustee~~standardized ~~(“Trustee”)~~measure of discounted estimated future net cash flows, ~~approved~~discounted at 10% annually in accordance with SEC guidelines, is $25.7 million. The estimated future net revenues and the ~~dismissal~~standardized measure of discounted estimated future net cash flows have not been adjusted to account for production since December 31, 2011 or for changes in market prices after that date.

~~During~~In the ~~Trust’s~~Reserve ~~two~~Report, ~~most~~Miller ~~recent~~and ~~fiscal~~Lents ~~years~~estimated ~~and~~that, ~~through~~as ~~July~~of 19December 31, ~~2012~~2011, there were ~~no:~~approximately ~~(i)~~377 ~~disagreements~~thousand ~~with~~barrels ~~KPMG~~of onoil ~~any~~and ~~matter~~natural ofgas ~~accounting~~liquids ~~principles~~and or29 ~~practices,~~million ~~financial~~cubic ~~statement~~feet ~~disclosure,~~of ornatural ~~auditing~~gas ~~scope~~of orimputed ~~procedures,~~proved ~~which~~reserves ~~disagreements~~attributable ifto ~~not~~the ~~resolved~~Trust’s tointerests ~~their~~in ~~satisfaction~~the ~~would~~Jay ~~have~~Field, ~~caused~~South ~~them~~Pass to89, ~~make~~and ~~reference~~Offshore inLouisiana, ~~connection~~approximately ~~with~~98% ~~their~~of ~~opinion~~which towere ~~the~~proved ~~subject~~developed ~~matter~~producing ofand ~~the~~approximately ~~disagreement,~~2% orof ~~(ii)~~which ~~reportable~~were ~~events~~proved undeveloped.

~~Financial~~The ~~statements~~average ofprice ~~the~~assumptions ~~Trust~~used asin ofpreparing ~~and for~~ the ~~year~~estimates ~~ended~~were ~~December~~$108.18 ~~31,~~per ~~2011~~barrel orof ~~for~~oil, ~~any~~$67.99 ~~subsequent~~per ~~period~~barrel ~~thereafter~~of ~~have~~natural ~~not~~gas ~~been~~liquids, ~~filed~~and ~~with~~$4.12 ~~the~~per ~~Securities~~Mcf ~~and~~for ~~Exchange Commission~~gas.

The ~~audit~~Trust’s prior reserve report from Miller and Lents as of ~~KPMG~~September on30, ~~the~~2010 ~~financial~~(which ~~statements~~was ofincluded ~~LL&E~~as ~~Royalty~~Appendix A to the Trust’s asAnnual ofReport ~~and~~on Form 10-K for the year ended December 31, 2010, ~~did~~filed ~~not~~with ~~contain~~the ~~any~~SEC ~~adverse~~on ~~opinion~~August or19, ~~disclaimer~~2011) ofestimated ~~opinion~~that future net revenues attributable to the interests held by the Trust in the Jay Field, ~~nor~~South Pass 89, and Offshore Louisiana were ~~they~~$8.9 ~~qualified~~million, orand ~~modified~~that asthe todiscounted ~~uncertainty~~estimated future net cash flows, ~~audit~~discounted ~~scope~~at 10% annually, orwas ~~accounting~~$4.8 million. This ~~principles~~represents a 334% increase in the estimated future net revenues attributable to the interests held by the Trust, ~~except~~and asa ~~follows:~~435% increase in the discounted estimated future net cash flows.

~~KPMG’s~~In ~~report~~its onprior ~~the~~reserve ~~financial~~report ~~statements of the Trust~~ as of ~~and~~September ~~for the year ended December 31~~30, 2010, ~~during~~Miller ~~which~~and ~~time~~Lents ~~The~~reported ~~Bank~~that the ofescrow ~~New~~balances ~~York~~were ~~Mellon~~approximately ~~Trust~~$4.5 ~~Company~~million, N$9.A.4 ~~served as the trustee~~million, ~~contained~~and a$10.6 ~~separate~~million ~~paragraph~~for ~~stating that “As discussed in Note 1 to~~ the ~~financial~~Jay ~~statements~~Field, ~~net~~South ~~revenues~~Pass in89, ~~2007~~ and ~~2006~~Offshore ~~fell~~Louisiana ~~below~~respectively. In the ~~Termination~~current ~~Threshold~~Reserve ~~prescribed~~Report, bythese ~~the~~escrow ~~Trust~~balances ~~Agreement,~~were ~~resulting~~$19.6 inmillion, ~~the~~$12.1 ~~contractual~~million, ~~termination~~and of$8.1 ~~the~~million, ~~Trust~~respectively, ~~effective~~as ~~after~~of December 31, ~~2007~~2011. The InReserve ~~2008,~~Report ~~the~~also ~~Trustee~~stated ~~began~~that ~~procedures~~the toestimate ~~liquidate~~of the ~~Trust’s~~future ~~assets.~~dismantlement ~~Accordingly,~~costs ~~there~~net ~~exists~~of ~~substantial~~salvage ~~doubt~~value ~~about~~to the ~~Trust’s~~working ~~ability~~interest toin ~~continue~~Jay asField, aSouth ~~going~~Pass ~~concern.~~89, ~~The~~and ~~Trustee~~Offshore ~~expects~~Louisiana ~~that~~were it$16.1 ~~will~~million, be$11.3 ~~required~~million, toand ~~borrow~~$9.9 ~~money~~million, inrespectively. The ~~accordance~~Reserve ~~with~~Report ~~the~~also ~~Trust~~stated ~~Agreement~~that toExcess ~~fund~~Production ~~future~~Costs ~~Trust~~to ~~expenses.~~the ~~However,~~Working noInterest ~~assurance~~Owner's ~~can~~working beinterest ~~given~~to ~~that the Trustee will~~ be ~~able~~recovered tofrom ~~borrow~~future ~~money~~Net onProceeds ~~terms~~from ~~the~~Jay ~~Trustee~~Field, ~~considers~~South ~~reasonable~~Pass or89, atand ~~all.~~Offshore ~~The~~Louisiana ~~financial~~as ~~statements~~of doDecember ~~not~~31, ~~include~~2011, ~~any~~were ~~adjustments~~approximately ~~that~~$12.8 ~~might~~million, ~~result~~$1.9 ~~from~~million, ~~the~~and ~~outcome~~$3.6 ofmillion, ~~this uncertainty~~respectively.”

OnThere ~~July~~are 19many uncertainties inherent in estimating quantities and values of proved reserves and in projecting future rates of production and the timing of development expenditures. The reserve data set forth in the Reserve Report, ~~2012~~although prepared by independent engineers in a manner customary in the industry, are estimates only, and actual quantities and values of oil and gas are likely to differ from the estimated amounts set forth therein. In addition, the standardized measure of discounted estimated future net cash flows shown in the Reserve Report was prepared using guidelines established by the Securities and Exchange Commission for disclosure of reserves and should not be considered representative of the market value of such reserves. A market value determination would include many additional factors. The Trustee ~~approved~~is not able to, and does not, make any estimate or projection of the value of the Trust'’s ~~engagement~~assets or any amount that a purchaser may be willing to pay for any of ~~UHY~~the ~~LLP~~assets. (Any investment in LL&E Royalty Trust Units is subject to all of the risks described in the Trust’s periodic and current reports filed with the SEC, including the risks described under the caption “~~UHY~~Risk Factors”) asin ~~principal~~the ~~accountants~~Trust’s Annual Report on Form 10-K for the ~~Trust~~year ended December 31, 2010, filed with the SEC on August 19, 2011.

~~During~~A ~~the~~copy ~~two~~of ~~most~~the ~~recent~~Reserve ~~fiscal~~Report, ~~years~~dated ~~and through July 19~~October 10, 2012, ~~neither~~is ~~the~~filed ~~Trust~~herewith. ~~nor~~Investors ~~anyone~~are oncautioned ~~its behalf consulted UHY regarding (i) the application of accounting principles~~ to areview ~~specific completed or contemplated transaction, (ii)~~ the ~~type~~Reserve ofReport ~~audit opinion that might be rendered on the Trust's financial statements, or (iii) any matter that was the subject of a disagreement or event identified~~ in ~~response~~its ~~to Item 304(a)(1)(v) of Regulation S-K (there being none)~~entirety.

AThe ~~letter~~information ~~from~~furnished ~~KPMG~~pursuant isto ~~attached~~this ~~hereto~~Item as8.01 and in Exhibit 1699.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

Item 7.01 Regulation FD Disclosure.

On July 25, 2012, the Trust issued a press release concerning recent developments and action taken by the Trustee. A copy of the press release is attached hereto as Exhibit 99.1.

By filing this Current Report on Form 8-K and furnishing this information, the Trust makes no admission as to the materiality of the information included in the press release referenced above. The information included in Exhibit 99.1 attached hereto is “furnished” pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, unless the registrant specifically incorporates them by reference in a document filed under the Securities Act of 1933, as amended, or the Exchange Act. In addition, the Trust undertakes no duty or obligation to publicly update or revise the information included in this Item or Exhibit.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
16.1		Letter from KPMG, dated July 25, 2012
99.1		Reserve Report dated October 10, 2012 (solely furnished and not filed for purposes of Item 7.01).
99.1		Press Release of the Trust dated July 25, 2012 (solely furnished and not filed for purposes of Item 7.01).
99.2		Press Release of the Trust dated October 29, 2012.

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 hereunto duly authorized.

	LL&E Royalty Trust
Date: July 25, 2012	By:	/s/ James E. Barlett
Date: October 29, 2012	By:	/s/ James E. Barlett
		James E. Barlett
		James E. Barlett, Trustee
		Trustee

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