850033--3/16/2006--BP_PRUDHOE_BAY_ROYALTY

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Construction of a proposed gas pipeline from the North Slope of Alaska to the Midwestern United States could accelerate the decline in net royalty production from the Prudhoe Bay field, result in higher production tax deductions from royalty payments to the Trust, or both. Royalty payments by BP Alaska to the Trust are unpredictable, because they depend directly on world crude oil prices which have been volatile in recent years. Production from the Prudhoe Bay field could be interrupted by damage to the Trans-Alaska Pipeline System from natural disasters, accidents, or deliberate attacks. Production from the Prudhoe Bay Unit may be interrupted or discontinued by BP Alaska. There are potential conflicts of interest between BP Alaska and the Trust that could affect the royalties paid to Unit holders.

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850033--3/16/2006--BP_PRUDHOE_BAY_ROYALTY_TRUST