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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)*
Torch Energy Royalty Trust
(Name of Issuer)
Units of Beneficial Interest
(Title of Class of Securities)
891013104
(CUSIP Number)
Frederick H. Fogel, Esq.
Silver Point Capital, L.P.
Two Greenwich Plaza, First Floor
Greenwich, CT 06830
(203) 542-4000
 
With a copy to:

  Timothy S. Taylor
Baker Botts L.L.P.
910 Louisiana Street
Houston, Texas 77002-4995
(713) 229-1234
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 14, 2007
 
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* 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 disclosures provided in a prior cover page.

The information required on 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).

 
 

 

                     
CUSIP No.
  
891013104 
   Page  
2 
   of   
10 

 

           
1   NAMES OF REPORTING PERSONS:
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  Trust Venture Company, LLC
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  WC
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   - 0 -
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   5,308,180
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   - 0 -
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    5,308,180
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  5,308,180
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  61.7%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  OO

2

 

                     
CUSIP No.
  
891013104 
   Page  
3 
   of   
10 

 

           
1   NAMES OF REPORTING PERSONS:
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  Trust Acquisition Company, LLC
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   - 0 -
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   5,308,180
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   - 0 -
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    5,308,180
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  5,308,180
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  61.7%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  OO, HC

3

 

                     
CUSIP No.
  
891013104 
   Page  
4 
   of   
10 

 

           
1   NAMES OF REPORTING PERSONS:
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  Silver Point Capital, L.P.
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   - 0 -
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   5,308,180
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   - 0 -
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    5,308,180
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  5,308,180
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  61.7%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  PN

4

 

                     
CUSIP No.
  
891013104 
   Page  
5 
   of   
10 

 

           
1   NAMES OF REPORTING PERSONS:
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  Edward A. Mulé
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  United States
       
  7   SOLE VOTING POWER:
     
NUMBER OF   - 0 -
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   5,308,180
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   - 0 -
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    5,308,180
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  5,308,180
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  61.7%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN

5

 

                     
CUSIP No.
  
891013104 
   Page  
6 
   of   
10 

 

           
1   NAMES OF REPORTING PERSONS:
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  Robert J. O’Shea
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  United States
       
  7   SOLE VOTING POWER:
     
NUMBER OF   - 0 -
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   5,308,180
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   - 0 -
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    5,308,180
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  5,308,180
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  61.7%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN

6

 

     This Amendment No. 8 (“Amendment”) amends Amendment No. 7 to the Statement on Schedule 13D (the “Statement”) filed on October 18, 2007 by Trust Venture Company, LLC, a Delaware limited liability company (“Trust Venture”), Trust Acquisition Company, LLC, a Delaware limited liability company (“Trust Acquisition”), Silver Point Capital, L.P., a Delaware limited partnership (“Silver Point”), Edward A. Mulé and Robert J. O’Shea (each, a “Reporting Person” and, collectively, the “Reporting Persons”) with respect to Units of Beneficial Interest (the “Units”) of Torch Energy Royalty Trust, a Delaware statutory trust (the “Trust”).
     All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to them in the Statement.
Item 4. Purpose of Transaction.
Item 4 is amended and restated in its entirety as follows:
     Each of the Reporting Persons acquired beneficial ownership of the Units for investment purposes. The Reporting Persons may seek to influence the management and policies of the Trust (including terminating the Trust) and may seek to cause the Trust to terminate existing contractual arrangements of the Trust. The acquisition of Units by the Reporting Persons may eventually result in one or more of the actions specified in clauses (a)-(j) of Item 4 of Schedule 13D, including an extraordinary corporate transaction, a change in the present management of the Trust, or a material change in the Trust’s business or corporate structure.
     On July 18, 2007, pursuant to Section 8.02 of that certain Trust Agreement (the “Trust Agreement”) by and among Torch Energy Advisors Incorporated (together with its successors and permitted assigns, “Torch Energy”), Torch Royalty Company, Velasco Gas Company Ltd. and Wilmington Trust Company (the “Trustee”), dated October 1, 1993, Trust Venture, as a Unit holder owning of record more than ten percent in number of the outstanding Units in the Trust, requested that the Trustee call and give notice of a meeting (the “Meeting”) of the holders of the Units (the “Unitholders”) for the purpose of voting on the termination of the Trust. On November 14, 2007, Trust Venture revoked its prior request that the Trustee call the Meeting. A copy of the letter to the Trustee from Trust Venture revoking the request for the Meeting is attached hereto as Exhibit 99.6.
     The Reporting Persons intend to review their investment in the Trust on a continuing basis. Depending on various factors including, without limitation, the Trust’s financial position and strategic direction, price levels of the Units, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Trust as they deem appropriate including, but not limited to, (i) requesting a meeting of the Unitholders for the purpose of voting on the termination of the Trust, amending the Trust Agreement, approving any amendment or waiver of any provision of, or consent or release with respect to, or agree to the termination of the Conveyances, the Administrative Services Agreement, the Oil and Gas Purchase Contract or the Gas Gathering Contract (as such terms are defined in the Trust Agreement) or approving some other action requiring the approval of Unitholders, (ii) maintaining their current level of investment in the Units, (iii) purchasing additional Units in the open market, in privately negotiated transactions or otherwise, (iv) selling some or all of their Units, (v) communicating with the Trust or other investors with respect to the Trust, (vi) taking any other action with respect to the Trust or the Units in any manner permitted by law or (vii) changing their intention with respect to any or all matters referred to in this Item 4.
Item 5. Interest in Securities of the Issuer .
The first two paragraphs of subsection (a) of Item 5 are amended and restated in their entirety as follows:
     (a) As of November 14, 2007, the Reporting Persons may be deemed to beneficially own an aggregate of 5,308,180 Units.
     Accordingly, the Reporting Persons may be deemed to beneficially own 61.7% of the outstanding Units of the Trust. The calculation of this percentage is based on 8,600,000 Units outstanding as of September 30, 2007, according to the most recent Quarterly Report on Form 10-Q of the Trust, filed on November 14, 2007.
Item 7. Material to be Filed as Exhibits.
          Item 7 is hereby amended and supplemented by Exhibit 99.2, as amended, and Exhibit 99.6, as so amended, is restated as follows:
  99.2   List of trading activity by the Reporting Persons with respect to Units in the past 60 days (filed herewith).
 
  99.3   Letter to Trustee from Trust Venture, dated July 18, 2007, requesting meeting of the Unitholders of the Trust for the purpose of voting on the termination of the Trust.*
 
  99.4   Power of Attorney of Edward A. Mulé, dated July 3, 2007.*
 
  99.5   Power of Attorney of Robert J. O’Shea, dated July 3, 2007.*
 
  99.6   Letter to Trustee from Trust Venture, dated November 14, 2007, revoking prior request to call a meeting of Unitholders (filed herewith).
 
*   Previously filed

7

 

SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
     Date: November 14, 2007
         
  TRUST VENTURE COMPANY, LLC
 		  
  By:   Trust Acquisition Company, LLC, sole manager    
     
  By:   Silver Point Capital, L.P., its manager    
     
  By:   Silver Point Capital Management, LLC,    
    its General Partner   
     
  By:   /s/ Frederick H. Fogel    
    Name:   Frederick H. Fogel   
    Title:   Authorized Signatory   
 
 
 
  TRUST ACQUISITION COMPANY, LLC
 		  
  By:   Silver Point Capital, L.P., its manager    
     
  By:   Silver Point Capital Management, LLC,    
    its General Partner   
     
  By:   /s/ Frederick H. Fogel    
    Name:   Frederick H. Fogel   
    Title:   Authorized Signatory   
 
 
 
  SILVER POINT CAPITAL, L.P.
 		  
  By:   Silver Point Capital Management, LLC,    
    its General Partner   
     
  By:   /s/ Frederick H. Fogel    
    Name:   Frederick H. Fogel   
    Title:   Authorized Signatory   
 
 
 
  EDWARD A. MULÉ
 		  
  By:   /s/ Frederick H. Fogel (by power of attorney)    
    Name:   Edward A. Mulé, individually   
       
 
 
  ROBERT J. O’SHEA
 		  
  By:   /s/ Frederick H. Fogel (by power of attorney)    
    Name:   Robert J. O’Shea, individually   
       
 

 

 

Exhibit Index
     
99.2
  List of trading activity by the Reporting Persons with respect to Units in the past 60 day (filed herewith).
 
    
99.3
  Letter to Trustee from Trust Venture, dated July 18, 2007, requesting meeting of the Unitholders of the Trust for the purpose of voting on the termination of the Trust.*
 
    
99.4
  Power of Attorney of Edward A. Mulé, dated July 3, 2007.*
 
    
99.5
  Power of Attorney of Robert J. O’Shea, dated as of July 3, 2007.*
 
    
99.6
  Letter to Trustee from Trust Venture, dated November 14, 2007, revoking prior request to call a meeting of Unitholders (filed herewith).
 
*   Previously filed