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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 12b-25


Commission File Number 1-10243


NOTIFICATION OF LATE FILING


(Check One):

[ ] Form 10-K  [ ] Form 11-K  Form 20-F  [X] Form 10-Q

[ ] Form N-SAR


For Period Ended: September 30, 2002


[ ] Transition Report on Form 10-K

[ ] Transition Report on Form 10-Q

[ ] Transition Report on Form 11-K

[ ] Transition Report on Form N-SAR

[ ] Transition Report on Form 20-F


For the Transition Period Ended:

------------------------


Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.


If the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:


PART I

REGISTRANT INFORMATION


Full name of registrant


BP Prudhoe Bay Royalty Trust


Former name if applicable


N/A


Address of principal executive office (Street and number)


c/o The Bank of New York, Trustee, 101 Barclay Street


City, state and zip code


New York, New York 10286




PART II

RULE 12b-25 (b) AND (c)


If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)


   

(a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;


(b) The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on

[X]

or before the 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and


(c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.



PART III

NARRATIVE


State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F, 10-Q, N-SAR or the transition report portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.)


The registrant has been unable to determine the appropriate disclosure and the appropriate form of certification required to comply with the requirements of Item 307 of Regulation S-K and Form 10-Q, as amended by Securities Exchange Act Release No. 46427 dated August 29, 2002.



PART IV

OTHER INFORMATION


(1) Name and telephone number of person to contact in regard to this notification:


Marie Trimboli

212           815-6908

(Name)

(Area Code)   (Telephone Number)


(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed?  If the answer is no, identify report(s).


[X] Yes [ ] No


(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?


[ ] Yes [X] No



#




If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.


BP PRUDHOE BAY ROYALTY TRUST

(Name of Registrant as Specified in Charter)


Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.


Date: November 14, 2002

THE BANK OF NEW YORK,

  As Trustee




By: /s/Marie E. Trimboli     

Marie E. Trimboli

Assistant Vice President


   

Instruction. The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form.




ATTENTION


Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).