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): October 14, 2004

TEXAS PACIFIC LAND TRUST
(Exact Name of Registrant as Specified in its Charter)

Not Applicable 1-737 75-0279735
(State or Other (Commission File Number) (I.R.S. Employee
Jurisdiction of Incorporation)   Identification Number)

1700 Pacific Avenue, Suite 1670, Dallas, Texas 75201
(Address of Principal Executive Offices, including Zip Code)

Registrant’s Telephone Number, including Area Code: 214-969-5530

Not Applicable
(Former Name or Former Address, 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:

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

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

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

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


Item 7.01.   Regulation FD Disclosure.

        In connection with the distribution of its previously-announced dividend, on October 14, 2004, Texas Pacific Land Trust sent a letter to its shareholders of record on October 8, 2004 that included, among other information, certain unaudited financial information for the nine months ended September 30, 2004. A copy of this letter is furnished herewith as Exhibit 99.1.

Item 9.01      Financial Statements and Exhibits.

(c) Exhibits

Exhibit
Number
      Description

99.1 Shareholder Letter, dated October 2004.

SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Trust has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.




Date:  October 14, 2004
TEXAS PACIFIC LAND TRUST


By:   /s/ Roy Thomas
      ——————————————
      Roy Thomas
      General Agent and Chief Executive Officer

EXHIBIT INDEX

Exhibit
Number
Description

99.1 Shareholder Letter, dated October 2004.