Item 2.02 Results of Operation and Financial Condition.

On December 19, 2008, the Registrant issued a press release announcing Tel Offshore Trust's fourth quarter distribution to unitholders of record on December 31, 2008. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Pursuant to General Instruction B.2 of Form 8-K and Securities and Exchange Commission Release No. 33-8176, the press release attached as Exhibit 99.1 is not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, but is instead furnished for purposes of that instruction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 TEL Offshore Trust's Press Release dated December 19, 2008.

---