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) February 6, 2008


Pope Resources, A Delaware Limited Partnership
(Exact name of registrant as specified in its charter)


Delaware

91-1313292

(State or other jursidiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

19245 Tenth Avenue NE, Poulsbo, Washington   98370

(Address of principal executive offices)

(ZIP Code)


Registrant’s telephone number, including area code (360) 697-6626


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))

INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.02                 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On February 6, 2008 the registrant issued a press release relating to its earnings for the quarter and year ended December 31, 2007. A copy of that press release is furnished herewith as Exhibit 99.1.

Item 9.01                 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.

Description

 
99.1 Press release of the registrant dated February 6, 2008

SIGNATURES

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

POPE RESOURCES, A DELAWARE LIMITED

PARTNERSHIP

 
 

DATE:

February 6, 2008

BY:

/s/ Thomas M. Ringo

Thomas M. Ringo

Vice President and Chief Financial Officer, Pope

Resources, A Delaware Limited Partnership, and

Pope MGP, Inc., General Partner

Exhibit 99.1

Press Release of the Registrant dated February 6, 2008

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