SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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                             FORM 8-K CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

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                Date of Report (Date of earliest event reported)

                                December 2, 2001


                            DORCHESTER HUGOTON, LTD.
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             (Exact name of registrant as specified in its charter)


          Texas                  0-10697               75-1829064
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(State of Incorporation) (Commission File No) (IRS Employer Identification No.)



1919 S. Shiloh Road, Suite 600 - LB 48, Garland, TX               75042-8234
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     (Address of principal executive offices)                     (Zip Code)


                                 (972) 864-8610
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              (Registrant's telephone number, including area code)


                                       N/A
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          (Former name or former address, if changed since last report)



 





Item 5. Other Events.

     Dorchester  Hugoton,  Ltd.,  Republic Royalty Company and Spinnaker Royalty
Company,  L.P.  have entered  into an  agreement  amending the date set in their
letter of intent for  completion of the  definitive  agreement  from December 4,
2001 to  December  13,  2001.  A copy of the  amendment  is filed as Exhibit 2.1
hereto and incorporated by reference in response to this Item.

     THE FOREGOING DOES NOT CONSTITUTE AN OFFER TO BUY, OR THE  SOLICITATION  OF
AN OFFER TO BUY, ANY SECURITIES. THE SECURITIES TO BE OFFERED IN CONNECTION WITH
THE PROPOSED  TRANSACTION  WILL BE OFFERED ONLY  PURSUANT TO A  PROSPECTUS/PROXY
STATEMENT INCLUDED IN A REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT OF
1933, AS AMENDED.

     ALL DORCHESTER HUGOTON UNITHOLDERS ARE ADVISED TO READ, WHEN AVAILABLE, THE
PROSPECTUS/PROXY  STATEMENT  TO  BE  FILED  WITH  THE  SECURITIES  AND  EXCHANGE
COMMISSION AND THE RELATED SOLICITATION/RECOMMENDATIONS THAT WILL BE PROVIDED TO
EACH UNITHOLDER  REQUESTING SUCH UNITHOLDER'S VOTE, BECAUSE THESE DOCUMENTS WILL
CONTAIN  IMPORTANT  INFORMATION.  A COPY OF THE  PROSPECTUS/PROXY  STATEMENT AND
RELATED   SOLICITATION/RECOMMENDATIONS,   WHEN  FINALIZED,  WILL  BE  MAILED  TO
DORCHESTER HUGOTON  UNITHOLDERS AND WILL BE AVAILABLE FROM DORCHESTER HUGOTON ON
REQUEST. THE PROSPECTUS/PROXY STATEMENT AND RELATED SOLICITATION/RECOMMENDATIONS
WILL  ALSO  BE  AVAILABLE  ON  THE  INTERNET  AT  THE  SECURITIES  AND  EXCHANGE
COMMISSION'S WORLD WIDE WEB SITE AT HTTP://WWW.SEC.GOV.

     Dorchester Hugoton and its General Partners, and their respective directors
and/or officers, as applicable,  may be deemed under the Rules of the Securities
and Exchange Commission to be "participants in the solicitation" of proxies from
the security holders of Dorchester Hugoton in favor of the transaction. SECURITY
HOLDERS OF DORCHESTER HUGOTON MAY OBTAIN INFORMATION  REGARDING THE INTERESTS OF
THE "PARTICIPANTS IN THE SOLICITATION" BY READING THE PROSPECTUS/PROXY STATEMENT
RELATING TO THE TRANSACTION WHEN IT BECOMES AVAILABLE.

<page>

Item 7. Financial Statements and Exhibits.

     (c)  Exhibits

          2.1  Second Amendment to the Letter of Intent, dated December 2, 2001









                                   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.

                                       DORCHESTER HUGOTON, LTD.


Dated: December 4, 2001                By:    /s/ Kathleen A. Rawlings
                                       -----------------------------------------
                                       Kathleen A. Rawlings
                                       Controller (Principal Accounting Officer)



<page>
                                  EXHIBIT INDEX

Item Number     Description
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     2.1        Second Amendment to the Letter of Intent, dated Decmber 2, 2001