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 17, 2002
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 2. Acquisition or Disposition of Assets.
Attached as Exhibit 99.1 is a press release issued by Dorchester Hugoton,
Ltd. on December 18, 2002 with respect to the sale of its 128,000 shares of
Exxon Mobil common stock in the open market.
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 THE PROSPECTUS/PROXY
STATEMENT 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 WILL BE MAILED TO DORCHESTER HUGOTON UNITHOLDERS
AND WILL BE AVAILABLE FROM DORCHESTER HUGOTON ON REQUEST. THE PROSPECTUS/PROXY
STATEMENT AND RELATED SOLICITATION/RECOMMENDATIONS ARE 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.
<page>
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated December 18, 2002
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 18, 2002 By: /s/ Kathleen A. Rawlings
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Kathleen A. Rawlings
Controller (Principal Accounting Officer)
<page>
EXHIBIT INDEX
Item Number Description
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99.1 Press Release dated December 18, 2002
<page>
Exhibit 99.1
THE FOLLOWING DOUCMENT 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 THE PROSPECTUS/PROXY
STATEMENT 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 WILL BE MAILED TO DORCHESTER HUGOTON UNITHOLDERS
AND WILL BE AVAILABLE FROM DORCHESTER HUGOTON ON REQUEST. THE PROSPECTUS/PROXY
STATEMENT AND RELATED SOLICITATION/RECOMMENDATIONS ARE 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.
NEWS RELEASE Dorchester Hugoton, Ltd.
Release Date: December 18, 2002 Suite 600 - LB 48
1919 S. Shiloh Road
Contact: Preston A. Peak Garland, Texas 75042
(972) 864-8610
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DORCHESTER HUGOTON, LTD. ANNOUNCES SALE OF STOCK
DALLAS, TEXAS - December 18, 2002 -- Dorchester Hugoton, Ltd. announced
today the sale of its 128,000 shares of Exxon Mobil Corporation common stock for
$4,517,227 net of selling costs.
Dorchester Hugoton, Ltd. is a party to a previously announced proposed
combination of the business and properties of Dorchester Hugoton, Ltd., Republic
Royalty Company and Spinnaker Royalty Company, L.P. into Dorchester Minerals,
L.P.
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 THE PROSPECTUS/PROXY
STATEMENT 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 WILL BE MAILED TO DORCHESTER HUGOTON UNITHOLDERS
AND WILL BE AVAILABLE FROM DORCHESTER HUGOTON ON REQUEST. THE PROSPECTUS/PROXY
STATEMENT AND RELATED SOLICITATION/RECOMMENDATIONS ARE 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.
Dorchester Hugoton, Ltd. is a Dallas area based producer of natural gas and
its Depositary Receipts trade on the Nasdaq Stock Market under the symbol DHULZ.
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