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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)
July 31, 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)
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Item 5. Other Events.
Dorchester Hugoton, Ltd., Republic Royalty Company and Spinnaker
Royalty Company, L.P. have entered into a letter of intent that contemplates a
combination of their businesses and/or properties, in a non-taxable transaction,
into a new publicly traded limited partnership. With limited exceptions, the
letter of intent is non-binding, and the transaction is subject to the
negotiation and execution of a definitive agreement.
The contemplated transaction is summarized in (i) Dorchester Hugoton,
Ltd.'s press release dated August 2, 2001, a copy of which is filed as Exhibit
99.1 hereto and incorporated by reference in response to this Item, and (ii) the
letter of intent executed by the parties on July 31, 2001, a copy of which 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.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits
2.1 Letter of Intent, dated July 31, 2001
99.1 Press Release, dated August 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: August 2, 2001 By: /s/ Kathleen A. Rawlings
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Kathleen A. Rawlings
Controller (Principal Accounting Officer)
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EXHIBIT INDEX
<Table>
<Caption>
EXHIBIT
NUMBER DESCRIPTION
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2.1 Letter of Intent, dated July 31, 2001
99.1 Press Release, dated August 2, 2001
</Table>
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