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) December 6, 2005
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Pope Resources, A Delaware Limited Partnership
(Exact name of registrant as specified in its charter)
Delaware 91-1313292
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
19245 Tenth Avenue NE, Poulsbo, Washington 98370
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(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code (360) 697-6626
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NOT APPLICABLE
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(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 (SEE General Instruction A.2. below):
[ ] 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-(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
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Item 5.02: Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Marco F. Vitulli, a director of the registrant's managing general partner, Pope
MGP, Inc., has retired effective December 6, 2005.
Pursuant to the registrant's Agreement of Limited Partnership, as amended, the
board of directors of Pope MGP, Inc., serves as the board of directors of the
registrant. Composition of the managing general partner's board of directors is
governed by a stockholder agreement which, among other things, permits those
stockholders to designate a replacement for Mr. Vitulli. Acting pursuant to that
agreement the stockholders of Pope MGP, Inc., have appointed John E. Conlin to
replace Mr. Vitulli. Mr. Conlin will be a member of the Audit Committee and the
Human Resources Committee of the board of directors.
Also on December 6, 2005 the registrant issued a press release announcing the
changes in the board composition of its managing general partner. A copy of that
press release is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
Exhibit No. Description
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99.1 Press release of the registrant dated December 6, 2005
SIGNATURES
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Pursuant to the requirements of Section 13 of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
POPE RESOURCES, A DELAWARE LIMITED
PARTNERSHIP
DATE: December 6, 2005 BY: /s/ Thomas M. Ringo
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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 December 6, 2005