SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* DAHL JAMES H (Last) (First) (Middle) 4314 PABLO OAKS COURT (Street) JACKSONVILLE FL 32224 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol POPE RESOURCES LTD PARTNERSHIP [ POPE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/05/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Limited Partnership Units	06/05/2013		P		35	A	$67.4	180,044	I	IRA Accounts(1)
Limited Partnership Units								147,652	D
Limited Partnership Units								6,471	I	By JHD Trust(2)
Limited Partnership Units								26,411	I	By KMD Trust(3)
Limited Partnership Units								102,842	I	By JHD Trust FBO KWD(4)
Limited Partnership Units								21,879	I	By JHD Trust FBO JAD(5)
Limited Partnership Units								29,250	I	By Dahl Family Foundation(6)
Limited Partnership Units								1,075	I	By Child(7)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* DAHL JAMES H (Last) (First) (Middle) 4314 PABLO OAKS COURT (Street) JACKSONVILLE FL 32224 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* DAHL WILLIAM L. (Last) (First) (Middle) 4314 PABLO OAKS COURT (Street) JACKSONVILLE FL 32224 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The units are held in three IRA accounts as follows: 27,795 units held by IRA FBO James H. Dahl (ROTH Conversion Account); 42,841 units held by IRA FBO James H. Dahl (ROTH II Account); and 109,408 units held by IRA FBO James H. Dahl.

2. Shares are owned by the James H. Dahl Irrevocable Trust, 2007, James Schmitt, Trustee.

3. Units are held by Kathleen M. Dahl Irrevocable Trust, the trustee of which is James H. Dahl.

4. Units are held by James H. Dahl Trust FBO Kathryn Whitten Dahl, the trustee of which is William L. Dahl.

5. Units are held by James H. Dahl Trust FBO James Andrew Dahl, the trustee of which is William L. Dahl.

6. Units are held by Dahl Family Foundation, the trustee of which is William L. Dahl. Neither James H. Dahl nor any member of his family have any pecuniary interest in the units held by the Dahl Family Foundation, Inc.

7. Shares are owned by an adult member of Mr. Dahl's household. Mr. Dahl disclaims beneficial ownership of these shares.

Remarks:

	/s/ Michael B. Kirwan, Attorney-in-Fact for James H. Dahl and William L. Dahl	06/06/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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