8-K

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) January 2, 2018

Pope Resources, A Delaware Limited Partnership

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 91-1313292 (I.R.S. Employer Identification No.)

19550 Seventh Avenue NE, Poulsbo, Washington       98370

(Address of principal executive offices)                (ZIP Code)

Registrant's telephone number, including area code (360) 697-6626

NOT APPLICABLE

(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

Item 8.01 OTHER EVENTS

On January 2, 2018, the registrant issued a press release announcing recent sales totaling $9.8 million primarily from two conservation-oriented transactions, together with the sale of a business park lot in its Harbor Hill project in Gig Harbor, Washington. A copy of that press release is attached hereto as Exhibit 99.1.

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

The information included in Exhibit 99.1 pursuant to Item 9.01 of this Current Report on Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Exhibit No.	Description
99.1	Press release of the registrant dated January 2, 2018

SIGNATURES

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: January 2, 2018	BY:	/s/ Daemon P. Repp
		Daemon P. Repp
		Director of Finance, Pope Resources, A Delaware Limited Partnership, and Pope MGP, Inc., General Partner

EX-99.1

Contact: Daemon Repp Director of Finance 360.697.6626 investors@orminc.com

NEWS RELEASE

FOR IMMEDIATE RELEASE                             NASDAQ:POPE

POULSBO, Wash.

January 2, 2018

POPE RESOURCES ANNOUNCES PROPERTY SALES TOTALING $9.8 MILLION

Pope Resources (Nasdaq:POPE) announced today recent sales totaling $9.8 million primarily from two conservation-oriented transactions, together with the sale of a business park lot in its Harbor Hill project in Gig Harbor, Washington.

The first of the two conservation transactions involved the sale of 1,504 acres to Kitsap County for $4.0 million. Like our 2016 sale to Kitsap County in the same area just south of our Port Gamble townsite, the Partnership will retain a timber deed under which it may harvest the currently standing timber for up to 25 years on all but 170 of the 1,504 acres. The terms of this sale will ensure continued recreational use of the property by the public with the Partnership realizing the full development value and continued timber revenues, along with creation of an amenity for the Partnership’s other real estate development projects in Port Gamble and Kingston. The second conservation transaction consisted of 216 acres of timberland in Jefferson County sold for $1.5 million to the Washington State Department of Natural Resources (DNR). This is the Partnership’s fourth land sale to the DNR’s Dabob Bay Natural Area Preserve, a series of transactions that date back to 2011.

On December 29, 2017, the City of Gig Harbor purchased an 11-acre business park lot from our Harbor Hill project for $3.5 million with plans to use the property for a park.

Less noteworthy, but worth mentioning nonetheless, the Partnership closed recently on three residential lot sales for a combined $745,000 from two different projects in Kitsap County.

“The sales we announced today, combined with residential sales at Harbor Hill previously announced in mid-December, total $22.3 million and we expect the related cash proceeds to be redeployed toward our co-investment commitment to Fund IV and the Partnership’s small tracts timberland acquisition program,” said Tom Ringo, President and CEO.

About Pope Resources

Pope Resources, a publicly traded limited partnership, and its subsidiaries Olympic Resource Management and Olympic Property Group, own or manage 208,000 acres of timberland and development

property in Washington, Oregon, and California. These acres include three private equity timber funds that we manage, co-invest in, and consolidate in our financial statements and from which we earn management fees. These funds provide an efficient means of investing our own capital in Pacific Northwest timberland and earning fee revenue from managing the funds for third-party investors. The Partnership and its predecessor companies have owned and managed timberlands and development properties for over 160 years. Additional information on the company can be found at www.poperesources.com. The content of our website is not incorporated into this release or into our filings with the Securities and Exchange Commission.