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) October 31, 2007
                                                         ----------------



                 Pope Resources, A Delaware Limited Partnership
             (Exact name of registrant as specified in its charter)



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



                19245 Tenth 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 October 31, 2007 the Partnership announced a quarterly distribution of 40 cents per unit, effective for unitholders of record on November 28, 2007 and payable on December 12, 2007. A copy of that press release is attached hereto as Exhibit 99.1. Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release of the registrant dated October 31, 2007 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: October 31, 2007 BY: /s/ Thomas M. Ringo ------------------------------------------- Thomas M. Ringo Vice President and Chief Financial Officer, Pope Resources, A Delaware Limited Partnership, and Pope MGP, Inc., General Partner

                                                                    Exhibit 99.1

                     Pope Resources Quarterly Distribution

     POULSBO, Wash.--(BUSINESS WIRE)--Oct. 31, 2007--Pope Resources
(NasdaqGSM:POPEZ) announced today a quarterly distribution of 40 cents per unit,
effective for unitholders of record on November 28, 2007, and payable on
December 12, 2007.

     About Pope Resources

     Pope Resources, a publicly traded limited partnership, and its subsidiaries
Olympic Resource Management and Olympic Property Group, own or manage over
430,000 acres of timberland and development property in Washington and Oregon.
In addition, we provide forestry consulting and timberland management services
to third-party owners and managers of timberland in Washington, Oregon, and
California. The company and its predecessor companies have owned and managed
timberlands and development properties for more than 150 years. Additional
information on the company can be found at www.orm.com. The contents of our
website are not incorporated into this release or into our filings with the
Securities and Exchange Commission.


     CONTACT: Pope Resources
              VP & CFO
              Tom Ringo, 360-697-6626
              Fax: 360-697-1156