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) August 5, 2008 (July 31, 2008) 


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

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-2(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 1.01:     ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

Pope Resources, a Delaware Limited Partnership, announced on August 5, 2008 that it had entered into a new $40 million revolving line of credit with Northwest Farm Credit Services, PCA. The loan agreement carries a variable interest rate that adjusts based upon both market rates and certain financial performance standards. A copy of the press release announcing entry into this agreement is furnished herewith as Exhibit 99.1.

Item 9.01:     FINANCIAL STATEMENTS AND EXHIBITS

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.

Exhibit 99.1

Pope Resources Announces New Revolving Line of Credit

POULSBO, Wash.--(BUSINESS WIRE)--Pope Resources (NasdaqGSM:POPE) announced today that it has entered into a new $40 million revolving line of credit with Northwest Farm Credit Services, PCA that closed on July 31, 2008. This is an unsecured line of credit that expires in August 2011 with variable rates dependent on factors set forth by the loan agreement. At closing there were no amounts outstanding under the new agreement.

About Pope Resources

Pope Resources, a publicly traded limited partnership, and its subsidiaries Olympic Resource Management and Olympic Property Group, own or manage over 400,000 acres of timberland and development property in Washington and Oregon. In addition, we provide forestry consulting and timberland investment 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.poperesources.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