View Filing Data

$ 54,043

$ 57,274

$ 31,192

(30,831)

(31,149)

(15,152)

Environmental remediation

(12,500)

(977)

(875)

General & Administrative

(4,170)

(4,188)

(4,711)

(28,196)

(15,278)

(13,127)

Interest capitalized to development projects

(4,984)

10,847

2,913

Other income (expense)

Interest expense

(2,077)

(2,158)

(1,815)

591

432

569

Interest income

102

Net gain on student loan auction rate securities dispositions

Total other expense

(1,460)

(1,684)

(1,133)

Debt extinguishment costs

(1,250)

Income (loss) before income taxes

(6,444)

9,163

530

Income tax benefit (expense)

(352)

(236)

290

Net income (loss)

(6,796)

8,927

820

Net (income) loss attributable to noncontrolling interests-ORM Timber Funds

2,087

(173)

1,218

Net income (loss) attributable to unitholders

(4,709)

8,754

2,038

Other comprehensive income adjustments

Comprehensive income (loss) attributable to unitholders

(4,709)

8,754

2,038

Allocable to general partners

(65)

121

Allocable to limited partners

(4,644)

8,633

1,974

Comprehensive income (loss) attributable to unitholders

$ (4,709)

$ 8,754

$ 2,038

Earnings (loss) per unit attributable to unitholders:

Basic

$ (1.11)

$ 1.94

$ 0.43

Diluted

(1.11)

1.94

0.43

Distributions per unit

$ 1.70

$ 1.20

$ 0.70

Fee Timber

Revenue

$ 45,539

$ 52,729

$ 27,674

(27,596)

(29,568)

(14,052)

(6,090)

(6,262)

(3,919)

(6,090)

(6,262)

(3,919)

Timberland Management & Consulting

11,853

16,899

9,703

Revenue

(1,575)

(1,515)

(1,281)

(1,575)

(1,515)

(1,281)

(1,568)

(1,515)

(1,250)

Real Estate

Revenue

8,497

4,545

3,487

(3,235)

(1,581)

(1,100)

(3,861)

(2,336)

(2,341)

(16,361)

^[1]

(3,313)

^[2]

(3,216)

^[3]

General and Administrative Expense

(11,099)

(349)

(829)

Schedule To Consolidated Statements Of Cash Flows

$ (4,170)

$ (4,188)

$ (4,711)

[1]	Includes $12.5 MM of environmental remediation expense
[2]	Includes $977,000 of environmental remediation expense
[3]	Includes $875,000 of environmental remediation expense

Consolidated Statements of Partners' Capital - USD ($) $ in Thousands	Total	General Partners	Limited Partners	Noncontrolling Interests
Beginning balance at Dec. 31, 2009	$ 154,057	$ 1,089	$ 82,037	$ 70,931
Net income (loss)	820	64	1,974	(1,218)
Cash distributions	(4,062)	(42)	(3,199)	(821)
Proceeds from option exercises	622	19	603
Preferred stock issuance	125			125
Capital call	38,800			38,800
Equity-based compensation	712	22	690
Unit repurchases	(12,267)	(160)	(12,107)
Ending balance at Dec. 31, 2010	178,807	992	69,998	107,817
Net income (loss)	8,927	121	8,633	173
Cash distributions	(12,291)	(72)	(5,191)	(7,028)
Proceeds from option exercises	516	7	509
Capital call	437			437
Excess tax benefit from equity-based compensation	96	6	90
Equity-based compensation	900	12	888
Indirect repurchase of units for minimum tax withholding	(234)	(3)	(231)
Ending balance at Dec. 31, 2011	177,158	1,063	74,696	101,399
Net income (loss)	(6,796)	(65)	(4,644)	(2,087)
Cash distributions	(11,457)	(105)	(7,394)	(3,958)
Proceeds from option exercises	12		12
Stock sale	118			118
Capital call	42,946			42,946
Excess tax benefit from equity-based compensation	220	3	217
Equity-based compensation	740	10	730
Indirect repurchase of units for minimum tax withholding	(300)	(4)	(296)
Ending balance at Dec. 31, 2012	$ 202,641	$ 902	$ 63,321	$ 138,418

Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Cash flows from operating activities:
Cash received from customers	$ 56,517	$ 56,076	$ 31,289
Cash paid to suppliers and employees	(36,364)	(31,609)	(19,210)
Interest received	26	47	103
Interest paid, net of amounts capitalized	(1,490)	(1,924)	(903)
Debt extinguishment costs			(1,250)
Capitalized development activities	(2,152)	(893)	(1,075)
Income taxes received (paid)	(328)	(37)	(4)
Net cash provided by operating activities	16,209	21,660	8,950
Cash flows from investing activities:
Capital expenditures	(2,305)	(5,121)	(941)
Proceeds from sale of fixed assets	2,873
Redemption of investments			1,497
Timberland acquisitions	(45,155)	(159)	(58,206)
Net cash used in investing activities	(44,587)	(5,280)	(57,650)
Cash flows from financing activities:
(Repayment of) draw on line of credit, net	(4,957)	(4,643)	9,600
Repayment of long-term debt	(32)	(30)	(1,038)
Extinguishment of long-term debt			(18,554)
Proceeds from issuance of long-term debt	3,000		31,000
Debt issuance costs	(46)		(283)
Unit repurchases			(12,267)
Proceeds from option exercises	12	516	622
Payroll taxes paid upon restricted unit vesting	(300)	(235)
Excess tax benefit from equity-based compensation	220	96
Cash distributions to unitholders	(7,499)	(5,263)	(3,241)
Cash distributions- ORM Timber Funds, net of distributions to Partnership	(3,942)	(7,012)	(806)
Stock sale - ORM Timber Fund II, Inc.	118
Preferred stock issuance (distribution), net - ORM Timber Fund II, Inc.	(16)	(16)	110
Net cash provided by (used in) financing activities	29,504	(16,150)	43,943
Net increase (decrease) in cash and cash equivalents	1,126	230	(4,757)
Cash and cash equivalents:
Beginning of year	2,653	2,423	7,180
End of year	3,779	2,653	2,423
ORM Timber Fund II, Inc.
Cash flows from financing activities:
Capital call			$ 38,800
ORM Timber Fund III, Inc.
Cash flows from financing activities:
Capital call	$ 42,946	$ 437

Schedule To Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Reconciliation of net income (loss) to net cash provided by operating activities:
Net income (loss)	$ (6,796)	$ 8,927	$ 820
Depletion	10,019	11,908	5,169
Capitalized development activities	(2,152)	(893)	(1,075)
Equity-based compensation	740	900	712
Excess tax benefit from equity-based compensation	(220)	(96)
Depreciation and amortization	1,232	701	642
Gain on sale of property and equipment	(2,753)		(11)
Deferred taxes, net	97	90	(252)
Cost of land sold	1,492	112	67
Write-off of debt issuance costs			32
Increase (decrease) in cash from changes in operating accounts:
Accounts receivable	668	(1,353)	(282)
Contracts receivable	188	382	174
Prepaid expenses and other current assets	(84)	(10)	(71)
Accounts payable and accrued liabilities	410	921	2,157
Deferred revenue	1,618	(227)	205
Other current liabilities	15	37	(6)
Environmental remediation	11,739	271	664
Other, net	(4)	(10)	5
Net cash provided by operating activities	$ 16,209	$ 21,660	$ 8,950

Schedule To Consolidated Statements Of Cash Flows

12 Months Ended

Dec. 31, 2012

POPE RESOURCES, A DELAWARE LIMITED PARTNERSHIP

SCHEDULE TO CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2012, 2011, AND 2010

(IN THOUSANDS)

Reconciliation of net income (loss) to net cash	2012			2011			2010
provided by operating activities:
Net income (loss)	$	(6,796	)	$	8,927		$	820
Depletion		10,019			11,908			5,169
Capitalized development activities		(2,152	)		(893	)		(1,075	)
Equity-based compensation		740			900			712
Excess tax benefit from equity-based compensation		(220	)		(96	)		-
Depreciation and amortization		1,232			701			642
Gain on sale of property and equipment		(2,753	)		-			(11	)
Deferred taxes, net		97			90			(252	)
Cost of land sold		1,492			112			67
Write-off of debt issuance costs		-			-			32
Increase (decrease) in cash from changes in
operating accounts:
Accounts receivable		668			(1,353	)		(282	)
Contracts receivable		188			382			174
Prepaid expenses and other current assets		(84	)		(10	)		(71	)
Accounts payable and accrued liabilities		410			921			2,157
Deferred revenue		1,618			(227	)		205
Other current liabilities		15			37			(6	)
Environmental remediation		11,739			271			664
Other, net		(4	)		(10	)		5
Net cash provided by operating activities	$	16,209		$	21,660		$	8,950

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of operations

Pope Resources, A Delaware Limited Partnership (the “Partnership”) is a publicly traded limited partnership engaged primarily in managing timber resources on its own properties as well as those owned by others. Pope Resources’ active subsidiaries include the following: ORM, Inc., which is responsible for managing Pope Resources’ timber properties; Olympic Resource Management LLC (ORMLLC), which provides timberland management and consulting activities and is responsible for developing the timber fund business; Olympic Property Group I, LLC, which manages the Port Gamble townsite and millsite together with land that is held as development property; and OPG Properties LLC, which owns land that is held as development property. These consolidated financial statements also include ORM Timber Fund I, LP (Fund I), ORM Timber Fund II, Inc. (Fund II), and ORM Timber Fund III, Inc. (Fund III, and collectively with Fund I and Fund II, the Funds). With respect to Funds I and II, ORMLLC is the general partner and owns 1% while Pope Resources owns 19%. ORMLLC is the general partner and owns 1% of Fund III and the Partnership separately has a 4% co-investment in Fund III. The purpose of all three Funds is to invest in timberlands. See Note 2 for additional information.

The Partnership operates in three business segments: Fee Timber, Timberland Management & Consulting, and Real Estate. Fee Timber represents the growing and harvesting of trees from owned properties. Timberland Management & Consulting represents management, acquisition, disposition, and consulting services provided to third-party owners of timberland and provides management services to the Funds. Real Estate consists of obtaining and entitling properties that have been identified as having value as developed residential or commercial property and operating the Partnership’s existing commercial property in Kitsap County, Washington.

Principles of consolidation

The consolidated financial statements include the accounts of the Partnership, its subsidiaries, and the Funds. Intercompany balances and transactions, including operations related to the Funds, have been eliminated in consolidation.

General partner

The Partnership has two general partners: Pope MGP, Inc. and Pope EGP, Inc. In total, these two entities own 60,000 partnership units. The allocation of distributions, income and other capital related items between the general and limited partners is pro rata among all units outstanding. The managing general partner of the Partnership is Pope MGP, Inc.

Noncontrolling interests

Noncontrolling interests represents the portion of 2012, 2011, and 2010 net income and losses of the Funds attributable to third-party owners of the Funds. In the case of Funds I and II, noncontrolling interests represent 80%, while noncontrolling interests represent 95% of Fund III ownership. To arrive at net income (loss) attributable to Partnership unitholders, the portion of the income attributable to these third-party investors is subtracted from Partnership income (loss) or, in the case of a loss attributable to third-party investors, added back to Partnership income (loss). The Funds are consolidated into Pope Resources’ financial statements due to our control over the Funds (see Note 2).

Significant estimates and concentrations in financial statements

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates.

Depletion

Timber costs are combined into depletion pools based on the common characteristics of the timber such as location and species mix. Each tree farm within the Funds is considered a separate pool and timber harvested by the Funds is accounted for and depleted separate from the Partnership's timberlands due to third-party owners in the Funds. The applicable depletion rate is derived by dividing the aggregate cost of merchantable stands of timber (age 35 and older), together with capitalized road expenditures, by the estimated volume of merchantable timber available for harvest at the beginning of that year. The depletion rate, so derived and expressed in per MBF terms, is then multiplied by the volume harvested in a given period to calculate depletion expense for that period as follows:

Depletion rate = Accumulated cost of timber and capitalized road expenditures

Estimated volume of 35-years-and-older merchantable timber

Timberland is not subject to depletion.

Purchased timberland cost allocation.

When the Partnership acquires timberlands, a purchase price allocation is performed that allocates cost between the categories of merchantable timber, pre-merchantable timber, and land based upon the relative fair values pertaining to each of the categories. Land value may include uses other than timberland including potential CE sales and development opportunities.

Cost of sales

Cost of sales consists of the Partnership’s cost basis in timber, real estate, and other inventory sold, and direct costs incurred to make those assets saleable. Those direct costs include the expenditures associated with the harvesting and transporting of timber and closing costs incurred in land and lot sale transactions. Cost of sales also consists of those costs directly attributable to the Partnership’s rental activities.

Cash and cash equivalents

Cash and cash equivalents include highly liquid investments with original maturities of three months or less at date of purchase.

Concentration of credit risk

Financial instruments that potentially subject the Partnership to concentrations of credit risk consist principally of accounts and contracts receivable. The Partnership limits its credit exposure by considering the creditworthiness of potential customers and utilizing underlying land sold as collateral on contracts. The Partnership’s allowance for doubtful accounts on accounts receivable is $58,509 and $14,670 at December 31, 2012 and 2011, respectively.

Contracts receivable

In the past, the Partnership has occasionally sold small land parcels under contracts that require minimum cash down payments of 20% to 25% at interest rates between 7% and 8.75% per annum. As of December 31, 2012 we held 4 such contracts. While one contract has a repayment term of 15 years, loans are typically structured with repayments based on a 20-year amortization schedule culminating in a balloon payment within 5 to 7 years.

At December 31, 2012, minimum principal payments on contracts receivable for the next five years and thereafter are due as follows (in thousands):

2013	$	13
2014		160
2015		9
2016		10
2017		10
Thereafter		99
Total	$	301

Income taxes

The Partnership is not subject to income taxes, but its corporate subsidiaries are subject to income taxes which are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Operating loss and tax credit carryforwards, if any, are also factored into the calculation of deferred tax assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Partnership has concluded that it is more likely than not that its deferred tax assets will be realizable and thus no valuation allowance has been recorded as of December 31, 2012. This conclusion is based on anticipated future taxable income and tax planning strategies to generate taxable income, if needed. The Partnership is not aware of any tax exposure items as of December 31, 2012 and 2011.

Land held for sale and Land held for development

Land held for sale and land held for development are recorded at the lower of cost or fair value less the cost to sell. Costs of development, including interest, are capitalized for these projects and allocated to individual lots based upon their relative preconstruction value. This allocation of basis supports, in turn, the computation of those amounts reported as a current vs. long-term asset based on management’s expectation of when the sales will occur (Land Held for Sale and Land Held for Development, respectively). As lot sales occur, the allocation of these costs becomes part of cost of sales attributed to individual lot sales. Costs associated with land including acquisition, project design, architectural costs, road construction, capitalized interest and utility installation are accounted for as operating activities on our statement of cash flows.

Those properties that are for sale, under contract, and for which the Partnership has an expectation they will be sold within 12 months are classified on our balance sheet as a current asset under “Land Held for Sale”. The $1.2 million currently in Land Held for Sale reflects our expectation of a sale in 2013 of an 11-acre single-family parcel from the Harbor Hill project in Gig Harbor. Land Held for Sale as of December 31, 2011 represented 2012 sales of land underlying our corporate headquarters building in Poulsbo and a 12-acre multi-family parcel from the Harbor Hill project in Gig Harbor.

Land held for development on our balance sheet represents the Partnership’s cost basis in land that has been identified as having greater value as development property rather than as timberland. Land development costs, including interest, clearly associated with development or construction of fully entitled projects are capitalized, whereas costs associated with projects that are in the entitlement phase are expensed. Interest capitalization ceases once projects reach the point of substantial completion or construction activity has been intentionally delayed.

Timberland, timber and roads

Timberland, timber and roads are recorded at cost. The Partnership capitalizes the cost of building permanent roads on the tree farms and expenses temporary roads and road maintenance. Timberland is not subject to depletion.

Properties and equipment

Buildings and equipment depreciation is provided using the straight-line method over the estimated useful lives of the assets, which range from 3 to 39 years.

When facts and circumstances indicate the carrying value of properties may be impaired, an evaluation of recoverability is performed by comparing the currently recorded carrying value of the property to the projected future undiscounted cash flows of the same property. If it is determined that the carrying value of such assets may not be fully recoverable, we would recognize an impairment loss, adjusting for the difference between the carrying value and the estimated fair market value, and would recognize an expense in this amount against current operations.

Buildings and equipment are recorded at cost and consisted of the following as of December 31, 2012 and 2011 (in thousands):

Description	12/31/2012			12/31/2011
Buildings	$	8,512		$	8,507
Equipment		3,029			3,083
Furniture and fixtures		625			632
Total	$	12,166		$	12,222
Accumulated depreciation		(6,012	)		(6,203	)
Net buildings and equipment	$	6,154		$	6,019

Deferred revenue

Deferred revenue represents the unearned portion of cash collected. The deferred revenue balance of $2.1 million at December 31, 2012 primarily represents revenue that will recognized after we complete post-closing obligations related to the 12-acre sale of a multi-family parcel in our Gig Harbor project. Deferred revenue of $447,000 at December 31, 2011 mostly reflects the unearned portion of rental payments received on cell tower leases.

Revenue recognition

Revenue on timber sales is recorded when title and risk of loss passes to the buyer. Revenue on real estate sales is recorded on the date the sale closes, upon receipt of adequate down payment, and receipt of the buyer’s obligation to make sufficient continuing payments towards the purchase of the property and the Partnership has no continuing involvement with the real estate sold. When a real estate transaction is closed with obligations to complete infrastructure or other construction, revenue is recognized on a percentage of completion method by calculating a ratio of costs incurred to total costs expected. Revenue is deferred proportionately based on the remaining costs to satisfy the obligation. Management fees and consulting service revenues are recognized as the related services are provided.

Land and development rights or conservation easement (CE) sales

The Partnership considers the sale of land and development rights, or conservation easements (CE’s), to be part of its normal operations and therefore recognizes revenue from such sales and cost of sales for the Partnership’s basis in the property sold. Cash generated from these sales is included in cash flows from operations on the Partnership’s statements of cash flows.

In 2012, 2011, and 2010 the Partnership generated $1.2 million, $2.0 million, and $2.4 million, respectively, from conservation easement sales.

Equity-based compensation

The Partnership issues restricted units to certain employees, officers, and directors of the Partnership as part of their annual compensation. Restricted units are valued on the grant date at the market closing price of the partnership units on that date. The value of the restricted units is amortized to compensation expense during the vesting period which can range from two to four years. Grants to retirement-eligible individuals on the date of grant are expensed immediately.

On the date of grant, these restricted units are owned by the employee, officer, or director of the Partnership, subject to a trading restriction that is in effect during the vesting period. As of December 31, 2012, total compensation expense not yet recognized related to non-vested awards was $1.0 million with a weighted average 22 months remaining to vest.

Income (loss) per partnership unit

Basic net earnings (loss) per unit are calculated by dividing net income (loss) attributable to unitholders, adjusted for non-forfeitable distributions paid out to unvested restricted unitholders and Fund II preferred shareholders, by the weighted average units outstanding during the period. Diluted net earnings (loss) per unit are calculated by dividing net income (loss) attributable to unitholders, adjusted for non-forfeitable distributions paid out to unvested restricted unitholders and Fund II preferred shareholders, by the weighted average units outstanding during the year plus additional units that would have been outstanding assuming the exercise of in-the-money unit equivalents using the treasury stock method, unless the assumed exercise is antidilutive.

The table below displays how we arrived at basic and diluted income (loss) per unit:

	Year Ended December 31,
(in thousands)	2012			2011			2010
Net income (loss) attributable to Pope Resources’ unitholders	$	(4,709	)	$	8,754		$	2,038
Net income attributable to unvested restricted unitholders		(88	)		(341	)		(45	)
Dividends paid to Fund II preferred shareholders		(16	)		(16	)		(15	)
Net income (loss) attributable to outstanding unitholders	$	(4,813	)	$	8,397		$	1,978

Weighted average units outstanding:
Basic		4,351			4,323			4,554
Dilutive effect of unit equivalents		-			2			24
Diluted		4,351			4,325			4,578

Earnings (loss) per unit: Basic	$	(1.11	)	$	1.94		$	0.43
Earnings (loss) per unit: Diluted	$	(1.11	)	$	1.94		$	0.43

As of December 31, 2012 there were no outstanding unexercised options. At December 31, 2011, there were 5,500 options to purchase units at prices ranging from $10.75 to $17.40, none of which were excluded from the calculation of dilutive unit equivalents. This compares to December 31, 2010 when options to purchase 47,874 units at prices ranging from $9.30 to $37.73 were outstanding. Of those outstanding options in 2010, 1,464 units at prices ranging from $30.98 to $37.73 were not included in the calculation of dilutive unit equivalents as these were anti-dilutive.

Fund II Preferred Shares

Fund II issued 125 par $0.01 shares of its 12.5% Series A Cumulative Non-Voting Preferred Stock (Series A Preferred Stock) at $1,000 per share for total proceeds of $125,000 in March 2010. Each holder of the Series A Preferred Stock is entitled to a liquidation preference of $1,000 per share. Dividends on each share of Series A Preferred Stock will accrue on a daily basis at the rate of 12.5% per annum. Upon redemption, the Series A Preferred Shares will be settled in cash and are not convertible into any other class or series of shares or Partnership units. Redemption timing is controlled by Fund II. The maximum amount that the consolidated subsidiary could be required to pay to redeem the instruments upon settlement is $125,000 plus accrued but unpaid dividends. The Series A Preferred Stock is recorded within noncontrolling interests on the consolidated balance sheet and are considered participating securities for purposes of calculating earnings (loss) per unit.

Fair Value Hierarchy

We use a fair value hierarchy in accounting for certain nonfinancial assets and liabilities including long-lived assets (asset groups) measured at fair value for an impairment assessment.

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions.

The fair value hierarchy consists of the following three levels:

-Level 1-Inputs are quoted prices in active markets for identical assets or liabilities.

-Level 2-Inputs are: (a) quoted prices for similar assets or liabilities in an active market, (b) quoted prices for identical or similar assets or liabilities in markets that are not active, or (c) inputs other than quoted prices that are observable and market-corroborated inputs, which are derived principally from or corroborated by observable market data.

-Level 3-Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable.

Reclassifications

Management has reclassified certain prior year operating expenses in the Real Estate segment to conform to the current year presentation. In 2012, we changed the classification of certain Real Estate operating costs related to rental revenue to real estate cost of sales. As such, we have reclassified certain Real Estate operating expenses to cost of sales in the current and all prior periods, with the reclassification having no impact on total expenses for any of the respective periods. Other reclassifications related to intercompany activity were also made that did not change total expenses in any of the reported periods. The table that follows shows cost of sales and operating expenses originally reported in the Form 10-K for the years ended December 31, 2011 and 2010 and the effect of the reclassification on the consolidated statements of comprehensive income (loss):

(in thousands)	2011						2010
	Reclassified			Reported			Reclassified			Reported
Cost of sales
Fee Timber	$	(29,568	)	$	(30,042	)	$	(14,052	)	$	(14,184	)
Real Estate		(1,581	)		(522	)		(1,100	)		(162	)
Total cost of sales		(31,149	)		(30,564	)		(15,152	)		(14,346	)
Operating expenses
Fee Timber		(6,262	)		(5,788	)		(3,919	)		(3,787	)
Timberland Management & Consulting		(1,515	)		(1,515	)		(1,281	)		(1,281	)
Real Estate		(2,336	)		(3,395	)		(2,341	)		(3,259	)
Environmental remediation		(977	)		(977	)		(875	)		(875	)
General & Administrative		(4,188	)		(4,188	)		(4,711	)		(4,731	)
Total operating expenses		(15,278	)		(15,863	)		(13,127	)		(13,933	)
Total expenses	$	(46,427	)	$	(46,427	)	$	(28,279	)	$	(28,279	)

Orm Timber Fund I, Lp (Fund I), Orm Timber Fund II, Inc. (Fund II), and Orm Timber Fund III (Reit) Inc. (Fund III)

12 Months Ended

Dec. 31, 2012

Orm Timber Fund I, Lp (Fund I), Orm Timber Fund II, Inc. (Fund II), and Orm Timber Fund III (Reit) Inc. (Fund III)

2.	ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), AND ORM TIMBER FUND III (REIT) INC. (FUND III) (COLLECTIVELY, “THE FUNDS”)

The Funds were formed by Olympic Resource Management LLC (ORMLLC), a wholly owned subsidiary of Pope Resources, for the purpose of attracting capital to purchase timberlands. The objective of these Funds is to generate a return on investments through the acquisition, management, value enhancement and sale of timberland properties. Each Fund is organized to operate for a term of ten years from the end of the drawdown period, with Fund I terminating in August 2017, Fund II terminating in March 2021, and Fund III with an as-yet-undefined term because its drawdown period is still open. Fund III’s term of ten years will begin after the capital is fully invested. In July 2012 we completed our final close of Fund III with commitments totaling $180 million, including our co-investment commitment of $9 million. During the fourth quarter of 2012, Fund III acquired 19,000 acres of northern California timberland for a purchase price of $45.1 million which represented a deployment of 25% of the Fund III committed capital. The purchase price was allocated $7.5 million to land and $37.6 million to roads and timber.

Pope Resources and ORMLLC together own 20% of Fund I and Fund II and own 5% of Fund III. All Funds are consolidated into the Partnership’s financial statements. The Funds’ statements of operations for the year ended December 31, 2012 reflects an operating loss of $2.0 million, operating income of $942,000 for the year ended December 31, 2011 and an operating loss of $1.3 million for the year ended December 31, 2010. These operations include management fees paid to ORMLLC of $2.2 million, $2.4 million, and $1.5 million for 2012, 2011, and 2010, respectively, which are eliminated in consolidation.

The Partnership’s consolidated financial statements include Fund I, Fund II, and Fund III assets and liabilities at December 31, 2012 and 2011, which were as follows:

(in thousands)	2012		2011
Cash	$	1,262	$	2,404
Other current assets		691		546
Total current assets		1,953		2,950
Timber, timberland and roads (net of $20,664 and $13,729
of accumulated depletion in 2012 and 2011)		175,410		136,313
Other long-term assets		111		126
Total assets	$	177,474	$	139,389

Current liabilities excluding long-term debt	$	1,413	$	1,525
Current portion of long-term debt		34		32
Total current liabilities		1,447		1,557
Long-term debt		11,002		11,036
Funds' equity		165,025		126,796
Total liabilities and equity	$	177,474	$	139,389

The table above includes management fees payable to the Partnership of $490,000 and $444,000 as of December 31, 2012 and 2011, respectively. These amounts are eliminated in the Partnership’s Consolidated Balance Sheets.

Long-Term Debt

12 Months Ended

Dec. 31, 2012

Long-Term Debt

3. LONG-TERM DEBT

	At December 31,
(in thousands)	2012			2011
Pope Resources debt:
Mortgage payable to NWFCS, collateralized by Poulsbo headquarters:
Ten-year tranche, interest at 3.80% with monthly principal and interest
payments. Matures in January 2023.	$	3,000		$	-

Mortgages payable to NWFCS, collateralized by timberlands, as follows:
Five-year tranche, interest at 4.10% with monthly interest-only payments.
Matures in July 2015.		4,999			5,000

Seven-year tranche, interest at 4.85% with monthly interest-only payments.
Matures in July 2017.		5,000			5,000

Ten-year tranche, interest at 6.40%, collateralized by timberlands
with monthly interest-only payments. Matures September 2019.		9,800			9,800

Fifteen-year tranche, interest at 6.05% with monthly interest-only payments.
Matures in July 2025.		10,000			10,000
		32,799			29,800
Operating line of credit, variable interest rate based on LIBOR plus margin, with monthly interest-only payments. Matures August 2015.		-			4,957
Total Partnership debt		32,799			34,757

ORM Timber Funds debt:
Fund I note payable to the City of Tacoma, with interest at 4.5%, with monthly principal and interest payments maturing January 2014.		36			68

Fund II mortgage payable to MetLife, interest at 4.85%, collateralized by Fund II timberlands with quarterly interest payments maturing September 2020.		11,000			11,000
Total ORM Timber Funds debt		11,036			11,068
Consolidated subtotal		43,835			45,825
Less current portion		(125	)		(32	)
Consolidated long-term debt, less current portion	$	43,710		$	45,793

The Partnership’s debt agreements have covenants which are measured quarterly. Among the covenants measured, is a requirement that the Partnership not exceed a maximum debt-to-total-capitalization ratio of 30%, with total capitalization calculated using fair market (vs. carrying) value of timberland, roads and timber. The Partnership is in compliance with this covenant as of December 31, 2012 and expects to remain in compliance for at least the next twelve months.

Fund II’s debt agreement contains a requirement to maintain a loan-to-value ratio of less than 40%, with the denominator defined as appraised value. Fund II is in compliance with this covenant as of December 31, 2012 and expects to remain in compliance for at least the next 12 months.

At December 31, 2012, principal payments on long-term debt for the next five years and thereafter are due as follows (in thousands):

2013	$	125
2014		109
2015		5,109
2016		114
2017		5,118
Thereafter		33,260
Total	$	43,835

The Partnership’s revolving line of credit with NWFCS matures August 2015 and has a maximum borrowing limit of $20 million. This line of credit had nothing drawn as of December 31, 2012, down from $5.0 million as of December 31, 2011. The interest rate under this credit facility uses LIBOR as a benchmark. The spread above the benchmark rate is variable depending on the Partnership’s trailing twelve-month interest coverage ratio but ranges from 175 to 275 basis points. As of December 31, 2012 the rate (benchmark plus the spread) was 200 basis points. The debt arrangement between the Partnership and NWFCS includes an annual reimbursement of interest expense (patronage). The Partnership’s 2012 interest expense was reduced by $214,000, which reflects estimated patronage to be refunded in 2013 with the related receivable recorded within Accounts Receivable as of December 31, 2012.

Accrued interest relating to all debt instruments was $463,000 and $494,000 at December 31, 2012 and 2011, respectively, and is included in accrued liabilities.

Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2012

Fair Value of Financial Instruments

4. FAIR VALUE OF FINANCIAL INSTRUMENTS

The Partnership’s consolidated financial instruments include cash and cash equivalents and accounts receivable, for which the carrying amount of each represents fair value based on current market interest rates or their short-term nature. Carrying amounts of contracts receivable, although long-term, also approximate fair value given the current market interest rates. The fair value of the Partnership’s and Funds’ fixed-rate debt having a carrying value of $43.8 million and $45.8 million as of December 31, 2012 and 2011, respectively, has been estimated based on current interest rates for similar financial instruments, Level 2 inputs in the Fair Value Hierarchy, to be approximately $50.1 million and $40.9 million, respectively.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15B
-Subparagraph a, b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44A, 44B
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 159
-Paragraph 17-22, 27, 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15A
-Subparagraph a-d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15C, 15D
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 157
-Paragraph 32, 33, 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 3, 10, 14, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Income Taxes

12 Months Ended

Dec. 31, 2012

Income Taxes

5. INCOME TAXES

The Partnership is not subject to income taxes. Instead, partners are taxed on their share of the Partnership’s taxable income, whether or not cash distributions are paid. However, the Partnership’s corporate subsidiaries are subject to income taxes. The following tables provide information on the impact of income taxes in taxable subsidiaries. Consolidated Partnership income (loss) is reconciled to income (loss) before income taxes in corporate subsidiaries for the years ended December 31 as follows:

(in thousands)	2012			2011		2010
Income (loss) before income taxes	$	(6,444	)	$	9,163	$	530
Income (loss) in entities that pass-through pre-tax earnings to the partners		(6,578	)		8,427		1,408
Income (loss) subject to income taxes	$	134		$	736	$	(878	)

The provision for income taxes relating to corporate subsidiaries of the Partnership consists of the following income tax benefit (expense) for each of the years ended December 31:

(in thousands)	2012			2011			2010
Current	$	(255	)	$	(146	)	$	38
Deferred		(97	)		(90	)		252
Total	$	(352	)	$	(236	)	$	290

For the years ended December 31, 2012 and 2011, the Company also recorded excess tax benefits of $220,000 and $96,000, respectively.

A reconciliation between the federal statutory tax rate and the Partnership’s effective tax rate is as follows for each of the years ended December 31:

	2012			2011			2010
Statutory tax on income		34	%		34	%		34	%
Income (loss) in entities that pass-through pre-tax earnings to the partners		(39	%)		(31	%)		(89	%)
Effective income tax rate		(5	%)		3	%		(55	%)

The net deferred income tax assets include the following components as of December 31:

(in thousands)	2012			2011		2010
Current (included in prepaid expenses and other)	$	590		$	439	$	401
Non-current (included in other assets (other long-term liabilities))		(41	)		207		335
Total	$	549		$	646	$	736

The deferred tax assets are comprised of the following:

(in thousands)	2012		2011			2010
Compensation-related accruals	$	353	$	628		$	647
Net operating loss carryforward		167		-			-
Depreciation		4		54			38
Other		25		(36	)		51
Total	$	549	$	646		$	736

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 136, 172
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 43, 44, 45, 46, 47, 48, 49
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Unit Incentive Plan

12 Months Ended

Dec. 31, 2012

Unit Incentive Plan

6. UNIT INCENTIVE PLAN

The Partnership’s 2005 Unit Incentive Plan (the Plan) authorized the granting of nonqualified equity compensation to employees, officers, and directors of the Partnership. A total of 1,105,815 units have been reserved for issuance under the Plan of which there are 952,194 units authorized but unissued as of December 31, 2012.

One of the two components of a management incentive compensation program adopted in 2010 (2010 Incentive Compensation Program) is the Performance Restricted Unit (PRU) plan which includes both an equity and cash component. Compensation expense relating to the PRUs will vest 25% per year over a 4-year future service period. The first equity grants pursuant to this program were made in January 2011. The second component of the incentive compensation program is the Long-Term Incentive Plan (LTIP) which is paid in cash. The LTIP awards contain a feature whereby the award amount is based upon the Partnership’s total shareholder return (TSR) as compared to TSR’s of a benchmark peer group of companies, measured over a rolling three-year performance period. The component based on relative TSR requires the company’s projected cash payout for yet-to-be-completed performance cycles to be re-measured quarterly based upon the Partnership’s relative TSR ranking, using a Monte Carlo simulation model.

Total equity compensation expense for 2012 was $740,000, of which $458,000 of equity compensation expense was related to the PRU plan. The remaining expense was related to amortization of restricted units issued under the 2005 Plan, but not part of the 2010 Incentive Compensation Program. As of December 31, 2012, we accrued $2.0 million relating to the 2010 Incentive Compensation Program, with $275,000 of that total attributable to the cash component of the PRU and the balance of $1.7 million attributable to the LTIP that is paid in cash. This compares with December 31, 2011 when we had accrued $2.0 million for such liabilities, with $220,000 related to the cash component of the PRU and the balance of $1.8 million attributable to the LTIP that is paid in cash.

The 2010 Incentive Compensation Program does not affect the existence or availability of the 2005 Unit Incentive Plan or change its terms. The 2005 Unit Incentive Plan provides a one-way linkage to the 2010 Incentive Compensation Program because it (2005 Plan) has already established the formal framework by which unit grants, options, etc., can be issued. Upon either the exercise of options or vesting of restricted units, grantees have the choice of tendering back units to pay for their option exercise price and minimum tax withholdings.

Restricted Units

The Human Resources Committee makes awards of restricted units to certain employees, plus the officers and directors of the Partnership and its subsidiaries. The restricted unit grants vest over two to four years and are compensatory in nature. Restricted unit awards entitle the recipient to full distribution rights during the vesting period, and thus are considered participating securities, but are restricted from disposition and may be forfeited until the units vest. The fair value, which equals the market price at date of grant, is charged to income on a straight-line basis over the vesting period. Grants to retirement-eligible individuals on the date of grant are expensed immediately.

Restricted unit activity for the three years ended December 31, 2012 was as follows:

				Weighted Avg
				Grant Date
	Units			Fair Value ($)
Outstanding December 31, 2009		56,195			33.76
Grants		26,200			25.15
Vested, net of units tendered back		(16,334	)		38.29
Tendered back to pay tax withholding		(1,388	)		39.24
Outstanding December 31, 2010		64,673			29.01
Grants		26,500			38.64
Vested, net of units tendered back		(26,431	)		32.38
Tendered back to pay tax withholding		(6,242	)		31.91
Outstanding December 31, 2011		58,500			31.54
Grants		26,350			42.85
Vested, net of units tendered back		(26,676	)		30.15
Tendered back to pay tax withholding		(5,826	)		28.60
Outstanding December 31, 2012		52,348			38.09

Unit Options

Unit options have not been granted since December 2005. Unit options granted prior to January 1, 2006 were non-qualified options granted at an exercise price not less than 100% of the fair value on the grant date. Unit options granted to employees vested over four or five years. Directors had the option of receiving their annual retainer in the form of unit options and those options vested immediately as they were granted monthly for services rendered during the month. Options granted had a life of ten years. As shown below, there are no outstanding options, vested or unvested, at December 31, 2012.

				Weighted Avg
	Options			Exercise Price ($)
Outstanding and Vested December 31, 2009		163,053			15.86
Exercised		(75,692	)		14.96
Expired		(2,500	)		24.13
Tendered back to pay exercise price and tax withholding		(36,987	)		18.46
Outstanding and Vested December 31, 2010		47,874			14.85
Exercised		(39,982	)		13.81
Expired		-			-
Tendered back to pay exercise price and tax withholding		(2,392	)		12.26
Outstanding and Vested December 31, 2011		5,500			16.35
Exercised		(3,265	)		15.63
Tendered back to pay exercise price and tax withholding		(2,235	)		17.40
Outstanding and Vested December 31, 2012		-			-

At December 31, 2011, the aggregate spread between the option exercise price and unit market price (intrinsic value) of all options outstanding was $147,000. The weighted average remaining contractual term for all outstanding and exercisable options at December 31, 2011 was 1.9 years.

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 14

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 123R
-Paragraph 64, 65, A240
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 93-6
-Paragraph 53
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Partnership Unit Repurchase Plans

Partnership Unit Repurchase Plans

12 Months Ended

Dec. 31, 2012

7. PARTNERSHIP UNIT REPURCHASE PLANS

The Partnership adopted a unit repurchase plan in December 2008 pursuant to which authorization was granted to repurchase limited partner units with an aggregate value of up to $2.5 million. Since that time, we have increased the aggregate value of units authorized for repurchase to $5 million and extended the repurchase plan to allow for repurchases through December 2013. As of December 31, 2012, there remained an unutilized authorization for unit repurchases of $2.5 million.

Employee Benefits

12 Months Ended

Dec. 31, 2012

Employee Benefits

8. EMPLOYEE BENEFITS

As of December 31, 2012 all employees of the Partnership and its subsidiaries are eligible to receive benefits under a defined contribution plan. During the years 2010 through 2012 the Partnership matched 50% of employees’ contributions up to 8% of an individual’s compensation. The Partnership’s contributions to the plan amounted to $141,000, $128,000, and $123,000 for the years ended December 31, 2012, 2011, and 2010 respectively.

Commitments And Contingencies

12 Months Ended

Dec. 31, 2012

Commitments And Contingencies

9. COMMITMENTS AND CONTINGENCIES

Environmental remediation

The Partnership has an accrual for estimated environmental remediation costs of $13.9 million and $2.2 million as of December 31, 2012 and 2011, respectively. The environmental remediation liability represents estimated payments to be made to monitor and remedy certain areas in and around the townsite/millsite of Port Gamble, and at Port Ludlow, Washington.

In 2012 we accrued an additional $12.5 million for Port Gamble environmental liabilities to have an estimated accrual of $13.9 million as of December 31, 2012. This additional accrual is derived prior to the conclusion of negotiations with the Department of Ecology (DOE), but was the result of significant modifications to the draft Port Gamble Baywide and Millsite Remedial Investigation (RI) and Feasibility Study (FS) issued by the DOE in May 2012. From mid-August through the end of December and into 2013, we have been in regular dialogue with DOE on a Clean-up Action Plan (CAP), coincident with a consent decree that outlines clean-up actions, natural resource damage (NRD) remediation, and potential property sales of land around Gamble Bay by Pope Resources. A short list of unresolved issues remain, principally related to the treatment of existing docks in the southern embayment around the millsite and the degree to which the DNR, the other potentially liable party (PLP) in Port Gamble, is going to participate in funding the costs of clean-up and NRD remediation.

In developing its estimate of the Port Gamble environmental liability Management has employed a Monte Carlo statistical simulation model that suggests a potential aggregate range of clean up costs from $11.5 million to $16.1 million which corresponds to a two standard deviation ranges from the mean of possible outcomes. The liability recorded by the Company as of December 31, 2012 is based on the 50th percentile within the range, which management considers to be their best estimate of the most likely outcome.

The environmental remediation accrual also includes estimated costs related to a separate remediation effort within the resort community of Port Ludlow. Early in 2012, soil vapor extraction (SVE) pilot tests were conducted in Port Ludlow with this round of testing producing somewhat inconclusive results regarding the efficacy of SVE as a remediation technique. Over the balance of 2012, representatives of Port Ludlow Associates (PLA) and the Partnership have been in dialogue, along with our respective consultants, to discuss these results and next steps.

The environmental liability at December 31, 2012 is comprised of $750,000 that the Partnership expects to expend in the next 12 months and $13.2 million thereafter.

Performance bonds

In the ordinary course of business, and as part of the entitlement and development process, the Partnership is required to provide performance bonds to ensure completion of certain public facilities. The Partnership had performance bonds of $6.1 million and $291,000 outstanding at December 31, 2012 and 2011, respectively. The increase reflects a rise in development activity in 2012 in connection with pending and completed sales from our Harbor Hill project in Gig Harbor.

Supplemental Employee Retirement Plan

The Partnership has a supplemental employee retirement plan for a retired key employee. The plan provides for a retirement income of 70% of his base salary at retirement after taking into account both 401(k) and Social Security benefits with a fixed payment set at $25,013 annually. The Partnership accrued $19,000 and $11,000 in 2012 and 2011, respectively, for this benefit based on an approximation of the cost of purchasing a life annuity paying the aforementioned benefit amount. The recorded balance of the projected liability as of December 31, 2012 and 2011 was $191,000 and $197,000, respectively.

Contingencies

The Partnership may from time to time be a defendant in various lawsuits arising in the ordinary course of business. Management believes Partnership losses related to such lawsuits, if any, will not have a material adverse effect to the Partnership’s consolidated financial condition or results of operations or cash flows.

The entire disclosure for commitments and contingencies.

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Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2012
Related Party Transactions	10. RELATED PARTY TRANSACTIONS Pope MGP, Inc. is the managing general partner of the Partnership and receives an annual management fee of $150,000.

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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Segment and Major Customer Information

Segment and Major Customer Information

12 Months Ended

Dec. 31, 2012

11. SEGMENT AND MAJOR CUSTOMER INFORMATION

The Partnership’s operations are classified into three segments: Fee Timber, Timberland Management & Consulting, and Real Estate. The Fee Timber segment consists of the harvest and sale of timber from both the Partnership’s 113,000 acres of fee timberland in Washington and the Funds’ 80,000 acres in Washington, Oregon, and California.

The Timberland Management & Consulting segment provides investment management, disposition, and technical forestry services in connection with 24,000 acres for Fund I, 37,000 acres for Fund II, and 19,000 acres for Fund III.

The Real Estate segment’s operations consist of management of development properties and the rental of residential and commercial properties in Port Gamble and Poulsbo, Washington. Real Estate manages a portfolio of 2,900 acres of higher-and-better-use properties as of December 31, 2012. All of the Partnership’s real estate activities are in the state of Washington.

For the year ended December 31, 2012, the Partnership had one customer that represented 20% of consolidated revenue, or $10.6 million. For the year ended December 31, 2011, the Partnership had one customer that represented 28% of consolidated revenue, or $16.2 million. For the year ended December 31, 2010, the Partnership had one customer that represented 24% of consolidated revenue, or $7.6 million.

Identifiable assets are those used exclusively in the operations of each reportable segment or those allocated when used jointly. The Partnership does not allocate cash, accounts receivable, certain prepaid expenses, or the cost basis of the Partnership’s administrative office for purposes of evaluating segment performance by the chief operating decision maker. Intersegment transactions are valued at prices that approximate the price that would be charged to a third-party customer.

Details of the Partnership’s operations by business segment for the years ended December 31 were as follows:

										Timberland
(in thousands)	Fee Timber									Management &			Real
2012	Partnership			Funds			Combined			Consulting			Estate				Other			Consolidated
Revenue internal	$	29,353		$	16,681		$	46,034		$	2,218		$	8,574			$	-		$	56,826
Eliminations		(495	)		-			(495	)		(2,211	)		(77	)			-			(2,783	)
Revenue external		28,858		$	16,681			45,539			7			8,497				-			54,043

Cost of timber and land sold		(13,115	)		(14,481	)		(27,596	)		-			(3,235	)			-			(30,831	)
Operating, general and
administrative expenses internal		(4,183	)		(4,166	)		(8,349	)		(2,070	)		(16,361	)	*		(4,199	)		(30,979	)
Eliminations		48			2,211			2,259			495			-				29			2,783
Operating, general and
administrative expenses external		(4,135	)		(1,955	)		(6,090	)		(1,575	)		(16,361	)	*		(4,170	)		(28,196	)
Income (loss) from operations
internal		12,055			(1,966	)		10,089			148			(11,022	)			(4,199	)		(4,984	)
Eliminations		(447	)		2,211			1,764			(1,716	)		(77	)			29			-
Income (loss) from operations
external	$	11,608		$	245		$	11,853		$	(1,568	)	$	(11,099	)		$	(4,170	)	$	(4,984	)

2011
Revenue internal	$	31,429		$	21,749		$	53,178		$	2,390		$	4,593			$	-		$	60,161
Eliminations		(449	)		-			(449	)		(2,390	)		(48	)			-			(2,887	)
Revenue external		30,980			21,749			52,729			-			4,545				-			57,274
Cost of timber and land sold external		(13,042	)		(16,526	)		(29,568	)		-			(1,581	)			-			(31,149	)
Operating, general and
administrative expenses internal		(4,421	)		(4,282	)		(8,703	)		(1,961	)		(3,313	)	**		(4,188	)		(18,165	)
Eliminations		51			2,390			2,441			446			-				-			2,887
Operating, general and
administrative expenses external		(4,370	)		(1,892	)		(6,262	)		(1,515	)		(3,313	)	**		(4,188	)		(15,278	)
Income (loss) from operations
internal		13,966			941			14,907			429			(301	)			(4,188	)		10,847
Eliminations		(398	)		2,390			1,992			(1,944	)		(48	)			-			-
Income (loss) from operations
external	$	13,568		$	3,331		$	16,899		$	(1,515	)	$	(349	)		$	(4,188	)	$	10,847

2010
Revenue internal	$	22,474		$	5,370		$	27,844		$	1,519		$	3,535			$	-		$	32,898
Eliminations		(170	)		-			(170	)		(1,488	)		(48	)			-			(1,706	)
Revenue external		22,304			5,370			27,674			31			3,487				-			31,192
Cost of timber and land sold external		(9,553	)		(4,499	)		(14,052	)		-			(1,100	)			-			(15,152	)
Operating, general and
administrative expenses internal		(3,265	)		(2,177	)		(5,442	)		(1,464	)		(3,216	)	***		(4,711	)		(14,833	)
Eliminations		51			1,472			1,523			183			-				-			1,706
Operating, general and
administrative expenses external		(3,214	)		(705	)		(3,919	)		(1,281	)		(3,216	)	***		(4,711	)		(13,127	)
Income (loss) from operations
internal		9,656			(1,306	)		8,350			55			(781	)			(4,711	)		2,913
Eliminations		(119	)		1,472			1,353			(1,305	)		(48	)			-			-
Income (loss) from operations
external	$	9,537		$	166		$	9,703		$	(1,250	)	$	(829	)		$	(4,711	)	$	2,913

*Includes $12.5 MM of environmental remediation expense
**Includes $977,000 of environmental remediation expense
***Includes $875,000 of environmental remediation expense

(in thousands)	2012		2011		2010
Depreciation, Amortization and Depletion
Fee Timber-Partnership	$	3,348	$	3,460	$	2,883
Fee Timber-Funds		6,950		8,602		2,534
Fee Timber-Combined		10,298		12,062		5,417
Timberland Management & Consulting		4		8		3
Real Estate		854		405		240
G&A		95		134		151
Total	$	11,251	$	12,609	$	5,811
Assets
Fee Timber-Partnership	$	53,090	$	52,886	$	54,990
Fee Timber-Funds		177,474		139,389		146,803
Fee Timber-Combined		230,564		192,275		201,793
Timberland Management & Consulting		29		3		10
Real Estate		32,909		35,913		31,757
G&A		3,997		2,217		2,277
Total	$	267,499	$	230,408	$	235,837
Capital and Land Expenditures
Fee Timber-Partnership	$	927	$	998	$	524
Fee Timber-Funds		46,033		837		58,311
Fee Timber-Combined		46,960		1,835		58,835
Timberland Management & Consulting		3		3		2
Real Estate-development activities		2,478		4,104		1,075
Real Estate-other		35		168		185
G&A		136		63		125
Total	$	49,612	$	6,173	$	60,222
Revenue by product/service
Domestic forest products	$	33,577	$	27,227	$	18,384
Export forest products, indirect		11,962		25,502		9,290
Conservation easements and sales		1,235		2,435		2,400
Fees for service		7		-		31
Homes, lots, and undeveloped acreage		7,262		2,110		1,087
Total	$	54,043	$	57,274	$	31,192

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Quarterly Financial Information

Quarterly Financial Information

12 Months Ended

Dec. 31, 2012

12. QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

(in thousands except per unit amounts)	Revenue		Income (loss) from operations			Net income (loss) attributable to unitholders			Earnings (loss) per partnership unit: Basic			Earnings (loss) per partnership unit: Diluted
2012
First quarter	$	8,804	$	1,070		$	1,206		$	0.27		$	0.27
Second quarter		17,790		(9,150	)		(9,295	)		(2.14	)		(2.14	)
Third quarter		14,595		3,412			3,675			0.81			0.81
Fourth quarter		12,854		(316	)		(295	)		(0.07	)		(0.07	)

2011
First quarter	$	17,674	$	4,762		$	3,680		$	0.82		$	0.82
Second quarter		14,269		3,460			3,287			0.73			0.73
Third quarter		7,522		(766	)		(562	)		(0.14	)		(0.14	)
Fourth quarter		17,809		3,391			2,349			0.52			0.52

Quarterly fluctuations in data result from the addition and/or deferral of harvest volumes as well as the timing of real estate and CE sales, as disclosed in our quarterly filings. Management considered the disclosure requirements of Item 302(a)(3) and does not note any extraordinary, unusual, or infrequently occurring items except as disclosed.

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

Principles of Consolidation

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2012

Nature of Operations

Nature of operations

Principles of consolidation

General partner

Noncontrolling Interests

Noncontrolling interests

Significant Estimates and Concentrations in Financial Statements

Significant estimates and concentrations in financial statements

Depletion

Depletion rate = Accumulated cost of timber and capitalized road expenditures

Estimated volume of 35-years-and-older merchantable timber

Timberland is not subject to depletion.

Purchased Timberland Cost Allocation

Purchased timberland cost allocation.

Cost of Sales

Cost of sales

Cash and Cash Equivalents

Cash and cash equivalents

Cash and cash equivalents include highly liquid investments with original maturities of three months or less at date of purchase.

Concentration of Credit Risk

Concentration of credit risk

Contracts Receivable

Contracts receivable

At December 31, 2012, minimum principal payments on contracts receivable for the next five years and thereafter are due as follows (in thousands):

2013	$	13
2014		160
2015		9
2016		10
2017		10
Thereafter		99
Total	$	301

Income Taxes

Income taxes

Land Held for Sale and Land Held for Development

Land held for sale and Land held for development

Timberland, Timber and Roads

Timberland, timber and roads

Properties and Equipment

Properties and equipment

Buildings and equipment depreciation is provided using the straight-line method over the estimated useful lives of the assets, which range from 3 to 39 years.

Buildings and equipment are recorded at cost and consisted of the following as of December 31, 2012 and 2011 (in thousands):

Description	12/31/2012			12/31/2011
Buildings	$	8,512		$	8,507
Equipment		3,029			3,083
Furniture and fixtures		625			632
Total	$	12,166		$	12,222
Accumulated depreciation		(6,012	)		(6,203	)
Net buildings and equipment	$	6,154		$	6,019

Deferred Revenue

Deferred revenue

Revenue Recognition

Revenue recognition

Land and Development Rights or Conservation Easement (CE) Sales

Land and development rights or conservation easement (CE) sales

In 2012, 2011, and 2010 the Partnership generated $1.2 million, $2.0 million, and $2.4 million, respectively, from conservation easement sales.

Equity-Based Compensation

Equity-based compensation

Income (Loss) Per Partnership Unit

Income (loss) per partnership unit

The table below displays how we arrived at basic and diluted income (loss) per unit:

	Year Ended December 31,
(in thousands)	2012			2011			2010
Net income (loss) attributable to Pope Resources’ unitholders	$	(4,709	)	$	8,754		$	2,038
Net income attributable to unvested restricted unitholders		(88	)		(341	)		(45	)
Dividends paid to Fund II preferred shareholders		(16	)		(16	)		(15	)
Net income (loss) attributable to outstanding unitholders	$	(4,813	)	$	8,397		$	1,978

Weighted average units outstanding:
Basic		4,351			4,323			4,554
Dilutive effect of unit equivalents		-			2			24
Diluted		4,351			4,325			4,578

Earnings (loss) per unit: Basic	$	(1.11	)	$	1.94		$	0.43
Earnings (loss) per unit: Diluted	$	(1.11	)	$	1.94		$	0.43

Fund II Preferred Shares

Fair Value Hierarchy

We use a fair value hierarchy in accounting for certain nonfinancial assets and liabilities including long-lived assets (asset groups) measured at fair value for an impairment assessment.

The fair value hierarchy consists of the following three levels:

-Level 1-Inputs are quoted prices in active markets for identical assets or liabilities.

-Level 3-Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable.

Reclassifications

(in thousands)	2011						2010
	Reclassified			Reported			Reclassified			Reported
Cost of sales
Fee Timber	$	(29,568	)	$	(30,042	)	$	(14,052	)	$	(14,184	)
Real Estate		(1,581	)		(522	)		(1,100	)		(162	)
Total cost of sales		(31,149	)		(30,564	)		(15,152	)		(14,346	)
Operating expenses
Fee Timber		(6,262	)		(5,788	)		(3,919	)		(3,787	)
Timberland Management & Consulting		(1,515	)		(1,515	)		(1,281	)		(1,281	)
Real Estate		(2,336	)		(3,395	)		(2,341	)		(3,259	)
Environmental remediation		(977	)		(977	)		(875	)		(875	)
General & Administrative		(4,188	)		(4,188	)		(4,711	)		(4,731	)
Total operating expenses		(15,278	)		(15,863	)		(13,127	)		(13,933	)
Total expenses	$	(46,427	)	$	(46,427	)	$	(28,279	)	$	(28,279	)

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2012

Minimum Principal Payments On Contracts Receivable

At December 31, 2012, minimum principal payments on contracts receivable for the next five years and thereafter are due as follows (in thousands):

2013	$	13
2014		160
2015		9
2016		10
2017		10
Thereafter		99
Total	$	301

Buildings and Equipment

Buildings and equipment are recorded at cost and consisted of the following as of December 31, 2012 and 2011 (in thousands):

Description	12/31/2012			12/31/2011
Buildings	$	8,512		$	8,507
Equipment		3,029			3,083
Furniture and fixtures		625			632
Total	$	12,166		$	12,222
Accumulated depreciation		(6,012	)		(6,203	)
Net buildings and equipment	$	6,154		$	6,019

Basic and Diluted Income (Loss) Per Unit

The table below displays how we arrived at basic and diluted income (loss) per unit:

	Year Ended December 31,
(in thousands)	2012			2011			2010
Net income (loss) attributable to Pope Resources’ unitholders	$	(4,709	)	$	8,754		$	2,038
Net income attributable to unvested restricted unitholders		(88	)		(341	)		(45	)
Dividends paid to Fund II preferred shareholders		(16	)		(16	)		(15	)
Net income (loss) attributable to outstanding unitholders	$	(4,813	)	$	8,397		$	1,978

Weighted average units outstanding:
Basic		4,351			4,323			4,554
Dilutive effect of unit equivalents		-			2			24
Diluted		4,351			4,325			4,578

Earnings (loss) per unit: Basic	$	(1.11	)	$	1.94		$	0.43
Earnings (loss) per unit: Diluted	$	(1.11	)	$	1.94		$	0.43

Cost of Sales and Operating Expenses and Effect of Reclassification on Consolidates Statements of Comprehensive Income (loss)

The table that follows shows cost of sales and operating expenses originally reported in the Form 10-K for the years ended December 31, 2011 and 2010 and the effect of the reclassification on the consolidated statements of comprehensive income (loss):

(in thousands)	2011						2010
	Reclassified			Reported			Reclassified			Reported
Cost of sales
Fee Timber	$	(29,568	)	$	(30,042	)	$	(14,052	)	$	(14,184	)
Real Estate		(1,581	)		(522	)		(1,100	)		(162	)
Total cost of sales		(31,149	)		(30,564	)		(15,152	)		(14,346	)
Operating expenses
Fee Timber		(6,262	)		(5,788	)		(3,919	)		(3,787	)
Timberland Management & Consulting		(1,515	)		(1,515	)		(1,281	)		(1,281	)
Real Estate		(2,336	)		(3,395	)		(2,341	)		(3,259	)
Environmental remediation		(977	)		(977	)		(875	)		(875	)
General & Administrative		(4,188	)		(4,188	)		(4,711	)		(4,731	)
Total operating expenses		(15,278	)		(15,863	)		(13,127	)		(13,933	)
Total expenses	$	(46,427	)	$	(46,427	)	$	(28,279	)	$	(28,279	)

Tabular disclosure of prior period adjustments to previously issued financial statements including (1) the effect of the correction on each financial statement line item and any per-share amounts affected for each prior period presented (2) the cumulative effect of the change on retained earnings or other appropriate components of equity or net assets in the statement of financial position, as of the beginning of the earliest period presented, and (3) the effect of the prior period adjustments (both gross and net of applicable income tax) on the net income of each prior period presented in the entity's annual report for the year in which the adjustments are made.

Principal Payments On Long-term Debt

Orm Timber Fund I, Lp (Fund I), Orm Timber Fund II, Inc. (Fund II), and Orm Timber Fund III (Reit) Inc. (Fund III) (Tables)

12 Months Ended

Dec. 31, 2012

Assets and Liabilities

The Partnership’s consolidated financial statements include Fund I, Fund II, and Fund III assets and liabilities at December 31, 2012 and 2011, which were as follows:

(in thousands)	2012		2011
Cash	$	1,262	$	2,404
Other current assets		691		546
Total current assets		1,953		2,950
Timber, timberland and roads (net of $20,664 and $13,729
of accumulated depletion in 2012 and 2011)		175,410		136,313
Other long-term assets		111		126
Total assets	$	177,474	$	139,389

Current liabilities excluding long-term debt	$	1,413	$	1,525
Current portion of long-term debt		34		32
Total current liabilities		1,447		1,557
Long-term debt		11,002		11,036
Funds' equity		165,025		126,796
Total liabilities and equity	$	177,474	$	139,389

Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2012

Long-Term Debt

	At December 31,
(in thousands)	2012			2011
Pope Resources debt:
Mortgage payable to NWFCS, collateralized by Poulsbo headquarters:
Ten-year tranche, interest at 3.80% with monthly principal and interest
payments. Matures in January 2023.	$	3,000		$	-

Mortgages payable to NWFCS, collateralized by timberlands, as follows:
Five-year tranche, interest at 4.10% with monthly interest-only payments.
Matures in July 2015.		4,999			5,000

Seven-year tranche, interest at 4.85% with monthly interest-only payments.
Matures in July 2017.		5,000			5,000

Ten-year tranche, interest at 6.40%, collateralized by timberlands
with monthly interest-only payments. Matures September 2019.		9,800			9,800

Fifteen-year tranche, interest at 6.05% with monthly interest-only payments.
Matures in July 2025.		10,000			10,000
		32,799			29,800
Operating line of credit, variable interest rate based on LIBOR plus margin, with monthly interest-only payments. Matures August 2015.		-			4,957
Total Partnership debt		32,799			34,757

ORM Timber Funds debt:
Fund I note payable to the City of Tacoma, with interest at 4.5%, with monthly principal and interest payments maturing January 2014.		36			68

Fund II mortgage payable to MetLife, interest at 4.85%, collateralized by Fund II timberlands with quarterly interest payments maturing September 2020.		11,000			11,000
Total ORM Timber Funds debt		11,036			11,068
Consolidated subtotal		43,835			45,825
Less current portion		(125	)		(32	)
Consolidated long-term debt, less current portion	$	43,710		$	45,793

At December 31, 2012, principal payments on long-term debt for the next five years and thereafter are due as follows (in thousands):

2013	$	125
2014		109
2015		5,109
2016		114
2017		5,118
Thereafter		33,260
Total	$	43,835

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2012

Income Taxes

The following tables provide information on the impact of income taxes in taxable subsidiaries. Consolidated Partnership income (loss) is reconciled to income (loss) before income taxes in corporate subsidiaries for the years ended December 31 as follows:

(in thousands)	2012			2011		2010
Income (loss) before income taxes	$	(6,444	)	$	9,163	$	530
Income (loss) in entities that pass-through pre-tax earnings to the partners		(6,578	)		8,427		1,408
Income (loss) subject to income taxes	$	134		$	736	$	(878	)

Provision For Income Taxes Relating To Corporate Subsidiaries Of Partnership

The provision for income taxes relating to corporate subsidiaries of the Partnership consists of the following income tax benefit (expense) for each of the years ended December 31:

(in thousands)	2012			2011			2010
Current	$	(255	)	$	(146	)	$	38
Deferred		(97	)		(90	)		252
Total	$	(352	)	$	(236	)	$	290

Reconciliation Between Federal Statutory Tax Rate And Partnership's Effective Tax Rate

A reconciliation between the federal statutory tax rate and the Partnership’s effective tax rate is as follows for each of the years ended December 31:

	2012			2011			2010
Statutory tax on income		34	%		34	%		34	%
Income (loss) in entities that pass-through pre-tax earnings to the partners		(39	%)		(31	%)		(89	%)
Effective income tax rate		(5	%)		3	%		(55	%)

Net Deferred Income Tax Assets

The net deferred income tax assets include the following components as of December 31:

(in thousands)	2012			2011		2010
Current (included in prepaid expenses and other)	$	590		$	439	$	401
Non-current (included in other assets (other long-term liabilities))		(41	)		207		335
Total	$	549		$	646	$	736

Deferred Tax Assets

The deferred tax assets are comprised of the following:

(in thousands)	2012		2011			2010
Compensation-related accruals	$	353	$	628		$	647
Net operating loss carryforward		167		-			-
Depreciation		4		54			38
Other		25		(36	)		51
Total	$	549	$	646		$	736

Unit Incentive Plan (Tables)

12 Months Ended

Dec. 31, 2012

Restricted Unit Activity

Restricted unit activity for the three years ended December 31, 2012 was as follows:

				Weighted Avg
				Grant Date
	Units			Fair Value ($)
Outstanding December 31, 2009		56,195			33.76
Grants		26,200			25.15
Vested, net of units tendered back		(16,334	)		38.29
Tendered back to pay tax withholding		(1,388	)		39.24
Outstanding December 31, 2010		64,673			29.01
Grants		26,500			38.64
Vested, net of units tendered back		(26,431	)		32.38
Tendered back to pay tax withholding		(6,242	)		31.91
Outstanding December 31, 2011		58,500			31.54
Grants		26,350			42.85
Vested, net of units tendered back		(26,676	)		30.15
Tendered back to pay tax withholding		(5,826	)		28.60
Outstanding December 31, 2012		52,348			38.09

Stock Options

As shown below, there are no outstanding options, vested or unvested, at December 31, 2012.

				Weighted Avg
	Options			Exercise Price ($)
Outstanding and Vested December 31, 2009		163,053			15.86
Exercised		(75,692	)		14.96
Expired		(2,500	)		24.13
Tendered back to pay exercise price and tax withholding		(36,987	)		18.46
Outstanding and Vested December 31, 2010		47,874			14.85
Exercised		(39,982	)		13.81
Expired		-			-
Tendered back to pay exercise price and tax withholding		(2,392	)		12.26
Outstanding and Vested December 31, 2011		5,500			16.35
Exercised		(3,265	)		15.63
Tendered back to pay exercise price and tax withholding		(2,235	)		17.40
Outstanding and Vested December 31, 2012		-			-

Segment and Major Customer Information (Tables)

12 Months Ended

Dec. 31, 2012

Schedule of Partnership's Operations by Business Segment

Details of the Partnership’s operations by business segment for the years ended December 31 were as follows:

										Timberland
(in thousands)	Fee Timber									Management &			Real
2012	Partnership			Funds			Combined			Consulting			Estate				Other			Consolidated
Revenue internal	$	29,353		$	16,681		$	46,034		$	2,218		$	8,574			$	-		$	56,826
Eliminations		(495	)		-			(495	)		(2,211	)		(77	)			-			(2,783	)
Revenue external		28,858		$	16,681			45,539			7			8,497				-			54,043

Cost of timber and land sold		(13,115	)		(14,481	)		(27,596	)		-			(3,235	)			-			(30,831	)
Operating, general and
administrative expenses internal		(4,183	)		(4,166	)		(8,349	)		(2,070	)		(16,361	)	*		(4,199	)		(30,979	)
Eliminations		48			2,211			2,259			495			-				29			2,783
Operating, general and
administrative expenses external		(4,135	)		(1,955	)		(6,090	)		(1,575	)		(16,361	)	*		(4,170	)		(28,196	)
Income (loss) from operations
internal		12,055			(1,966	)		10,089			148			(11,022	)			(4,199	)		(4,984	)
Eliminations		(447	)		2,211			1,764			(1,716	)		(77	)			29			-
Income (loss) from operations
external	$	11,608		$	245		$	11,853		$	(1,568	)	$	(11,099	)		$	(4,170	)	$	(4,984	)

2011
Revenue internal	$	31,429		$	21,749		$	53,178		$	2,390		$	4,593			$	-		$	60,161
Eliminations		(449	)		-			(449	)		(2,390	)		(48	)			-			(2,887	)
Revenue external		30,980			21,749			52,729			-			4,545				-			57,274
Cost of timber and land sold external		(13,042	)		(16,526	)		(29,568	)		-			(1,581	)			-			(31,149	)
Operating, general and
administrative expenses internal		(4,421	)		(4,282	)		(8,703	)		(1,961	)		(3,313	)	**		(4,188	)		(18,165	)
Eliminations		51			2,390			2,441			446			-				-			2,887
Operating, general and
administrative expenses external		(4,370	)		(1,892	)		(6,262	)		(1,515	)		(3,313	)	**		(4,188	)		(15,278	)
Income (loss) from operations
internal		13,966			941			14,907			429			(301	)			(4,188	)		10,847
Eliminations		(398	)		2,390			1,992			(1,944	)		(48	)			-			-
Income (loss) from operations
external	$	13,568		$	3,331		$	16,899		$	(1,515	)	$	(349	)		$	(4,188	)	$	10,847

2010
Revenue internal	$	22,474		$	5,370		$	27,844		$	1,519		$	3,535			$	-		$	32,898
Eliminations		(170	)		-			(170	)		(1,488	)		(48	)			-			(1,706	)
Revenue external		22,304			5,370			27,674			31			3,487				-			31,192
Cost of timber and land sold external		(9,553	)		(4,499	)		(14,052	)		-			(1,100	)			-			(15,152	)
Operating, general and
administrative expenses internal		(3,265	)		(2,177	)		(5,442	)		(1,464	)		(3,216	)	***		(4,711	)		(14,833	)
Eliminations		51			1,472			1,523			183			-				-			1,706
Operating, general and
administrative expenses external		(3,214	)		(705	)		(3,919	)		(1,281	)		(3,216	)	***		(4,711	)		(13,127	)
Income (loss) from operations
internal		9,656			(1,306	)		8,350			55			(781	)			(4,711	)		2,913
Eliminations		(119	)		1,472			1,353			(1,305	)		(48	)			-			-
Income (loss) from operations
external	$	9,537		$	166		$	9,703		$	(1,250	)	$	(829	)		$	(4,711	)	$	2,913

*Includes $12.5 MM of environmental remediation expense
**Includes $977,000 of environmental remediation expense
***Includes $875,000 of environmental remediation expense

(in thousands)	2012		2011		2010
Depreciation, Amortization and Depletion
Fee Timber-Partnership	$	3,348	$	3,460	$	2,883
Fee Timber-Funds		6,950		8,602		2,534
Fee Timber-Combined		10,298		12,062		5,417
Timberland Management & Consulting		4		8		3
Real Estate		854		405		240
G&A		95		134		151
Total	$	11,251	$	12,609	$	5,811
Assets
Fee Timber-Partnership	$	53,090	$	52,886	$	54,990
Fee Timber-Funds		177,474		139,389		146,803
Fee Timber-Combined		230,564		192,275		201,793
Timberland Management & Consulting		29		3		10
Real Estate		32,909		35,913		31,757
G&A		3,997		2,217		2,277
Total	$	267,499	$	230,408	$	235,837
Capital and Land Expenditures
Fee Timber-Partnership	$	927	$	998	$	524
Fee Timber-Funds		46,033		837		58,311
Fee Timber-Combined		46,960		1,835		58,835
Timberland Management & Consulting		3		3		2
Real Estate-development activities		2,478		4,104		1,075
Real Estate-other		35		168		185
G&A		136		63		125
Total	$	49,612	$	6,173	$	60,222
Revenue by product/service
Domestic forest products	$	33,577	$	27,227	$	18,384
Export forest products, indirect		11,962		25,502		9,290
Conservation easements and sales		1,235		2,435		2,400
Fees for service		7		-		31
Homes, lots, and undeveloped acreage		7,262		2,110		1,087
Total	$	54,043	$	57,274	$	31,192

Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.

Quarterly Financial Information

Quarterly Financial Information (Tables)

12 Months Ended

Dec. 31, 2012

(in thousands except per unit amounts)	Revenue		Income (loss) from operations			Net income (loss) attributable to unitholders			Earnings (loss) per partnership unit: Basic			Earnings (loss) per partnership unit: Diluted
2012
First quarter	$	8,804	$	1,070		$	1,206		$	0.27		$	0.27
Second quarter		17,790		(9,150	)		(9,295	)		(2.14	)		(2.14	)
Third quarter		14,595		3,412			3,675			0.81			0.81
Fourth quarter		12,854		(316	)		(295	)		(0.07	)		(0.07	)

2011
First quarter	$	17,674	$	4,762		$	3,680		$	0.82		$	0.82
Second quarter		14,269		3,460			3,287			0.73			0.73
Third quarter		7,522		(766	)		(562	)		(0.14	)		(0.14	)
Fourth quarter		17,809		3,391			2,349			0.52			0.52

Summary Of Significant Accounting Policies - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2012 USD ($) a PartnershipUnit Segment Contract $ / shares shares	Dec. 31, 2011 USD ($) a $ / shares shares	Dec. 31, 2010 USD ($) $ / shares shares
Significant Accounting Policies [Line Items]
Number of business segments \| Segment	3
Allowance for doubtful accounts on accounts receivable	$ 58,509	$ 14,670
Interest rate, minimum	7.00%
Interest rate, maximum	8.75%
Number of contract \| Contract	4
Contract repayment term	15 years
Loan amortization period	20 years
Deferred Revenue	$ 2,100,000	$ 447,000
Weighted average remaining period to vest		1 year 10 months 24 days
Options outstanding at end of period \| shares	0	5,500	47,874
Options to purchase at prices, lower limit \| $ / shares		$ 10.75	$ 9.30
Options to purchase at prices, upper limit \| $ / shares		$ 17.40	$ 37.73
Option not included in dilutive unit equivalents \| shares			1,464
Funds I and II
Significant Accounting Policies [Line Items]
Percentage of interests owned by third parties in non controlling interests	80.00%	80.00%	80.00%
Fund III
Significant Accounting Policies [Line Items]
Percentage of interests owned by third parties in non controlling interests	95.00%	95.00%	95.00%
Land
Significant Accounting Policies [Line Items]
Asset held for sale	$ 1,200,000
Land \| Single Family
Significant Accounting Policies [Line Items]
Area Land for sale \| a	11
Land \| Multi Family
Significant Accounting Policies [Line Items]
Area Land for sale \| a		12
Conservation easements and sales
Significant Accounting Policies [Line Items]
Sale	$ 1,200,000	$ 2,000,000	$ 2,400,000
Timberland Management & Consulting
Significant Accounting Policies [Line Items]
Depletion Disclosure	Depletion rate Accumulated cost of timber and capitalized road expenditures/ Estimated volume of 35-years-and-older merchantable timber
Unvested Restricted Stock Awards
Significant Accounting Policies [Line Items]
Total Compensation expense related to non-vested awards not yet recognized	$ 1,000,000
Weighted average remaining period to vest	22 months
Minimum
Significant Accounting Policies [Line Items]
Contract, cash down payment	20.00%
Contract repayment term	5 years
Estimated useful life of properties and equipment	3 years
Options to purchase at prices \| $ / shares			$ 30.98
Maximum
Significant Accounting Policies [Line Items]
Cash and cash equivalents original maturities	3 months
Contract, cash down payment	25.00%
Contract repayment term	7 years
Estimated useful life of properties and equipment	39 years
Options to purchase at prices \| $ / shares			$ 37.73
Series A Preferred Stock \| Fund II
Significant Accounting Policies [Line Items]
Preferred stock issued \| shares	125
Preferred stock issued at par value \| $ / shares	$ 0.01
Series A preferred stock \| $ / shares	$ 1,000
Preferred stock rate of interest	12.50%
Series A preferred stock, proceeds	$ 125,000
Maximum amount required to pay on redemption upon settlement	$ 125,000
Restricted Units \| Minimum
Significant Accounting Policies [Line Items]
Vesting period of restricted stock unit award	2 years
Restricted Units \| Maximum
Significant Accounting Policies [Line Items]
Vesting period of restricted stock unit award	4 years
Pope MGP
Significant Accounting Policies [Line Items]
Number of partnership units own by two general partners \| shares	60,000
Number of general partner \| PartnershipUnit	2
Olympic Resource Management Llc \| Funds I and II
Significant Accounting Policies [Line Items]
Percentage of ownership interest in Funds	1.00%
Olympic Resource Management Llc \| Fund III
Significant Accounting Policies [Line Items]
Percentage of ownership interest in Funds	1.00%
Pope Resources Timber \| Funds I and II
Significant Accounting Policies [Line Items]
Percentage of ownership interest in Funds	19.00%
Partnership Interest \| Fund III
Significant Accounting Policies [Line Items]
Percentage of co-investment amount in committed capital of the partnership	4.00%

Future Minimum Principal Payments on Contracts Receivable (Detail) $ in Thousands	Dec. 31, 2012 USD ($)
Contracts Receivable [Line Items]
2013	$ 13
2014	160
2015	9
2016	10
2017	10
Thereafter	99
Total	$ 301

Property Plant And Equipment (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Property, Plant and Equipment [Line Items]
Property plant and equipment gross	$ 12,166	$ 12,222
Accumulated depreciation	(6,012)	(6,203)
Net buildings and equipment	6,154	6,019
Building
Property, Plant and Equipment [Line Items]
Property plant and equipment gross	8,512	8,507
Equipment
Property, Plant and Equipment [Line Items]
Property plant and equipment gross	3,029	3,083
Furniture and Fixtures
Property, Plant and Equipment [Line Items]
Property plant and equipment gross	$ 625	$ 632

The cumulative amount of depreciation, depletion and amortization (related to property, plant and equipment, but not including land) that has been recognized in the income statement.

Basic and Diluted Income (Loss) per Unit (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Earnings Per Share Disclosure [Line Items]
Net income (loss) attributable to Pope Resources' unitholders	$ (295)	$ 3,675	$ (9,295)	$ 1,206	$ 2,349	$ (562)	$ 3,287	$ 3,680	$ (4,709)	$ 8,754	$ 2,038
Net income attributable to unvested restricted unitholders									(88)	(341)	(45)
Dividends paid to Fund II preferred shareholders									(16)	(16)	(15)
Net income (loss) attributable to outstanding unitholders									$ (4,813)	$ 8,397	$ 1,978
Weighted average units outstanding:
Basic									4,351	4,323	4,554
Dilutive effect of unit equivalents										2	24
Diluted									4,351	4,325	4,578
Earnings (loss) per unit: Basic	$ (0.07)	$ 0.81	$ (2.14)	$ 0.27	$ 0.52	$ (0.14)	$ 0.73	$ 0.82	$ (1.11)	$ 1.94	$ 0.43
Earnings (loss) per unit: Diluted	$ (0.07)	$ 0.81	$ (2.14)	$ 0.27	$ 0.52	$ (0.14)	$ 0.73	$ 0.82	$ (1.11)	$ 1.94	$ 0.43

Effect of Reclassification on Consolidated Statements of Comprehensive Income (Loss) (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2010

$ (30,831)

$ (31,149)

$ (15,152)

Environmental remediation

(12,500)

(977)

(875)

General & Administrative

(4,170)

(4,188)

(4,711)

(28,196)

(15,278)

(13,127)

Total expenses

(46,427)

(28,279)

Fee Timber

(27,596)

(29,568)

(14,052)

(6,090)

(6,262)

(3,919)

(6,090)

(6,262)

(3,919)

Real Estate

(3,235)

(1,581)

(1,100)

(3,861)

(2,336)

(2,341)

Timberland Management & Consulting

(16,361)

^[1]

(3,313)

^[2]

(3,216)

^[3]

(1,575)

(1,515)

(1,281)

$ (1,575)

(1,515)

(1,281)

Reported

(30,564)

(14,346)

Environmental remediation

(977)

(875)

General & Administrative

(4,188)

(4,731)

(15,863)

(13,933)

Total expenses

(46,427)

(28,279)

Reported | Fee Timber

(30,042)

(14,184)

(5,788)

(3,787)

Reported | Real Estate

(522)

(162)

Reported | Timberland Management & Consulting

(3,395)

(3,259)

$ (1,515)

$ (1,281)

[1]	Includes $12.5 MM of environmental remediation expense
[2]	Includes $977,000 of environmental remediation expense
[3]	Includes $875,000 of environmental remediation expense

Balance Sheet Of Partnership Co-Investments - Additional Information (Detail)	3 Months Ended								12 Months Ended
	Dec. 31, 2012 USD ($) a	Sep. 30, 2012 USD ($)	Jun. 30, 2012 USD ($)	Mar. 31, 2012 USD ($)	Dec. 31, 2011 USD ($)	Sep. 30, 2011 USD ($)	Jun. 30, 2011 USD ($)	Mar. 31, 2011 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)	Jul. 31, 2012 USD ($)
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Commitment obligation
Payment to acquire timberland									45,155,000	159,000	$ 58,206,000
Funds' income (losses) from operation	(316,000)	$ 3,412,000	$ (9,150,000)	$ 1,070,000	3,391,000	$ (766,000)	$ 3,460,000	$ 4,762,000	(4,984,000)	10,847,000	2,913,000
Management fees payable	$ 490,000				$ 444,000				$ 490,000	444,000
Fund I
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Operating term for Fund									10 years
Termination agreement date	2017-08								2017-08
Pope Resources and ORMLLC combined ownership percentage									20.00%
Fund II
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Operating term for Fund									10 years
Termination agreement date	2021-03								2021-03
Pope Resources and ORMLLC combined ownership percentage									20.00%
Fund III
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Operating term for Fund									10 years
Commitment obligation												$ 180,000,000
Co-investment commitment												$ 9,000,000
Pope Resources and ORMLLC combined ownership percentage									5.00%
Fund III \| Northern California
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Area of timberland acquired \| a	19,000
Payment to acquire timberland	$ 45,100,000
Deployment of committed capital, percent	25.00%
Fund III \| Northern California \| Land
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Payment to acquire timberland	$ 7,500,000
Fund III \| Northern California \| Roads and Timber
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Payment to acquire timberland	$ 37,600,000
ORM Timber Funds
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Funds' income (losses) from operation									$ (2,000,000)	942,000	(1,300,000)
Management fees paid to ORMLLC									$ 2,200,000	$ 2,400,000	$ 1,500,000

Partnership's Consolidated Financial Statement include Fund I, Fund II, Fund III Assets & Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Condensed Financial Statements, Captions [Line Items]
Total current assets	$ 7,254	$ 6,717
Timber, timberland and roads (net of $20,664 and $13,729 of accumulated depletion in 2012 and 2011)	259,681	222,798
Other long-term assets	276	484
Total assets	267,499	230,408	$ 235,837
Current liabilities excluding long-term debt	993	468
Current portion of long-term debt	125	32
Total current liabilities	7,722	5,296
Long-term debt	43,710	45,793
Total liabilities and equity	267,499	230,408
ORM Timber Funds
Condensed Financial Statements, Captions [Line Items]
Cash	1,262	2,404
Other current assets	691	546
Total current assets	1,953	2,950
Timber, timberland and roads (net of $20,664 and $13,729 of accumulated depletion in 2012 and 2011)	175,410	136,313
Other long-term assets	111	126
Total assets	177,474	139,389
Current liabilities excluding long-term debt	1,413	1,525
Current portion of long-term debt	34	32
Total current liabilities	1,447	1,557
Long-term debt	11,002	11,036
Funds' equity	165,025	126,796
Total liabilities and equity	$ 177,474	$ 139,389

Partnership's Consolidated Financial Statement include Fund I, Fund II, Fund III Assets & Liabilities (Parenthetical) (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Condensed Financial Statements, Captions [Line Items]
Timber, Timberland and roads, accumulated depletion	$ 82,094	$ 71,955
ORM Timber Funds
Condensed Financial Statements, Captions [Line Items]
Timber, Timberland and roads, accumulated depletion	$ 20,664	$ 13,729

Long Term Debt (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
Long-term debt	$ 43,835	$ 45,825
Less current portion	(125)	(32)
Consolidated long-term debt, less current portion	43,710	45,793
Pope Resources Poulsbo Headquarters \| Mortgages payable to NWFCS \| Ten-year tranche, interest at 3.80% with monthly principal and interest payments. Matures in January 2023.
Debt Instrument [Line Items]
Long-term debt	3,000
Pope Resources Timber
Debt Instrument [Line Items]
Long-term debt	32,799	34,757
Pope Resources Timber \| Mortgages payable to NWFCS
Debt Instrument [Line Items]
Long-term debt	32,799	29,800
Pope Resources Timber \| Mortgages payable to NWFCS \| Five-year tranche, interest at 4.10% with monthly interest-only payments. Matures in July 2015.
Debt Instrument [Line Items]
Long-term debt	4,999	5,000
Pope Resources Timber \| Mortgages payable to NWFCS \| Seven-year tranche, interest at 4.85% with monthly interest-only payments. Matures in July 2017.
Debt Instrument [Line Items]
Long-term debt	5,000	5,000
Pope Resources Timber \| Mortgages payable to NWFCS \| Ten-year tranche, interest at 6.40%, collateralized by timberlands with monthly interest-only payments. Matures September 2019.
Debt Instrument [Line Items]
Long-term debt	9,800	9,800
Pope Resources Timber \| Mortgages payable to NWFCS \| Fifteen-year tranche, interest at 6.05% with monthly interest-only payments. Matures in July 2025
Debt Instrument [Line Items]
Long-term debt	10,000	10,000
Pope Resources Timber \| Line of credit \| Operating line of credit, variable interest rate based on LIBOR plus margin, with monthly interest-only payments. Matures August 2015.
Debt Instrument [Line Items]
Long-term debt		4,957
ORM Timber Funds
Debt Instrument [Line Items]
Long-term debt	11,036	11,068
Less current portion	(34)	(32)
Consolidated long-term debt, less current portion	11,002	11,036
ORM Timber Funds \| Fund I note payable to the City of Tacoma, with interest at 4.5%, with monthly principal and interest payments maturing January 2014.
Debt Instrument [Line Items]
Long-term debt, including current portion	36	68
ORM Timber Funds \| Fund II mortgage payable to MetLife, interest at 4.85%, collateralized by Fund II timberlands with quarterly interest payments maturing September 2020.
Debt Instrument [Line Items]
Long-term debt	$ 11,000	$ 11,000

Long Term Debt (Parenthetical) (Detail)	12 Months Ended
Long Term Debt (Parenthetical) (Detail)	Dec. 31, 2012	Dec. 31, 2011
Pope Resources Poulsbo Headquarters \| Mortgages payable to NWFCS \| Ten-year tranche, interest at 3.80% with monthly principal and interest payments. Matures in January 2023.
Debt Instrument [Line Items]
Long-term debt term	10 years	10 years
Long-term debt interest rate	3.80%	3.80%
Debt Maturity Date	2023-01	2023-01
Pope Resources Timber \| Mortgages payable to NWFCS \| Five-year tranche, interest at 4.10% with monthly interest-only payments. Matures in July 2015.
Debt Instrument [Line Items]
Long-term debt term	5 years	5 years
Long-term debt interest rate	4.10%	4.10%
Debt Maturity Date	2015-07	2015-07
Pope Resources Timber \| Mortgages payable to NWFCS \| Seven-year tranche, interest at 4.85% with monthly interest-only payments. Matures in July 2017.
Debt Instrument [Line Items]
Long-term debt term	7 years	7 years
Long-term debt interest rate	4.85%	4.85%
Debt Maturity Date	2017-07	2017-07
Pope Resources Timber \| Mortgages payable to NWFCS \| Ten-year tranche, interest at 6.40%, collateralized by timberlands with monthly interest-only payments. Matures September 2019.
Debt Instrument [Line Items]
Long-term debt term	10 years	10 years
Long-term debt interest rate	6.40%	6.40%
Debt Maturity Date	2019-09	2019-09
Pope Resources Timber \| Mortgages payable to NWFCS \| Fifteen-year tranche, interest at 6.05% with monthly interest-only payments. Matures in July 2025
Debt Instrument [Line Items]
Long-term debt term	15 years	15 years
Long-term debt interest rate	6.05%	6.05%
Debt Maturity Date	2025-07	2025-07
Pope Resources Timber \| Line of credit \| Operating line of credit, variable interest rate based on LIBOR plus margin, with monthly interest-only payments. Matures August 2015.
Debt Instrument [Line Items]
Operating line of credit, Variable interest rate	LIBOR plus margin	LIBOR plus margin
Debt Maturity Date	2015-08	2015-08
ORM Timber Funds \| Fund I note payable to the City of Tacoma, with interest at 4.5%, with monthly principal and interest payments maturing January 2014.
Debt Instrument [Line Items]
Long-term debt interest rate	4.50%	4.50%
Debt Maturity Date	2014-01	2014-01
ORM Timber Funds \| Fund II mortgage payable to MetLife, interest at 4.85%, collateralized by Fund II timberlands with quarterly interest payments maturing September 2020.
Debt Instrument [Line Items]
Long-term debt interest rate	4.85%	4.85%
Debt Maturity Date	2020-09	2020-09

Long Term Debt - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
Capitalization Rate	30.00%
Accrued Interest on Debt Instruments	$ 463,000	$ 494,000
Fund II \| Maximum
Debt Instrument [Line Items]
Loan to Value Ratio	40.00%
Line of credit
Debt Instrument [Line Items]
Line Of Credit maximum Borrowing Limit	$ 20,000,000
Line Of Credit Maturity Term	2015-08	2015-08
Line of Credit Down	$ 0	$ 5,000,000
Spread above the benchmark rate	2.00%
Decrease in interest Expense	$ 214,000
Line of credit \| Maximum
Debt Instrument [Line Items]
Spread above the benchmark rate	2.75%
Line of credit \| Minimum
Debt Instrument [Line Items]
Spread above the benchmark rate	1.75%

Principal Payments on Long-Term Debt (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
2013	$ 125
2014	109
2015	5,109
2016	114
2017	5,118
Thereafter	33,260
Total	$ 43,835	$ 45,825

Fair Value Of Financial Instruments (Detail) - Fair Value, Inputs, Level 2 - Fixed-Rate Debt - USD ($) $ in Millions	Dec. 31, 2012	Dec. 31, 2011
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt outstanding carrying value	$ 43.8	$ 45.8
Debt outstanding fair value	$ 50.1	$ 40.9

Consolidated Partnership Income (loss) Before Income Taxes (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Income Tax [Line Items]
Income (loss) before income taxes	$ (6,444)	$ 9,163	$ 530
Income (loss) in entities that pass-through pre-tax earnings to the partners	(6,578)	8,427	1,408
Income (loss) subject to income taxes	$ 134	$ 736	$ (878)

Income Tax Benefit (Expense) Relating to Corporate Subsidiaries (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Income Tax Contingency [Line Items]
Current	$ (255)	$ (146)	$ 38
Deferred	(97)	(90)	252
Total	$ (352)	$ (236)	$ 290

The component of income tax expense for the period representing amounts of income taxes paid or payable (or refundable) for the period for all income tax obligations as determined by applying the provisions of relevant enacted tax laws to relevant amounts of taxable Income or Loss from continuing operations.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 9
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32639-109319

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Current Tax Expense (or Benefit)
-URI http://asc.fasb.org/extlink&oid=6509736

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.7)
-URI http://asc.fasb.org/extlink&oid=6889476&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 45
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 6
-Section I
-Subsection 7

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 289
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

The component of income tax expense for the period representing the increase (decrease) in the entity's deferred tax assets and liabilities pertaining to continuing operations.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Deferred Tax Expense (or Benefit)
-URI http://asc.fasb.org/extlink&oid=6510177

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 9
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32639-109319

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.7)
-URI http://asc.fasb.org/extlink&oid=6889476&loc=d3e330036-122817

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 289
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 45
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 6
-Section I
-Subsection 7

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Income taxes - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Income Tax [Line Items]
Excess tax benefit	$ 220	$ 96

Effective Income Tax Rate Reconciliation Between Federal Statutory Tax Rate and Partnership's Effective Tax Rate (Detail)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Reconciliation of Statutory Federal Tax Rate [Line Items]
Statutory tax on income	34.00%	34.00%	34.00%
Income (loss) in entities that pass-through pre-tax earnings to the partners	(39.00%)	(31.00%)	(89.00%)
Effective income tax rate	(5.00%)	3.00%	(55.00%)

Components of Net Deferred Income Tax Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Schedule of Deferred Income Tax Assets and Liabilities [Line Items]
Current (included in prepaid expenses and other)	$ 590	$ 439	$ 401
Non-current (included in other assets (other long-term liabilities)	(41)	207	335
Total	$ 549	$ 646	$ 736

Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards expected to be realized or consumed within one year or operating cycle, if longer.

Amount after allocation of valuation allowances of noncurrent deferred tax asset attributable to deductible temporary differences and carryforwards. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer).

Deferred Tax Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Schedule of Deferred Income Tax Assets and Liabilities [Line Items]
Compensation-related accruals	$ 353	$ 628	$ 647
Net operating loss carryforward	167
Depreciation	4	54	38
Other	25	(36)	51
Total	$ 549	$ 646	$ 736

Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from compensation and benefits costs.

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Unit Incentive Plan - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2005
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity Compensation Expense	$ 740,000
Accrued liabilities relating to incentive compensation program	$ 2,000,000	$ 2,000,000
Intrinsic value Options Outstanding		$ 147,000
Contractual Term For outstanding and exercisable options		1 year 10 months 24 days
Restricted Stock \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense vesting period	2 years
Restricted Stock \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense vesting period	4 years
PRU plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense vested per year	25.00%
Compensation expense vesting period	4 years
Performance Period	3 years
Equity Compensation Expense	$ 458,000
Portion of accrued liabilities paid in cash	275,000	$ 220,000
LTIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Portion of accrued liabilities paid in cash	$ 1,700,000	$ 1,800,000
Nonqualified Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Life of option granted			10 years
Nonqualified Stock Options \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense vesting period			4 years
Nonqualified Stock Options \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense vesting period			5 years
Percent of fair value			100.00%
2005 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock reserved for issuance	1,105,815
Shares authorized but unissued	952,194

Restricted Unit Activity (Detail) - Restricted Stock and Restricted Stock Units - $ / shares	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Number of Shares
Outstanding Beginning Balance	58,500	64,673	56,195
Grants	26,350	26,500	26,200
Vested, net of units tendered back	(26,676)	(26,431)	(16,334)
Tendered back to pay tax withholding	(5,826)	(6,242)	(1,388)
Outstanding Ending Balance	52,348	58,500	64,673
Weighted Average Grant Date Fair Value
Outstanding Beginning Balance	$ 31.54	$ 29.01	$ 33.76
Grants	42.85	38.64	25.15
Vested, net of units tendered back	30.15	32.38	38.29
Tendered back to pay tax withholding	28.60	31.91	39.24
Outstanding Ending Balance	$ 38.09	$ 31.54	$ 29.01

Option Outstanding and Vested (Detail) - Unit Options - $ / shares	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Options
Outstanding and Vested Beginning Balance	5,500	47,874	163,053
Exercised	(3,265)	(39,982)	(75,692)
Expired			(2,500)
Tendered back to pay exercise price and tax withholding	(2,235)	(2,392)	(36,987)
Outstanding and Vested Ending Balance		5,500	47,874
Weighted Avg Exercise Price
Outstanding and Vested Beginning Balance	$ 16.35	$ 14.85	$ 15.86
Exercised	15.63	13.81	14.96
Expired			24.13
Tendered back to pay exercise price and tax withholding	$ 17.40	12.26	18.46
Outstanding and Vested Ending Balance		$ 16.35	$ 14.85

Partnership Unit Repurchase Plans - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2008
Share Repurchases [Line Items]
Aggregate value of unit repurchase authorized	$ 5.0	$ 2.5
Remaining unutilized repurchase units	$ 2.5

Employee Benefits - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Defined Benefit Plan Disclosure [Line Items]
Employer matching contribution to a defined contribution plan	50.00%	50.00%	50.00%
Maximum percentage of compensation contribution by company to a defined contribution plan	8.00%	8.00%	8.00%
Amount of contribution by company to a defined contribution plan	$ 141,000	$ 128,000	$ 123,000

Commitments and Contingencies - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Commitments and Contingencies [Line Items]
Accrual for estimated environmental remediation costs	$ 13,900,000	$ 2,200,000
Expense for additional environmental liabilities	12,500,000	977,000	$ 875,000
Environmental liability, next 12 month	750,000
Environmental liability thereafter	13,200,000
Performance bonds outstanding	$ 6,100,000	291,000
Percent of salary as retirement income	70.00%
Payment of fixed retirement benefits	$ 25,013
Retirement benefit accrual	19,000	11,000
Projected liability under retirement plan	191,000	$ 197,000
Minimum
Commitments and Contingencies [Line Items]
Estimated environmental clean up costs	11,500,000
Maximum
Commitments and Contingencies [Line Items]
Estimated environmental clean up costs	$ 16,100,000

Related Party Transactions - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2012 USD ($)
Pope MGP
Related Party Transaction [Line Items]
Management fees paid	$ 150,000

Segment and Major Customer Information - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2012 USD ($) a Customer Segment	Dec. 31, 2011 USD ($) Customer	Dec. 31, 2010 USD ($) Customer
Segment Reporting Information [Line Items]
Number of segment \| Segment	3
Percent of Consolidated Revenue	20.00%	28.00%	24.00%
Consolidated Revenue \| $	$ 10.6	$ 16.2	$ 7.6
Number of major customer \| Customer	1	1	1
Fee Timber
Segment Reporting Information [Line Items]
Area of land	113,000
ORM Timber Funds
Segment Reporting Information [Line Items]
Area of land	80,000
Real Estate
Segment Reporting Information [Line Items]
Area of land	2,900
Fund I
Segment Reporting Information [Line Items]
Area of land	24,000
Fund II
Segment Reporting Information [Line Items]
Area of land	37,000
Fund III
Segment Reporting Information [Line Items]
Area of land	19,000

Reconcile Internally Reported Income (Loss) from Operations to Externally Reported Income (Loss) from Operations by Business Segment (Detail) - USD ($)
$ in Thousands

3 Months Ended

12 Months Ended

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2011

Sep. 30, 2011

Jun. 30, 2011

Mar. 31, 2011

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2010

$ 12,854

$ 14,595

$ 17,790

$ 8,804

$ 17,809

$ 7,522

$ 14,269

$ 17,674

$ 54,043

$ 57,274

$ 31,192

(30,831)

(31,149)

(15,152)

(28,196)

(15,278)

(13,127)

(316)

$ 3,412

$ (9,150)

$ 1,070

3,391

$ (766)

$ 3,460

$ 4,762

(4,984)

10,847

2,913

11,251

12,609

5,811

267,499

230,408

267,499

230,408

235,837

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

49,612

6,173

49,612

6,173

60,222

Internal

56,826

60,161

32,898

(30,979)

(18,165)

(14,833)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(4,984)

10,847

2,913

Eliminations

(2,783)

(2,887)

(1,706)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

2,783

2,887

1,706

Fee Timber-Partnership

3,348

3,460

2,883

53,090

52,886

53,090

52,886

54,990

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

927

998

927

998

524

Fee Timber-Funds

6,950

8,602

2,534

177,474

139,389

177,474

139,389

146,803

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

46,033

837

46,033

837

58,311

Fee Timber

45,539

52,729

27,674

(27,596)

(29,568)

(14,052)

(6,090)

(6,262)

(3,919)

11,853

16,899

9,703

10,298

12,062

5,417

230,564

192,275

230,564

192,275

201,793

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

46,960

1,835

46,960

1,835

58,835

Fee Timber | Internal

46,034

53,178

27,844

(8,349)

(8,703)

(5,442)

Fee Timber | Eliminations

10,089

14,907

8,350

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(495)

(449)

(170)

2,259

2,441

1,523

Fee Timber | Pope Resources Timber

1,764

1,992

1,353

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

28,858

30,980

22,304

(13,115)

(13,042)

(9,553)

(4,135)

(4,370)

(3,214)

Fee Timber | Pope Resources Timber | Internal

11,608

13,568

9,537

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

29,353

31,429

22,474

(4,183)

(4,421)

(3,265)

Fee Timber | Pope Resources Timber | Eliminations

12,055

13,966

9,656

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(495)

(449)

(170)

Fee Timber | ORM Timber Funds

(447)

(398)

(119)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

16,681

21,749

5,370

(14,481)

(16,526)

(4,499)

(1,955)

(1,892)

(705)

Fee Timber | ORM Timber Funds | Internal

245

3,331

166

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

16,681

21,749

5,370

(4,166)

(4,282)

(2,177)

Fee Timber | ORM Timber Funds | Eliminations

(1,966)

941

(1,306)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

2,211

2,390

1,472

Timberland Management & Consulting

2,211

2,390

1,472

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(1,575)

(1,515)

(1,281)

(1,568)

(1,515)

(1,250)

Timberland Management & Consulting | Internal

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

2,218

2,390

1,519

(2,070)

(1,961)

(1,464)

Timberland Management & Consulting | Eliminations

148

429

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(2,211)

(2,390)

(1,488)

495

446

183

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(1,716)

(1,944)

(1,305)

Real Estate

8,497

4,545

3,487

(3,235)

(1,581)

(1,100)

(16,361)

^[1]

(3,313)

^[2]

(3,216)

^[3]

(11,099)

(349)

(829)

854

405

240

32,909

35,913

32,909

35,913

31,757

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

2,478

4,104

2,478

4,104

1,075

Real Estate | Internal

8,574

4,593

3,535

(16,361)

^[1]

(3,313)

^[2]

(3,216)

^[3]

Real Estate | Eliminations

(11,022)

(301)

(781)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(77)

(48)

General and Administrative Expense

(77)

(48)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(4,170)

(4,188)

(4,711)

134

151

3,997

2,217

3,997

2,217

2,277

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

136

125

Other

(4,170)

(4,188)

(4,711)

(4,170)

(4,188)

(4,711)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

$ 35

$ 168

168

185

Other | Internal

(4,199)

(4,188)

(4,711)

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

(4,199)

(4,188)

(4,711)

Other | Eliminations

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Domestic forest products

Export forest products, indirect

33,577

27,227

18,384

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Conservation easements and sales

11,962

25,502

9,290

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

1,235

2,435

2,400

Fees for service

Homes, lots, and undeveloped acreage

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

$ 7,262

$ 2,110

$ 1,087

[1]	Includes $12.5 MM of environmental remediation expense
[2]	Includes $977,000 of environmental remediation expense
[3]	Includes $875,000 of environmental remediation expense

Reconcile Internally Reported Income (Loss) from Operations to Externally Reported Income (Loss) from Operations by Business Segment (Parenthetical) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Environmental remediation expense	$ 12,500	$ 977	$ 875

The charge against earnings in the period for known or estimated future costs arising from requirements to perform environmental remediation activities.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 410
-SubTopic 30
-Section 50
-Paragraph 12
-URI http://asc.fasb.org/extlink&oid=6393242&loc=d3e13296-110859

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 96-1
-Paragraph 147, 148, 149, 150
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 96-1
-Paragraph 170
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 90-8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 143
-Paragraph 2
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Schedule of Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Quarterly Financial Information [Line Items]
Revenue	$ 12,854	$ 14,595	$ 17,790	$ 8,804	$ 17,809	$ 7,522	$ 14,269	$ 17,674	$ 54,043	$ 57,274	$ 31,192
Income (loss) from operations	(316)	3,412	(9,150)	1,070	3,391	(766)	3,460	4,762	(4,984)	10,847	2,913
Net income (loss) attributable to unitholders	$ (295)	$ 3,675	$ (9,295)	$ 1,206	$ 2,349	$ (562)	$ 3,287	$ 3,680	$ (4,709)	$ 8,754	$ 2,038
Earnings (loss) per partnership unit: Basic	$ (0.07)	$ 0.81	$ (2.14)	$ 0.27	$ 0.52	$ (0.14)	$ 0.73	$ 0.82	$ (1.11)	$ 1.94	$ 0.43
Earnings (loss) per partnership unit: Diluted	$ (0.07)	$ 0.81	$ (2.14)	$ 0.27	$ 0.52	$ (0.14)	$ 0.73	$ 0.82	$ (1.11)	$ 1.94	$ 0.43

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.21)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI http://asc.fasb.org/extlink&oid=16381557&loc=d3e4984-109258

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=7655603&loc=d3e1252-109256

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04.23)
-URI http://asc.fasb.org/extlink&oid=6879574&loc=d3e536633-122882

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 18
-Article 7

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 36, 37, 38
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 20
-Article 5

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 21
-Article 9

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.18)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.22)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=20435746&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 10, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph A7
-Appendix A

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 87-21
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28, 29, 30
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9