SEC Form 4

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

1. Name and Address of Reporting Person* POPE MARIA M (Last) (First) (Middle) C/O POPE RESOURCES 19950 7TH AVE NE, SUITE 200 (Street) POULSBO WA 98370 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol POPE RESOURCES LTD PARTNERSHIP [ POPE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/21/2018
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Limited Partnership Units	03/21/2018		G		28,095(1)	D	$70.58	3,267	D
Limited Partnership Units	03/21/2018		G		28,095(1)	A	$70.58	49,307	I	By a limited partnership(2)
Limited Partnership Units	03/29/2019		A		131	A	$66.5	3,398	D
Limited Partnership Units	03/29/2019		J		41,073(3)	D	$67	198,244	I	By a limited liability company

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

Explanation of Responses:

1. Represents a change in beneficial ownership that is exempt under section 16(a)(3)of the Exchange Act.

2. Represents units held by a limited partnership for reporting person's children for which reporting person holds voting and dispositive power by virtue of her position with the limited partnership. The reporting person disclaims beneficial ownership of securities owned by such trust except to the extent of her pecuniary interest therein.

3. The disposition reported herein relates to an adjustment in the Reporting Person's indirect beneficial ownership of a family limited liability company ("Entity") of which the Reporting Person is managing member. In connection with that adjustment, one member of the Entity redeemed such member's ownership interest in the Entity in exchange for a distribution of certain assets held therein, including certain Units attributable to the Reporting Person by virtue of her position as managing member thereof. The adjustment simultaneously had the effect of increasing the percentage interests of all remaining members of the Entity, which resulted in a nominal increase in the pecuniary interest of the Reporting Person in the Units held by the Entity. The number of Units reported in Column 4 reflects the number of Units owned by the Entity after the adjustment, and the Reporting Person disclaims beneficial ownership of such Units except to the extent of her pecuniary interest therein.

Remarks:

	Sean M. Tallarico, Power of Attorney for Maria M. Pope	04/04/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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