Sec Form 4 Filing - DAHL JAMES H @ POPE RESOURCES LTD PARTNERSHIP - 2019-12-10

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person DAHL JAMES H 2. Issuer Name and Ticker or Trading Symbol POPE RESOURCES LTD PARTNERSHIP [ POPE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4314 PABLO OAKS COURT 3. Date of Earliest Transaction (MM/DD/YY) 12/10/2019 (Street) JACKSONVILLE, FL32224 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/10/2019 P 150 A $ 87.83 ( 1 ) 29,400 I By Dahl Family Foundation ( 2 ) Limited Partnership Units 12/10/2019 P 2,000 A $ 90 31,400 I By Dahl Family Foundation ( 2 ) Limited Partnership Units 12/11/2019 P 521 A $ 89.74 ( 3 ) 31,921 I By Dahl Family Foundation ( 2 ) Limited Partnership Units 2,836 I By JHD Traditional IRA ( 4 ) Limited Partnership Units 28,911 I By KMD Trust ( 5 ) Limited Partnership Units 188,648 I By IRA Accounts ( 6 ) Limited Partnership Units 6,521 I By JHD T rust ( 7 ) Limited Partnership Units 170 I TD IRA ( 8 ) Limited Partnership Units 600 I WD IRAs ( 9 ) Limited Partnership Units 147,652 D Limited Partnership Units 102,842 I By JHD Trust FBO KWD ( 10 ) Limited Partnership Units 21,879 I By JHD Trust FBO JAD ( 11 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DAHL JAMES H 4314 PABLO OAKS COURT JACKSONVILLE, FL32224 X DAHL WILLIAM L. 4314 PABLO OAKS COURT JACKSONVILLE, FL32224 X Signatures /s/ Ivan A. Colao, as Attorney-in-Fact for James H. Dahl and William L. Dahl 12/12/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The price reported in Column 4 is a weighted average price. The units were purchased at prices ranging from $87.70 to $87.90 per unit. The reporting persons undertake to provide the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units purchased at each separate price within the ranges set forth in this Footnote. ( 2 )Units are held by Dahl Family Foundation, Inc., the trustee of which is William L. Dahl. Neither James H. Dahl nor any member of his family has any pecuniary interest in the units held by the Dahl Family Foundation, Inc. ( 3 )The price reported in Column 4 is a weighted average price. The units were purchased at prices ranging from $89.25 to $90.10 per unit. The reporting persons undertake to provide the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units purchased at each separate price within the ranges set forth in this Footnote. ( 4 )Units are held by IRA FBO James H. Dahl, Traditional IRA Account. ( 5 )Units are held by Kathleen M. Dahl Irrevocable Trust, the trustee of which is James H. Dahl. ( 6 )Units are held in two IRA accounts as follows: 54,534 units held by IRA FBO James H. Dahl (ROTH Conversion Account) and 134,114 units held by IRA FBO James H. Dahl (ROTH II Jefferies). ( 7 )Units are owned by the James H. Dahl Irrevocable Trust, 2007, James Schmitt, Trustee. ( 8 )Units are held by IRA custodial accounts for the benefit of Theresa A. Dahl. ( 9 )Units are held by in IRA accounts for the benefit of William L. Dahl. ( 10 )Units are held by James H. Dahl Trust FBO Kathryn Whitten Dahl, the trustee of which is William L. Dahl. ( 11 )Units are held by James H. Dahl Trust FBO James Andrew Dahl, the trustee of which is William L. Dahl.

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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