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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g)
OF THE SECURITIES EXCHANGE ACT OF 1934
______________
DORCHESTER MINERALS, L.P.
(Exact name of registrant as specified in its charter)
Delaware 81-0551518
(State of incorporation or organization) (I.R.S. employer identification number)
c/o Dorchester Minerals Management GP LLC
3738 Oak Lawn, Suite 300
Dallas, Texas 75219
(Address of principal executive offices) (Zip Code)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
None Not Applicable
If this Form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. / /
If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. /x/
Securities Act Registration Statement File Number to which this Form Relates:
333-88282 (If Applicable)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Units Representing Limited Partnership Interests
(Title of Class)
Item 1. Description of Registrant's Securities to be Registered.
A description of the common units representing limited partnership
interests in Dorchester Minerals, L.P. is set forth under the captions
"Summary," "Material United States Federal Income Tax Consequences," "The
Partnership Agreement," "Comparison of Rights of Partners," and "Description of
the Common Units of Dorchester Minerals" in the Registration Statement on Form
S-4, as amended, (File No. 333-88282), initially filed with the Securities and
Exchange Commission on May 15, 2002 and is hereby incorporated by reference.
Item 2. Exhibits.
1. Registration Statement on Form S-4, as amended (Registration Number
333-88282), initially filed with the Securities and Exchange Commission on
May 15, 2002, is hereby incorporated by reference.
2. Certificate of Limited Partnership of Dorchester Minerals, L.P
(incorporated by reference to Exhibit 3.1 to the Registration Statement on
Form S-4)
3. Form of Amended and Restated Agreement of Limited Partnership of Dorchester
Minerals, L.P. (incorporated by reference to Exhibit 3.3 to the
Registration Statement on Form S-4)
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
DORCHESTER MINERALS, L.P.
By: Dorchester Minerals Management, L.P.
By: Dorchester Minerals Management GP LLC
By: /s/ William Casey McManemin
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William Casey McManemin
Chief Executive Officer
Date: January 31, 2003