UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                              ---------------------
                                    FORM 8-K
                            -------------------------

                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

            Date of Report (Date of earliest event reported):January 16, 2004
                                                             ----------------



                            DORCHESTER MINERALS, L.P.
                            -------------------------
             (Exact name of Registrant as specified in its charter)



          Delaware                       000-50175              81-0551518
      -----------------                  ---------              ----------
(State or other jurisdiction of         Commission            (I.R.S. Employer
 incorporation or organization)         File Number          Identification No.)




        3738 Oak Lawn, Suite 300                                    75219
              Dallas, Texas                                         -----
        ------------------------                                 (Zip Code)
(Address of principal executive offices)


       Registrant's telephone number, including area code:  (214) 559-0300
                                                            --------------

                                       N/A
                  ---------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)







Item 7. Financial Statements and Exhibits. (c) Exhibits -------- 99.1 Press Release dated January 16, 2004 Announcing Cash Distribution to Partners Item 9. Regulation FD Disclosure. See Item 12. Results of Operations and Financial Condition. Item 12. Results of Operations and Financial Condition. The Registrant is furnishing its press release dated October 16, 2003, which announces the Registrant's quarterly distribution to partners. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. Limitation on Incorporation by Reference In accordance with general instructions B.2 and B.6 of Form 8-K, the information in this report, including exhibits, is furnished pursuant to Items 9 and 12 and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section.

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. DORCHESTER MINERALS, L.P. Registrant by Dorchester Minerals Management LP its General Partner, by Dorchester Minerals Management GP LLC its General Partner Date: January 16, 2004 By: /s/ William Casey McManemin ----------------------------- William Casey McManemin Chief Executive Officer

Exhibit 99.1


NEWS RELEASE                                           Dorchester Minerals, L.P.
Release Date: January 16, 2004                    3738 Oak Lawn Ave., Suite 300
                                                        Dallas, Texas 75219-4379
Contact: Casey McManemin                                          (214) 559-0300
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        DORCHESTER MINERALS, L.P. ANNOUNCES ITS FOURTH QUARTER DISTRIBUTION

     DALLAS,   TEXAS  --  Dorchester   Minerals,   L.P.   announced   today  the
Partnership's fourth quarter cash distribution. The distribution of $.391066 per
common unit  represents  activity for the three month period ending December 31,
2003 and is payable on February  5, 2004 to common unit  holders of record as of
January 26, 2004.

     Cash  receipts  attributable  to the  Partnership's  Net Profits  Interests
during the fourth quarter totaled  $5,226,000.  These receipts generally reflect
oil and gas sales  from the  properties  underlying  the Net  Profits  Interests
during August,  September and October.  The weighted  average oil and gas prices
received  for  such  sales  were   approximately   $29.21/bbl   and   $4.77/mcf,
respectively.  Approximately $470,000 of gross capital expenditures attributable
to drilling and completion  activity and the  installation of field  compression
facilities  were paid by the owner of the working  interests  in the  properties
underlying the Net Profits  Interests  during  September,  October and November.
Cash receipts  attributable to the Partnership's  Royalty  Properties during the
fourth quarter totaled  $6,215,000.  These receipts  generally reflect oil sales
during  September,  October and November and gas sales during August,  September
and  October.  The weighted  average oil and gas prices  received for such sales
were approximately $27.20/bbl and $4.31/mcf, respectively.

     The Partnership received  approximately $184,000 from lease bonus and other
sources during the fourth quarter, and received division orders attributable to,
or otherwise identified, 35 new wells completed on Royalty Properties located in
18 counties and parishes in seven states.

     Dorchester  Minerals,  L.P.  is a  Dallas  based  owner  of  producing  and
non-producing  oil and natural gas mineral,  royalty,  overriding  royalty,  net
profits,  and  leasehold  interests  located in 564  counties and parishes in 25
states. Its common units trade on the Nasdaq Stock Market under the symbol DMLP.

FORWARD-LOOKING STATEMENTS

     Portions of this document may  constitute  "forward-looking  statements" as
defined  by  federal  law.  Such   statements  are  subject  to  certain  risks,
uncertainties   and   assumptions.   Should  one  or  more  of  these  risks  or
uncertainties  materialize,  or should  underlying  assumptions prove incorrect,
actual  results  may  vary  materially  from  those  anticipated,  estimated  or
projected.  Examples of such uncertainties and risk factors include, but are not
limited to,  changes in the price or demand for oil and natural gas,  changes in
the  operations on or development of the  Partnership's  properties,  changes in
economic  and  industry  conditions  and  changes  in  regulatory   requirements
(including   changes  in  environmental   requirements)  and  the  Partnership's
financial position,  business strategy and other plans and objectives for future
operations.  These and other factors are set forth in the Partnership's  filings
with the Securities and Exchange Commission.

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