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 OF SECURITIES 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 * Lucent Technologies Inc. Master Pension Trust   2. Issuer Name and Ticker or Trading Symbol DORCHESTER MINERALS LP [DMLP] 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) 600 MOUNTAIN AVENUE, ROOM 7D-523 3. Date of Earliest Transaction (Month/Day/Year) 12/08/2006 (Street) MURRAY HILL, NJ 07974 4. If Amendment, Date 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 (City) (State) (Zip) 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 Common Units 12/08/2006   S   1,474 (1) D $ 24.01 2,867,407 (2) D   Common Units 12/08/2006   S   111 (3) D $ 24.02 2,867,296 (4) D   Common Units 12/08/2006   S   221 (5) D $ 24.05 2,867,075 (6) D   Common Units 12/08/2006   S   148 (7) D $ 24.06 2,866,927 (8) D   Common Units 12/08/2006   S   37 (9) D $ 24.07 2,866,890 (10) D   Common Units 12/08/2006   S   1,179 (11) D $ 24.1 2,865,711 (12) D   Common Units 12/08/2006   S   516 (13) D $ 24.67 2,865,195 D

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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 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
Lucent Technologies Inc. Master Pension Trust 600 MOUNTAIN AVENUE ROOM 7D-523 MURRAY HILL, NJ 07974		X

Signatures

Patrick Swearingen, Atty in Fact		12/12/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Reporting person was actually allocated 1474.4 common units at $24.01 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(2)	After allocation in footnote 1, common units owned by the Reporting Person would have been 2,867,406.6
(3)	Reporting person was actually allocated 110.58 common units at $24.02 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(4)	After allocation in footnote 3, common units owned by the Reporting Person would have been 2,867,296.02
(5)	Reporting person was actually allocated 221.16 common units at $24.05 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(6)	After allocation in footnote 5, common units owned by the Reporting Person would have been 2,867,074.86
(7)	Reporting person was actually allocated 148.1772 common units at $24.06 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(8)	After allocation in footnote 7, common units owned by the Reporting Person would have been 2,866,926.6828
(9)	Reporting person was actually allocated 36.86 common units at $24.07 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(10)	After allocation in footnote 9, common units owned by the Reporting Person would have been 2,866,889.8228
(11)	Reporting person was actually allocated 1178.7828 common units at $24.10 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)
(12)	After allocation in footnote 11, common units owned by the Reporting Person would have been 2,865,711.04
(13)	Reporting person was actually allocated 516.04 common units at $24.67 (out of total 3686 common units sold in seven transactions on 12/8/06 as reported herein)

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