SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 or 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934




For Quarter Ended June 30, 1999                   Commission file number 0-10697



                            DORCHESTER HUGOTON, LTD.
             (Exact name of registrant as specified in its charter)




              Texas                                     75-1829064
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
 Incorporation or organization)



        1919 S. Shiloh Road, Suite 600 - LB 48, Garland, Texas 75042-8234
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (972) 864-8610


                                      None
                  Former name, former address and former fiscal
                       year, if changed since last report


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No

     As of July 31, 1999,  10,744,380  Depositary  Receipts for Units of Limited
Partnership Interest were outstanding.


<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)

                          QUARTERLY REPORT ON FORM 10-Q

                                  June 30, 1999


                                      INDEX


PART I.   FINANCIAL INFORMATION

  Item 1. Financial Statements:

          Condensed Balance Sheets as of June 30, 1999 (Unaudited)
          and December 31, 1998

          Condensed Statements of Earnings for the Three and Six
          Months Ended June 30, 1999 and 1998 (Unaudited)

          Statements of Comprehensive Income for the Three and Six
          Months Ended June 30, 1999 and 1998 (Unaudited)

          Condensed Statements of Cash Flows for the Six Months Ended
          June 30, 1999 and 1998 (Unaudited)

          Notes to Condensed Financial Statements (Unaudited)


  Item 2. Management's Discussion and Analysis of Financial Condition and
          Results of Operations



PART II.  OTHER INFORMATION

  Item 1. Legal Proceedings

  Item 5. Other Information

  Item 6. Exhibits and Reports on Form 8-K



SIGNATURES



<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)
PART I
Item 1
                            CONDENSED BALANCE SHEETS

                       June 30, 1999 and December 31, 1998
                             (Dollars in Thousands)
                                                           June 30,   Dec. 31,
                                                             1999       1998
                                                           --------   --------
                                     ASSETS              (Unaudited)
Current assets:
    Cash and cash equivalents .......................      $  4,472    $ 4,167
    Restricted cash ..................................          382        379
    Investments - available for sale .................        4,936      4,680
    Accounts receivable, net .........................        1,505      1,645
    Prepaid expenses and other current assets ........          189        152
                                                            -------    -------
      Total current assets ...........................       11,484     11,023

Property and Equipment - at cost .....................       28,922     28,836
    Less depreciation, depletion and amortization ....      (14,365)   (13,415)
                                                            -------   --------
      Net property and equipment .....................       14,557     15,421
                                                            -------   --------

Total assets .........................................      $26,041    $26,444
                                                            =======    =======
                       LIABILITIES AND PARTNERSHIP CAPITAL
Current liabilities:
    Accounts payable and other current liabilities ...      $   451    $   260
    Production and property taxes payable or accrued .          611        647
    Royalties and production payment payable .........          454        839
    Distributions payable to Unitholders .............        1,956      1,957
                                                            -------    -------
      Total current liabilities ......................        3,472      3,703
Long-term debt .......................................          100        100
                                                            -------    -------
      Total liabilities ..............................        3,572      3,803

Commitments and contingencies (Note 2)

Partnership capital
    General partners .................................          123        128
    Unitholders ......................................       19,927     20,350
    Accumulated other comprehensive income ...........        2,419      2,163
                                                            -------    -------
      Total partnership capital ......................       22,469     22,641
                                                            -------    -------

Total liabilities and partnership capital ............      $26,041    $26,444
                                                            =======    =======
                     The accompanying condensed notes are an
                   integral part of these financial statements.
<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)

                        CONDENSED STATEMENTS OF EARNINGS
                                   (Unaudited)

            For the Three and Six Months Ended June 30, 1999 and 1998
                             (Dollars in Thousands)


                                       Three Months Ended      Six Months Ended
                                             June 30,              June 30,
                                       ------------------      ----------------
                                         1999       1998         1999     1998
                                       --------   -------      -------  -------

Net operating revenues:
     Natural gas sales .............   $ 3,627    $ 4,129      $ 6,780  $ 8,379
     Other .........................        46         55           92      104
     Production payment (ORRI) .....      (165)      (193)        (300)    (395)
                                       -------    -------      -------  -------
Total net operating revenues .......     3,508      3,991        6,572    8,088
                                       -------    -------      -------  -------
Costs and expenses:
    Operating, including prod. taxes       955        940        1,743    1,818
    Depletion, depreciation & amort.       463        495          950    1,000
    General and administrative .....       133        131          269      274
    Management fees ................       119        124          234      249
    Interest .......................         9         10           18       20
    Other income, net ..............       (60)       (70)        (133)     (98)
                                       -------    -------      -------  -------
Total costs and expenses ...........     1,619      1,630        3,081    3,263
                                       -------    -------      -------  -------
Net earnings .......................   $ 1,889    $ 2,361      $ 3,491  $ 4,825
                                       =======    =======      =======  =======
Net earnings per Unit (in dollars) .   $  0.17    $  0.22      $  0.32  $  0.45
                                       =======    =======      =======  =======

                       STATEMENTS OF COMPREHENSIVE INCOME
                                   (Unaudited)
            For the Three and Six Months Ended June 30, 1999 and 1998
                             (Dollars In Thousands)

Net earnings .......................   $ 1,889    $ 2,361      $ 3,491  $ 4,825
Unrealized holding gain on
     available for sale securities .       420        175          256      523
                                       --------   -------      -------  -------
Comprehensive income ...............   $ 2,309    $ 2,536      $ 3,747  $ 5,348
                                       ========   =======      =======  =======

                     The accompanying condensed notes are an
                  integral part of these financial statements.

<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)


                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                 For the Six Months Ended June 30, 1999 and 1998
                            (Dollars in Thousands)




                                                             1999         1998
                                                           -------      -------

Cash flows provided by operating activities ..........     $ 4,299      $ 5,384
                                                           -------      -------
Cash flows used in investing activities:
    Purchases of prop. & equipment ...................         (86)        (475)
    Purchase of securities - available for sale ......         -0-         (741)
                                                           -------      -------
Cash flows used in investing activities ..............         (86)      (1,216)
                                                           -------      -------
Cash flows used in financing activities:
    Distributions paid to Unitholders ................      (3,908)      (3,907)
    Reductions of long-term debt .....................         -0-          (22)
                                                           -------      -------
Cash flows used in financing activities ..............      (3,908)      (3,929)
                                                           -------      -------

Increase in cash and cash equivalents ................         305          239
Cash and cash equivalents at January 1, ..............       4,167        3,344
                                                           -------      -------
Cash and cash equivalents at June 30, ................     $ 4,472      $ 3,583
                                                           =======      =======












                     The accompanying condensed notes are an
                  integral part of these financial statements.
<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)

                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   The condensed financial statements reflect all adjustments (consisting only
     of  normal  and  recurring   adjustments)  that  are,  in  the  opinion  of
     management, necessary for a fair presentation of Dorchester Hugoton, Ltd.'s
     (the  "Partnership's")  financial  position and  operating  results for the
     interim period.  Interim period results are not  necessarily  indicative of
     the results for the calendar year. Please refer to Management's  Discussion
     and  Analysis  of  Financial   Condition  and  Results  of  Operations  for
     additional information.  Per-Unit information is calculated by dividing the
     99% interest owned by Unitholders by the 10,744,380 Units outstanding.

2.   Through 1998 the Partnership  recorded  $450,000  (which  included  related
     interest)  towards a  request  from  Panhandle  Eastern  Pipe Line  Company
     ("PEPL")  for  refund  of  Kansas  tax   reimbursements   received  by  the
     Partnership  during the years 1983 to 1987.  These charges  resulted from a
     ruling by the United  States Court of Appeals for the District of Columbia,
     which  overruled  a  previous  order  by  the  Federal  Energy   Regulatory
     Commission.  On March 9,  1998  $151,757  was paid to PEPL.  An  additional
     $366,633, which is still awaiting possible  regulatory/judicial/legislative
     action,  was placed into an escrow  account.  On March 2, 1999,  $2,840 was
     released from escrow to PEPL. At June 30, 1999,  the value of the escrow is
     approximately  $382,000.  The  escrowed  funds  include  amounts that could
     possibly be waived,  recovered or recoverable from others, of which $34,000
     has been recorded as an allowance for bad debt on the  Partnership's  books
     in the event it is not waived and deemed uncollectible.

     The  Partnership  is involved in a few other  legal  and/or  administrative
     proceedings  arising in the ordinary  course of its gas  business,  none of
     which have predictable  outcomes and none of which are believed to have any
     significant effect on financial position or operating results.

3.   Since 1994 the  Partnership  has maintained an unsecured  revolving  credit
     facility for $15,000,000 (the  "Agreement")  with Bank One, Texas, N.A. The
     Agreement  has a  current  borrowing  base  of  $6,000,000,  which  will be
     re-evaluated by Bank One at least semi-annually.  If, on any such date, the
     aggregate  amount of  outstanding  loans and  letters of credit  exceed the
     current  borrowing  base, the  Partnership is required to repay the excess.
     This credit  facility  covers both cash  advances and any letters of credit
     that the Partnership may need, with interest being charged at the base rate
     for Bank One,  which was 8% on July 31, 1999.  All amounts  borrowed  under
     this  facility will become due and payable on July 31, 2001. As of July 31,
     1999,  letters of credit  totaling  $25,000  were  issued  under the credit
     facility and the amount borrowed was $100,000.  The weighted average amount
     borrowed  under the credit  facility was $100,000  during the first half of
     1999.


<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)
PART I
Item 2
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Net cash flows from operating  activities  during the three and six months ended
June 30,  1999  were  $1,579,000  and  $4,299,000  compared  to  $2,497,000  and
$5,384,000 for the same periods of 1998. The lower second quarter and first half
1999 cash flows from operating activities resulted from lower natural gas market
prices and lower natural gas sales  volumes  compared to 1998.  Also,  the table
below shows the improvement in gas prices since the first quarter of 1999.

The Partnership has available a $15,000,000  unsecured revolving credit facility
with a current borrowing base of $6,000,000.  Please see Note 3 to the financial
statements  for  additional  information.  Cash  and  cash  equivalents  totaled
$4,472,000 at June 30, 1999 compared to $4,167,000 on December 31, 1998.

In connection with the Oklahoma  properties,  in May 1999 the  Partnership  paid
approximately  $646,000 in production  payments for the year ended  February 28,
1999; an additional $187,000 has been accrued through June 30, 1999.

The  Partnership's  portion  of gas sales  volumes  (not  reduced  for  Oklahoma
production payment) and weighted average sales prices were:

                                  Three Months Ended           Six Months Ended
                               ----------------------------    -----------------
                                   June 30,                         June 30,
                               ----------------     Mar. 31,   -----------------
                                1999       1998       1999      1999       1998
Sales Volumes - MMCF:          -----      -----      -----     -----      -----
   Oklahoma ...............    1,334      1,410      1,415     2,749      2,849
   Kansas .................      336        435        348       684        901
                               -----      -----      -----     -----      -----
Total MMCF ................    1,670      1,845      1,763     3,433      3,750
                               =====      =====      =====     =====      =====
Weighted Average Sales Prices - $/MCF:
   Oklahoma ...............    $2.15      $2.22      $1.77     $1.96      $2.21
   Kansas .................     2.26       2.30       1.85      2.05       2.30
Overall Weighted Avg - $/MCF   $2.17      $2.24      $1.79     $1.97      $2.23

Oklahoma gas sales volumes were lower during 1999 compared to similar periods in
1998 and  compared to the prior 1999  quarter as a result of more wells being on
state tests than during comparable periods. Kansas 1999 gas sales volumes during
the second  quarter were slightly  less than the first  quarter of 1999.  Kansas
1999 gas sales volumes were lower than the  comparable  1998 second  quarter and
the 1998 same six month period. Such decreases are primarily a result of natural
reservoir  declines  experienced by the  Partnership  and other producers in the
Kansas area.


<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)
PART I
Item 2
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)



During the 1999 second  quarter,  the  Partnership  fracture  treated  (creating
cracks in the formation to assist gas flow from the producing  zones) four wells
in Oklahoma.  Preliminary  results show one well  increased from 88 MCFD to over
440 MCFD while more than  doubling in  pressure.  Increased  pressure and volume
usually results in increased  reserves.  Another well increased from 146 MCFD to
175 MCFD with only a 16% increase in pressure. The remaining two wells showed no
increase in production volume while one increased  pressure by 15% and the other
showed no change.  Recent attempts to increase production from the Partnership's
Fort Riley formation well were unsuccessful.  The Partnership recently installed
a temporary  pumping  unit to remove  formation  water and  evaluate  the well's
performance. Currently, the well is producing approximately 95 MCFD with minimal
amounts of water.

As discussed in the 1998 Annual Report on Form 10-K,  the  Partnership is active
in  supporting  its views  regarding  possible  Oklahoma  regulatory/legislative
action on infill drilling and in monitoring activities resulting from removal of
production quantity  restrictions during 1998 in the Guymon-Hugoton  field. Both
infill  drilling and removal of  production  limits could  require  considerable
capital   expenditures.   The  outcome  and  the  cost  of  such  activities  is
unpredictable.  Recently enacted Oklahoma legislation clarified who must receive
notices  of any  application  for infill  drilling.  Any such  applications  are
expected to be controversial and require lengthy  regulatory  proceedings.  Thus
far only one company on adjoining  acreage has installed gas  compression  since
Oklahoma removed production  limits. The Partnership  elected to install similar
rental compression to stay competitive.  At present,  three of the Partnership's
wells are assisted by compression and thus far one well has increased production
from 210 MCFD to 435 MCFD and the  other  two  have  shown  little  change.  The
Partnership will install one additional compressor to assist production from two
more wells.  Operating  costs are expected to increase by $65,000 to $70,000 per
year as a result of compression for the five wells.  The increase  in production
should more than offset costs of compression.

The  Partnership  is continuing to monitor the activity on nearby acreage in the
Council Grove  formation.  At present 13 wells have been drilled by others.  The
Partnership's  ownership includes the Council Grove formation underlying most of
its  Oklahoma  acreage.  It is not known if such  monitoring  will result in any
plans by the Partnership to attempt a Council Grove well;  previous  preliminary
reviews yielded unfavorable  forecasts.  However,  recent results by others have
varied  from 53 MCF per day with  water  production  to over  1,000 MCF per day.
Production  volumes in  subsequent  months have  varied with some wells  showing
increases.  On October 22, 1998,  the  Partnership  filed suit in Texas  County,
Oklahoma  against Blue Star Resources,  Inc. et al who was  attempting,  without
Partnership  permission,  to  produce  gas  from  the  Council  Grove  formation
underlying  three of the  Partnership's  gas well  units.  The  dispute has been
settled and the litigation will be dismissed. As a result of the settlement, the
Partnership  will receive a small  overriding  royalty.  It is believed that any
Council Grove production volume by Blue Star will be quite small.
<PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)
PART I
Item 2
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)



In connection with the Partnership's Year 2000 Readiness Disclosures,  its field
and administrative operations have been reviewed for Year 2000 compliance. These
reviews have disclosed to date that previous  normal  upgrades  resulted in most
internal   operations   already  being  Year  2000  compliant.   Some  remaining
operations,  such as non-essential personal computers and non-financial software
products,  have been  upgraded or replaced at nominal  costs and  inconvenience.
Such  upgrades  are  essentially  complete  except  for  minor  issues  that are
non-essential.  The  Partnership  previously  contacted its gas  purchasers  and
critical  software  and  service  vendors  concerning  Year 2000.  Most of those
contacted, that are not already compliant, have indicated they are working to be
compliant.  The  Partnership  is  preparing or has  prepared  contingency  plans
regarding those contacted that do not currently meet Year 2000 compliance.

The  vendor  that  processes  the  Partnership's  K-1's  notified  us that their
computer software will not be able to process Year 2000 tax returns.  They have,
however  assured us that 1999 tax year K-1's can be  processed  in early 2000 on
the current software. The Partnership is evaluating several options for the 2000
tax year K-1 processing in early 2001 including  contracting with another vendor
to process the Partnership's 4,000 to 5,000 individualized K-1's annually. While
several options are available,  the Partnership currently estimates that it will
spend a total of $150,000 to  $200,000  during 1999 and 2000 on K-1  preparation
and/or  conversion  costs  in  addition  to  current  K-1  processing  costs  in
implementing a Year 2000 solution. Including the above mentioned estimate, costs
incurred  to  date,  future  costs,  implementation  of  contingency  plans  and
completion of modifications  or replacements  have not been and are not expected
to be material or pose a material risk.

As previously  discussed in the 1998 Annual Report, the Partnership is reviewing
its strategic  alternatives  in light of the various  mergers and other business
transactions  occurring  in the  natural  gas and energy  industry.  Although no
decision  to sell or combine  the  Partnership's  business  with others has been
made, the Partnership anticipates possible discussions with third parties, which
could result in such a decision.  The  Partnership has no timetable for any such
discussions,  and there is no assurance that any such discussions will lead to a
transaction.  During  the  first  quarter  of 1998  the  Partnership  adopted  a
severance  policy, which  would  provide  up to  approximately  $2.8  million of
severance payments. While the Partnership has not repurchased and retired any of
its publicly  traded Units to date, the previously  announced  authorization  is
still in place.

 <PAGE>
                            DORCHESTER HUGOTON, LTD.
                          (A Texas Limited Partnership)

                                OTHER INFORMATION
PART II

     Item 1. Legal  Proceedings:  See Notes to Condensed  Financial  Statements.

     Item 5. Other Information:  None.

     Item 6. Exhibits  and  Reports  on Form 8-K:
         a)  Exhibit  27 -  Financial  Data Schedule
         b)  Reports on Form 8-K - None.



                                   SIGNATURES

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 HUGOTON, LTD.
                                       Registrant





Date: August 4, 1999                   /s/ Kathleen A. Rawlings
                                       Kathleen A. Rawlings
                                       Controller (Principal Accounting Officer)