FIRST RESERVE GP IX L P 4

4 · NATURAL RESOURCE PARTNERS LP · Filed Oct 20, 2004

Form 4

Period: 2004-10-18

Director10% Owner

Transactions

Disposition to Issuer
Common Units
2004-10-18$43.50/sh−1,358$59,073→ 0 total(indirect: See Remarks and FN)
Exercise/Conversion
Phantom Units
2004-10-18−1,358→ 0 total(indirect: See Remarks and FN)
From: 2004-10-18Exp: 2004-10-18→ Common Units (1,358 underlying)
Exercise/Conversion
Common Units
2004-10-18+1,358→ 1,358 total(indirect: See Remarks and FN)

Holdings

Phantom Units
(indirect: SeeRemarks and FN)
From: 2005-10-18Exp: 2005-10-18→ Common Units (1,358 underlying)
1,358
Phantom Units
(indirect: See Remarks and FN)
From: 2007-02-11Exp: 2007-02-11→ Common Units (1,350 underlying)
1,350

Footnotes (6)

[F1]The phantom units were granted to Alex T. Krueger under the Issuer's long term incentive plan.
[F2]Upon vesting, the phantom units were paid in cash on a one for one basis of common units based on the market value of the common units ($43.50) on the date of the vesting (October 18, 2004).
[F3]The phantom units reported on this Form 4 were granted to Alex T. Krueger in his capacity as a director of GP Natural Resource Partners LLC, which is the general partner of NRP (GP) LP, which is the general partner of the Issuer. Mr. Krueger was appointed as a director of GP Natural Resource Partners LLC by FRC-WPP NRP Investment L.P. (the "Appointer"), pursuant to an Investor Rights Agreement dated December 22, 2003.
[F4]The Fund Entities are entitled to a portion of the profits from any sale of Issuer securities held by Mr. Krueger, and therefore share beneficial ownership of any such securities, including phantom units. Mr. Krueger disclaims any beneficial ownership of any securities of the Issuer held by the FRC Entities.
[F5]The common units were deemed to have been purchased and sold on the date of vesting of the phantom units listed in Table II.
[F6]The phantom units will be paid in cash based on the market value of the common units on the date of vesting.

Documents

1 file