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: May 3, 2005
(Date of Earliest Event Reported)
PENN VIRGINIA RESOURCE PARTNERS, L.P.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 1-16735 | 23-3087517 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Three Radnor Corporate Center, Suite 230 | |
100 Matsonford Road, Radnor, Pennsylvania | 19087 |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (610) 687-8900
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
__ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
__ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
__ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
__ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Penn Virginia Corporation, a Virginia corporation ("PVA"), indirectly owns 100% of the membership interests of Penn Virginia Resource GP, LLC, the general partner (the "General Partner") of Penn Virginia Resource Partners, L.P. (the "Partnership"), and, accordingly, PVA appoints all of the directors of the General Partner.
On May 3, 2005, PVA decided to restructure the General Partner's Board of Directors (the "GP Board") and, in connection therewith, Marsha Reines Perelman was appointed, and Keith D. Horton ceased, to serve on the GP Board on such date. In addition, on May 3, 2005, Richard M. Whiting resigned from the GP Board. Mr. Whiting had served on the GP Board as the director designee of Peabody Energy Corporation ("Peabody") whose right to have such a designee appointed to the GP Board recently terminated when Peabody ceased to own at least 5% of the Partnership's issued and outstanding Common Units.
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 hereunto duly authorized.
Date: May 5, 2005
Penn Virginia Resource Partners, L. P. |
By: | Penn Virginia Resource GP, LLC |
| its general partner |
| |
By: | /s/ Nancy M. Snyder |
| Nancy M. Snyder |
| Vice President and General Counsel |