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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): AUGUST 5, 2004
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NATURAL RESOURCE PARTNERS L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 001-31465 35-2164875
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation or organization) Number) Identification No.)
601 JEFFERSON, SUITE 3600
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (713) 751-7507
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Item 7. Financial Statements And Exhibits.
Exhibit No. Description
99.1 Press release dated August 5, 2004
Item 9 and 12. Regulation FD; Results Of Operations And Financial Condition.
In accordance with General Instructions B.2. and B.6 of Form 8-K,
the following information and the exhibit referenced therein is being furnished
under Item 9 and Item 12 of Form 8-K and is not deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to
the liabilities of that section and is not deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended.
On August 5, 2004, Natural Resource Partners L.P. (the "Partnership")
announced via press release its earnings and operating results for the second
quarter of 2004. A copy of the Partnership's press release is attached hereto as
Exhibit 99.1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
NATURAL RESOURCE PARTNERS L.P.
(Registrant)
By: NRP (GP) LP
its General Partner
By: GP Natural Resource Partners LLC
its General Partner
/s/ Wyatt L. Hogan
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Wyatt L. Hogan
Vice President and General Counsel
Dated: August 5, 2004
EXHIBIT INDEX
Exhibit No. Description
99.1 Press release dated August 5, 2004