NATURAL RESOURCE PARTNERS LP — Director's Dealing 2013

Dec 23, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NATURAL RESOURCE PARTNERS LP (NRP)
CIK: 0001171486
Period of Report: 2013-12-17

Reporting Person: WOOTEN GREGORY F (VP, Chief Engineer)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Units	$	2014-02-11	Common Units (2200)		Direct
Phantom Units	$	2015-02-10	Common Units (3000)		Direct
Phantom Units	$	2016-02-14	Common Units (3300)		Direct
Phantom Units	$	2017-02-13	Common Units (3300)		Direct

Footnotes

F1: The phantom units were granted to the reporting person under the Issuer's long-term incentive plan.

F2: The phantom units will be paid in cash based on the average closing price of the common units for the 20 trading days immediately preceding the date of vesting.

F3: Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each unit will be accrued over the vesting period and paid on vesting.