Summary of NATURAL RESOURCE PARTNERS LP

Item 1.01. Entry into a Material Definitive Agreement.
On November 12, 2009, Great Northern Properties Limited Partnership ("GNP"), entered into a lease agreement with Ark Land Company, a subsidiary of Arch Coal, Inc., relating to approximately 731 million tons of coal reserves in the Otter Creek area in south central Montana. GNP is a party to the First Amended and Restated Omnibus Agreement, dated as of April 22, 2009, which would otherwise require GNP to offer to sell these reserves to Natural Resource Partners L.P. (the "Partnership"). However, immediately prior to the execution of this lease, each of the Partnership, GNP, Western Pocahontas Properties Limited Partnership, New Gauley Coal Corporation, Robertson Coal Management LLC, GP Natural Resource Partners LLC, NRP (GP) LP, and NRP (Operating) LLC signed a Waiver Agreement, dated November 12, 2009. The Waiver Agreement provides that because of the long time frame of five to ten years for the reserves to be developed, it is in the best interest of the Partnership to temporarily waive the Partnership's rights under the First Amended and Restated Omnibus Agreement until such time as significant production has commenced on the Otter Creek property. The Waiver Agreement only applies to the Otter Creek reserves, and was reviewed and approved by the Conflicts Committee of the Partnership.
A copy of the Waiver Agreement i s filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the press release announcing the transaction is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits.

   (d) Exhibits.

  EXHIBIT NUMBER      DESCRIPTION
            10.1      Waiver Agreement, dated November 12, 2009, by and among Natural
                      Resource Partners L.P., Great Northern Properties Limited Partnership,
                      Western Pocahontas Properties Limited Partnership, New Gauley Coal
                      Corporation, Robertson Coal Management LLC, GP Natural Resource
                      Partners LLC, NRP (GP) LP, and NRP (Operating) LLC.

            99.1      Press Release dated November 13, 2009.