SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Adena Minerals, LLC

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NATURAL RESOURCE PARTNERS LP [ NRP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units 01/02/2013 J (1) 10,596,917 (1) D $0 (1) 0 (2) D (1) (2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Adena Minerals, LLC

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Foresight Reserves, LP

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Resource, LLC

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cline Resource & Development Co.

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cline Christopher

(Last) (First) (Middle)
C/O CLINE RESOURCE AND DEVELOPMENT COMP
3801 PGA BOULEVARD, SUITE 903

(Street)
PALM BEACH GARDENS FL 33410

(City) (State) (Zip)
Explanation of Responses:
1. On January 2, 2013, Adena Minerals, LLC ("Adena") effected an in-kind distribution of 10,596,917 common units (the "Distributed Units") to its sole member, Foresight Reserves, L.P. ("Foresight"), for no additional consideration. Foresight immediately thereafter effected an in-kind distribution of all of the Distributed Units to its direct and indirect owners and certain of their affiliates for no additional consideration, including the distribution of 2,881,654 of the Distributed Units to Christopher Cline, for no additional consideration.
2. As a result of the distribution by Adena of the Distributed Units referenced in footnote (1) above, as well as the distribution by Adena of 6,049,155 common units to its sole member, Foresight, for no additional consideration on October 2, 2012, Adena no longer owns any common units of record and Cline Resource and Development Company ("CRDC"), Insight Resource, LLC ("Insight"), Foresight and Adena are no longer deemed to share voting and/or dispositive control over any common units. The distribution of 2,881,654 of the Distributed Units to Christopher Cline referred to in footnote (1) above is reflected on a Form 4 filed by Mr. Cline on 1/4/2013.
Remarks:
Adena may be deemed to be a director for purposes of this Form by virtue of its right to nominate two directors to the board of GP Natural Resource Partners LLC, the general partner of NRP (GP) LP, which is the general partner of Natural Resource Partners LP. Foresight is the sole member of Adena. Insight is the general partner of Foresight. CRDC is the managing member of Insight. Christopher Cline is the sole shareholder of CRDC. Adena Minerals, LLC By: Foresight Reserves, L.P., its Managing Member By: Insight Resources, LLC, its General Partner By: Cline Resource and Development Company, its Managing Member /s/ Christopher Cline, Foresight Reserves, L.P. By: Insight Resources, LLC, its General Partner By: Cline Resource and Development Company, its Managing Member /s/ Christopher Cline Insight Resources, LLC, its General Partner By: Cline Resource and Development Company, its Managing Member /s/ Christopher Cline Cline Resource and Development Company /s/ Christopher Cline Christopher Cline /s/ Christopher Cline.
/s/ Christopher Cline, Authorized Representative 01/04/2013
** Signature of Reporting Person Date
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