X0202 4 2007-05-22 0 0001144945 PENN VIRGINIA RESOURCE PARTNERS L P PVR 0000077159 PENN VIRGINIA CORP 100 MATSONFORD ROAD SUITE 300 THREE RADNOR CORPORATE CENTER RADNOR PA 19087 0 0 1 1 100% owner of general partner Common Units 2007-05-22 4 C 0 4045311 A 19806899 I Parent Company Class B Units 2007-05-22 4 C 0 4045311 D Common Units 4045311 0 I Parent Company Transaction Code M is also applicable. The Class B units were convertible into common units at a conversion rate of one common unit for one Class B unit, for no additional consideration, and were converted on May 22, 2007 upon the occurrence of certain events described in the Issuer's First Amended and Restated Agreement of Limited Partnership, as amended. Penn Virginia Corporation is the ultimate parent company of Penn Virginia GP Holdings, L.P. ("GP Holdings") and Penn Virginia Resource GP Corp. ("GP Corp"). As such, Penn Virginia Corporation may be deemed to beneficially own common units held by GP Holdings and GP Corp. In addition, as the ultimate parent company of PVG GP, LLC, the general partner of GP Holdings, the ultimate parent company of Penn Virginia Resource GP, LLC, the general partner of the Issuer (the "General Partner"), Penn Virginia Corporation appoints the directors of the General Partner. Not applicable. Nancy M. Snyder, Vice President and General Counsel 2007-06-15