UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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): February 22, 2011 (February 16, 2011)

Penn Virginia Resource Partners, L.P.

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code: (610) 975-8200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Introductory Note

As previously disclosed, Penn Virginia Resource Partners, L.P. (the “Partnership”), Penn Virginia Resource GP, LLC, (the “Partnership GP”), Penn Virginia GP Holdings, L.P. (“Holdings”), PVG GP, LLC (“Holdings GP”), and PVR Radnor, LLC (“Merger Sub”), a wholly owned subsidiary of the Partnership, entered into an Agreement and Plan of Merger, dated as of September 21, 2010 (the “Merger Agreement”), pursuant to which Holdings and Holdings GP will be merged with and into Merger Sub, with Merger Sub as the surviving entity (the “Merger”). Merger Sub will subsequently be merged with and into Partnership GP, with the Partnership GP being the surviving entity. The Merger Agreement is subject to customary closing conditions including, among other things, (i) the approval by the affirmative vote of the holders of a majority of Partnership common units outstanding and entitled to vote at a special meeting of the holders of the Partnership’s common units and (ii) the approval by the affirmative vote of the holders of a majority of Holdings common units outstanding and entitled to vote at a special meeting of the holders of Holdings common units. Each of the Partnership and Holdings convened its Special Meeting of Unitholders on February 16, 2011.

A special meeting of the Partnership’s unitholders was held on February 16, 2011 (the “Partnership Special Meeting”) at which two matters were voted on and approved by the Partnership’s unitholders. The first matter voted upon was the approval and adoption of the Merger Agreement and the transactions contemplated thereby. The vote tabulation is set forth below:

The second matter voted upon was the approval and adoption of the Fourth Amended and Restated Agreement of Limited Partnership of the Partnership (the “Partnership Agreement”). The vote tabulation is set forth below:

There were no broker non-votes with respect to either matter.

In connection with the Partnership Special Meeting, the Partnership also solicited proxies with respect to any proposal that may be presented to adjourn the Partnership Special Meeting to a later date, if necessary, in the event that there were insufficient votes in favor of any either of the preceding two proposals. The proposal, which was unnecessary in light of the Partnership’s unitholders’ approval and adoption of the Merger Agreement and the Partnership Agreement, was not submitted to the Partnership’s unitholders at the Partnership Special Meeting.

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Holdings has reported that a special meeting of Holdings’ unitholders was held on February 16, 2011 (the “Holdings Special Meeting”), at which Holdings’ unitholders voted on a proposal to adjourn the Holdings Special Meeting to approve the Merger Agreement and transactions contemplated thereby until a later date in order to solicit additional proxies from Holdings unitholders.

The Holdings proposals described in Holdings’ and the Partnership’s joint proxy statement/prospectus dated December 23, 2010 and joint proxy statement/prospectus supplement dated February 3, 2011 were not submitted for a vote of the Holding’s unitholders at the Holdings Special Meeting, and will be voted on at the reconvened Holdings Special Meeting. The Holdings Special Meeting is scheduled to reconvene on March 9, 2011.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: February 22, 2011

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