On February 25, 2009, the Compensation and Benefits Committee (the "C&B Committee") of the Board of Directors of Penn Virginia Corporation (the "Company"), with the assistance of the Compensation and Benefits Committee of the Board of Directors of PVG GP, LLC (the "PVG GP"), which is the general partner of Penn Virginia GP Holdings, L.P. ("PVG") and an indirect wholly owned subsidiary of the Company, and the Compensation and Benefits Committee of the Board of Directors of Penn Virginia Resource GP, LLC (the "PVR GP"), which is the general partner of Penn Virginia Resource Partners, L.P. ("PVR") and a direct wholly owned subsidiary of PVG, determined that cash bonuses and long-term compensation payable to executive officers of the Company in 2009 relating to their performance in 2008 on behalf of the Company, PVR and PVG are as follows:

                                                                             Long-Term
Name and Principal Position                       Cash Bonus ($)          Compensation ($)
A. James Dearlove                                        495,000 (1)             2,000,000 (1)(2)
President and Chief Executive Officer
Frank A. Pici                                            210,000 (1)               550,000 (1)(2)
Executive Vice President and Chief Financial
Officer
H. Baird Whitehead                                       325,000 (2)             1,025,000 (2)
Executive Vice President and Chief Operating
Officer
Nancy M. Snyder                                          235,000 (1)               850,000 (1)(2)
Executive Vice President, Chief
Administrative Officer, General Counsel and
Corporate Secretary
Keith D. Horton                                          160,000 (2)               420,000 (2)
Co-President and Chief Operating
Officer-Coal of the PVR GP

(1) Messrs. Dearlove and Pici and Ms. Snyder (the "Shared Executives") devoted professional time to the Company, PVR and PVG in 2008. The bonuses and long-term compensation reflected in the chart above include not only amounts payable by the Company to the Shared Executives in consideration for services rendered to the Company, but also amounts payable or reimbursable by PVR and PVG in consideration for services rendered to PVR and PVG. Mr. Dearlove, Mr. Pici and Ms. Snyder devoted approximately 40%, 33% and 35% of his or her professional time to PVR in 2008 and, accordingly, PVR will be responsible for reimbursing the Company for 40%, 33% and 35% of Mr. Dearlove's, Mr. Pici's and Ms. Snyder's 2008-related bonus and long-term compensation. Mr. Dearlove, Mr. Pici and Ms. Snyder devoted approximately 5%, 9% and 4% of his or her professional time to PVG in 2008 and, accordingly, PVG will be responsible for reimbursing the Company for 5%, 9% and 4% of Mr. Dearlove's, Mr. Pici's and Ms. Snyder's 2008-related bonus and long-term compensation.

(2) Long-term compensation awards are expressed in dollar values, and the Company and PVR pay those awards in the form of options to purchase Company stock, restricted Company stock units and phantom PVR units under the Company's Sixth Amended and Restated 1999 Employee Stock Incentive Plan and the PVR GP's Fifth Amended and Restated Long-Term Incentive Plan. The actual numbers of restricted Company stock units and phantom PVR units awarded are based on the New York Stock Exchange closing prices of the Company's common stock and PVR's common units on the dates of grant. The actual number of Company stock options awarded is based on a weighted-average value of all options granted to all classes of the Company's employees on the date of grant using the Black-Scholes-Merton option-pricing formula. The Shared Executives will have their long-term compensation awards split between awards of Company stock options or restricted Company stock units, on the one hand, and phantom PVR units, on the other hand. For each Shared Executive, the ratio of the split between Company-related long-

On the same day, the C&B Committee, with the assistance of the Compensation and Benefits Committee of the Board of Directors of the PVG GP and the Compensation and Benefits Committee of the Board of Directors of the PVR GP, determined that base salaries payable to executive officers of the Company in 2009 would be maintained at 2008 levels. The 2009 salaries are as follows:

Name and Principal Position                                        2009 Salary ($)
A. James Dearlove                                                          450,000 (1)
President and Chief Executive Officer
Frank A. Pici                                                              275,000 (1)
Executive Vice President and Chief Financial Officer
H. Baird Whitehead                                                         325,000 (2)
Executive Vice President and Chief Operating Officer
Nancy M. Snyder                                                            265,000 (1)
Executive Vice President, Chief Administrative Officer,
General Counsel and Corporate Secretary
Keith D. Horton                                                            280,000 (3)
Co-President and Chief Operating Officer-Coal of the PVR
GP

(1) Reflects the total salaries payable to Messrs. Dearlove and Pici and Ms. Snyder in 2009. It is expected that Messrs. Dearlove and Pici and Ms. Snyder will devote some portion of their professional time to each of the Company, PVR and PVG in 2009. PVR and PVG are responsible for reimbursing the Company for that portion of each such executive officer's salary related to the services he or she performs for PVR and PVG in 2009.

(2) Because Mr. Whitehead devotes all of his professional time to the Company, the Company will be responsible for paying all of Mr. Whitehead's 2009 salary.

(3) Because Mr. Horton devotes all of his professional time to PVR, PVR will be responsible for paying all of Mr. Horton's 2009 salary.