EXHIBIT 21.1

SUBSIDIARIES

OF

SM ENERGY COMPANY

A. Wholly-owned subsidiaries of SM Energy Company, a Delaware corporation:

1.    SMT Texas LLC, a Colorado limited liability company

3.    Belring GP LLC, a Delaware limited liability company

4.    St. Mary Energy Louisiana LLC, a Delaware limited liability company

5.Hilltop Investments, a Colorado general partnership

6.    Parish Ventures, a Colorado general partnership

7. Green Canyon Offshore LLC, a Delaware limited liability company.

B. Partnership or limited liability company interests held by SM Energy Company:

1. Potato Creek Midstream, LLC, a Pennsylvania limited liability company (70%)

2. 1977 H.B Joint Account, a Colorado general partnership (8%)

3. 1976 H.B Joint Account, a Colorado general partnership (9%)

4. 1974 H.B Joint Account, a Colorado general partnership (4%)

C.Partnership interests held by SMT Texas, LLC:

1. St. Mary Land East Texas LP, a Texas limited partnership (99%) (the remaining 1% interest is held by SM Energy Company)