Exhibit 10.29
                                 PROMISSORY NOTE


$200,000.00                                                        July 21, 2000


         FOR VALUE RECEIVED, the undersigned (hereinafter collectively referred
to as the "Maker"), promises to pay to the order of St. Mary Land &
Exploration Company (hereinafter referred to as the "Holder," which term shall
include any subsequent holder of this Note), at 1776 Lincoln Street, Denver,
Colorado 80203 (or at such other place as the Holder shall designate in
writing), in lawful money of the United States of America, the principal sum of
TWO HUNDRED THOUSAND DOLLARS ($200,000.00), with no interest if paid when due.
This Note shall be due and payable in full on the earlier of:

        (a)   Within 30 days following the date Maker ceases to be employed by
              St. Mary Land & Exploration Company; or

        (b)   July 15, 2005.

         This Note is secured by a Deed of Trust of even date encumbering
property legally described as Lots 28 and 29, Block 10, Iliffs University
Addition, Denver County, Colorado (the "Property").

         At the option of the Holder, the payment of all principal and interest
due in accordance with the terms of this Note will be accelerated, and such
principal and interest shall be immediately due and payable without notice or
demand upon:

        (a)   default in the timely payment of any amount due hereunder or any
              part thereof;

        (b)   breach or violation by the Maker of any agreement or covenant
              contained in any mortgage or deed of trust or any other
              agreement securing, evidencing or relating to the indebtedness
              evidenced by this Note; or

        (c)   Maker's making an assignment for the benefit of creditors or
              admitting in writing any inability to pay its debts as they
              become due or filing a voluntary petition in bankruptcy or
              being adjudicated a bankrupt or insolvent or filing any
              petition or answer seeking any arrangement, composition,
              adjustment, liquidation, dissolution or similar relief to
              which it may be entitled or filing any answer admitting the
              material allegations of any petition filed against it in any
              such proceedings or seeking or consenting to or acquiescing in
              the appointment of any trustee, receiver or liquidator of all
              or a substantial part of its properties or assets.

         Maker represents and warrants that the proceeds of the loan evidenced
by this Note will be used solely for the purchase of the Property, and that the
Property will be a new principal residence of the employee.

         After maturity or after any default by Maker hereunder or after
acceleration, the principal amount outstanding and any and all accrued but
unpaid interest and any and all accrued and unpaid costs and attorneys' fees
shall thereafter bear interest at the rate of 15% per annum.

         No delay or omission on the part of the Holder in exercising any right
hereunder shall operate as a waiver of such right or any other right under this
Note. A waiver on one occasion shall not be construed as a bar to or waiver of
any such right or remedy on any future occasion.

         Maker expressly grants to the Holder the right to release or to agree
not to sue any other person or to suspend the right to enforce this Note against
such other person or to otherwise discharge such person, and Maker agrees that
the exercise of such rights by the Holder will have no effect upon the liability
of any other person primarily or secondarily liable hereunder. Maker waives
presentment, protest, notice of dishonor, diligence in collection, and all duty
or obligation of the Holder, if any, to perfect, protect, retain or enforce any
security for the payment of this Note or to proceed against any collateral
before otherwise enforcing this Note. Maker expressly waives any right to
complain and consents to any and all extensions of time and releases of
collateral, with or without notice, and any and all extensions of time and
releases of collateral will not discharge or affect any party's liability
hereunder.

         This Note may be prepaid at any time without penalty or notice.

         Maker agrees to reimburse the Holder for any and all costs, including
reasonable attorneys' fees, incurred to collect this Note or any installment if
not paid when due, or to enforce any rights under any deed of trust or other
documents relating to the indebtedness evidenced hereby. This Note shall be
governed by and construed in accordance with the laws of the State of Colorado.

         All amounts received hereunder shall be credited first to costs,
expenses and attorneys' fees; second to interest; and third to principal.




                                                /S/  ROBERT T. HANLEY
                                                --------------------------------
                                                Robert T. Hanley

                                       2







                                  July 21, 2000



St. Mary Land & Exploration Company
1776 Lincoln Street
Denver, CO 80203

          Re:      Relocation loan

Ladies and Gentlemen;

         This letter will confirm the terms upon which St. Mary Land and
Exploration Company (the "Company") is making a $200,000 loan to me for the
purchase of a residence at 2483 South Clayton Street, Denver, Colorado (the
"Property") as a part of my relocation to Colorado.

         This letter will confirm the following:

          1.  The loan is being made to me on a non-transferable basis and is
              conditioned upon my continuing to be employed by the Company and
              my future performance of substantial services to the Company;

          2.  I certify that I expect itemized deductions for each year the loan
              is to be outstanding; and

          3.  The proceeds of the loan will be used only to purchase the
              Property, and the Property will be my new principal residence.

         I understand the Company is relying upon the terms of this letter in
making the loan to me.


                                                     Sincerely,


                                                     /S/  ROBERT . HANLEY
                                                     Robert T. Hanley