8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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)
                      January 23, 2004 (January 22, 2004)

                       St. Mary Land & Exploration Company
             (Exact name of registrant as specified in its charter)

          Delaware                   001-31539                  41-0518430
(State or other jurisdiction        (Commission               (I.R.S Employer
      of incorporation)             File Number)             Identification No.)


             1776 Lincoln Street, Suite 700, Denver, Colorado 80203
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (303) 861-8140


                                 Not applicable
         (Former name or former address, if changed since last report.)






Item 7.  Financial Statements and Exhibits.

         (c) Exhibits.

             The following exhibit is furnished as part of this report:

             Exhibit 99.1  Press release of St. Mary Land & Exploration
                           Company dated January 22, 2004

Item 12.  Results of Operations and Financial Condition.

On January 22,  2004,  St. Mary Land &  Exploration  Company  issued a press
release announcing its 2004 capital expenditures budget,  year-end 2003 reserves
and an update on its operations for the fourth quarter and full year of 2003. As
indicated  in the press  release,  the  Company  has  scheduled  a related  2003
year-end  results  teleconference  call for February 27, 2004, at 8:00 AM (MST).
This press release is attached hereto as Exhibit 99.1.










                                                    SIGNATURES

        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.


                                         ST. MARY LAND & EXPLORATION COMPANY


Date:  January 23, 2004                  By: /S/ DAVID W. HONEYFIELD
                                             -----------------------
                                             David W. Honeyfield
                                             Vice President - Finance,
                                             Treasurer and Secretary

EX-99.1

                                                               Exhibit 99.1


                                                             For Information
                                                             ---------------
                                                             Mark A. Hellerstein
                                                             Robert T. Hanley
                                                             303-861-8140

FOR IMMEDIATE RELEASE

ST. MARY ANNOUNCES 2004 CAPITAL  EXPENDITURES BUDGET, YEAR END 2003 RESERVES AND
                           PROVIDES OPERATIONS UPDATE

DENVER, January 22, 2004 - St. Mary Land & Exploration Company (NYSE: SM)
announced today that its estimated proved oil and gas reserves as of December
31, 2003 increased 21% to 594 BCFE, 89% which are proved developed, from 491
BCFE as of year-end 2002.

St. Mary also announced that its capital expenditures budget for 2004 is $273
million. The 2004 budget represents a 16% increase from the $235 million
forecasted capital expenditures for 2003. The budget includes $173 million for
exploration and development, which is a 9% increase over the estimated $158
million spent for exploration and development in 2003. The Company is budgeting
$100 million for property acquisitions in 2004. Approximately 34% of the
exploration and development budget is being allocated to the Mid-Continent
region, 30% to the Rockies region (including the Williston Basin), 12% to the
ArkLaTex region, 11% to the Gulf Coast and Gulf of Mexico region, 6% to the
Permian Basin and 7% to coalbed methane projects. The amount and allocation of
actual capital expenditures in 2004 will depend upon a number of factors,
including the impact of oil and gas prices and the availability of attractive
acquisition opportunities.

The Company updated its forecast for the fourth quarter and full year of 2003 as
follows:

                                             4th Quarter             Year
                                             -----------             ----
   Production                             19.1 - 19.3 BCFE     76.9 - 77.1 BCFE
   Lease operating expenses,
      including production taxes and
      transportation                     $1.04 - $1.09/MCFE   $1.15 - $1.20/MCFE
   General and administrative exp.       $0.38 - $0.42/MCFE   $0.31 - $0.35/MCFE
   Depreciation, depletion & amort.  $1.10 - $1.15/MCFE   $1.05 - $1.10/MCFE

General and administrative expenses are above previous Company forecasts
primarily due to the increased cost of incentive-based compensation plans during
a year when the Company's net asset value has increased significantly as the
result of low cost reserve additions. The Company's performance-based
compensation is impacted by the 21% growth in proved reserves and the 40%
increase in production achieved in 2003.



The Company's forecast for the first quarter and the full year of 2004 is as
follows:

                                             1st Quarter             Year
                                             -----------             ----
   Production                               18 - 20 BCFE          78 - 82 BCFE
   Lease operating expenses,
      including production taxes and
      transportation                     $1.15 - $1.25/MCFE   $1.15 - $1.25/MCFE
   General and administrative exp.       $0.35 - $0.40/MCFE   $0.32 - $0.37/MCFE
   Depreciation, depletion & amort.  $1.05 - $1.10/MCFE   $1.10 - $1.20/MCFE

                    2003 EXPLORATION AND DEVELOPMENT PROGRAM

During the fourth quarter of 2003, St. Mary participated in the drilling of 66
wells, of which 55 were completed as producers (83% success rate). For the year
2003, the Company completed 156 wells as producers out of the 181 total wells
drilled for an 86% success rate. At year end St. Mary was completing 24 wells
and 11 wells were drilling. The Company also participated in the recompletion of
88 wells in 2003, of which 61 were successful.

Mid-Continent
- -------------
In the Mid-Continent region there were 77 wells drilled with 69 successful
completions and 8 dry holes during 2003. Fifteen wells were being completed and
9 wells were drilling at year-end. Completed wells in NE Mayfield during the
fourth quarter include the Molly C 1-35 (46%) completed at an initial rate of
4,200 MCFED and the Kathy 1-1 (54%) completed at 6,300 MCFED. In the Vanzant
field the Mary V.2-6 (97%) was completed at 1,200 MCFED and the Homer Glen 2-5
(78%) was completed at a rate of 1,200 MCFED.

ArkLaTex
- --------
In the ArkLaTex region, 31 wells were drilled during 2003 with 25 successful
completions and 6 dry holes. Wells completed during the fourth quarter include
the USA No. 5-H (81%) in the Huxley field at an initial rate of 3,000 MCFED, the
Peacock #2 (100%) in the Spider field completed at 2,600 MCFED and the Joe Burns
#1 (53%) in the Arcadia West field completed at 2,400 MCFED.

Rockies
- -------
Forty-two wells were drilled in the Rocky Mountain region during 2003.
Thirty-eight were successfully completed and 4 wells were plugged and abandoned.
During the fourth quarter the Steinbeisser 7-2 (83%) in the Ridgelawn field was
completed at an initial rate of 320 BOPD and 1,000 MCFD. In the Spring Lake
field the Strand 22-27H (100%) was recompleted in the Bakken formation at a rate
of 340 BOPD and a second lateral of the Vaira 2-35 was drilled in the Bakken and
tested at 430 BOPD and 200 MCFD.

St. Mary is scheduled to release its year-end 2003 earnings after the close of
trading on the NYSE on February 26, 2004. The teleconference call to discuss
year-end results is scheduled for Friday, February 27, 2004 at 8:00 am (MST).
The call participation number is 888-424-5231. A digital recording of the
conference call will be available two hours after the completion of the call, 24
hours per day through March 12 at 800-642-1687, conference number 4951539.
International participants can dial 706-634-6088 to take part in the conference
call and can access a replay of the call at 706-645-9291, conference number
4951539. In addition, the call will be broadcast live online and can be accessed
by going directly to St. Mary's web site home page at www.stmaryland.com. An
                                                      ------------------
audio recording of the conference call will be available at that site through
March 12.

                                       2


This release contains forward looking statements within the meaning of
securities laws, including budgets, forecasts and projections for future
periods. The words "will," "believe," "anticipate," "intend," "estimate,"
"budget," "forecast" and "expect" and similar expressions are intended to
identify forward looking statements. These statements involve known and unknown
risks, which may cause St. Mary's actual results to differ materially from
results expressed or implied by the forward looking statements. These risks
include such factors as the volatility and level of oil and natural gas prices,
unexpected drilling conditions and results, production rates and reserve
replacement, reserve estimates, drilling and operating service availability and
uncertainties in cash flow, the financial strength of hedge contract
counterparties, the availability of attractive exploration and development and
property acquisition opportunities and any necessary financing, expected
acquisition benefits, competition, litigation, environmental matters, the
potential impact of government regulations, and other such matters discussed in
the "Risk Factors" section of St. Mary's 2002 Annual Report on Form 10-K filed
with the SEC. Although St. Mary may from time to time voluntarily update its
prior forward looking statements, it disclaims any commitment to do so except as
required by securities laws.

                                    PR-04-01