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)

March 7, 2012 (March 2, 2012)

SM Energy 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.)

1775 Sherman Street, Suite 1200, Denver, Colorado (Address of principal executive offices) 80203 (Zip Code)

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

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.):

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01Regulation FD Disclosure.

In accordance with General Instruction B.2. of Form 8-K, the following information, including Exhibits 99.1, 99.2, 99.3, 99.4, 99.5, and 99.6 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such information and Exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

On March 2, 2012, SM Energy Company (the “Company”) issued a press release announcing the Company's participation in upcoming investor events. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference herein.

On March 5, 2012, the Company issued a press release announcing that the Company had extended, until 5:00 p.m. New York City time on March 5, 2012, its offer to exchange $350 million of its 6 1/2% Senior Notes due 2021, which have been registered under the Securities Act of 1933, for $350 million of its outstanding 6 1/2% Senior Notes due 2021, which were issued on November 8, 2011, in a private placement (the “Exchange Offer”). A copy of the press release is furnished as Exhibit 99.2 to this report and incorporated by reference herein.

Additionally, on March 5, 2012, the Company issued a press release announcing that the Company had notified holders of its 3.50% Senior Convertible Notes due 2027 (the “ConvertibleNotes”) of their right, pursuant to the terms of the indenture governing the Convertible Notes, to require the Company to repurchase all or a portion of their Convertible Notes.  A copy of the press release is furnished as Exhibit 99.3 to this report and incorporated by reference herein.

Additionally, on March 5, 2012, the Company issued a press release announcing a new executive appointment. A copy of the press release is furnished as Exhibit 99.4 to this report and incorporated by reference herein.

On March 6, 2012, the Company issued a press release announcing that the Company had extended the Exchange Offer, until 5:00 p.m. New York City time on March 6, 2012. A copy of the press release is furnished as Exhibit 99.5 to this report and incorporated by reference herein.

On March 7, 2012, the Company issued a press release announcing that it had closed the Exchange Offer. A copy of the press release is furnished as Exhibit 99.6 to this report and is incorporated by reference herein.

Item 9.01Financial Statements and Exhibits.

(d)	Exhibits.	The following exhibits are furnished as part of this report:
	Exhibit 99.1	Press release of the Company dated March 2, 2012, entitled SM Energy Announces Participation in Upcoming Investor Conferences
	Exhibit 99.2	Press release of the Company dated March 5, 2012, entitled SM Energy Announces Extension of Exchange Offer for Its 6 ½% Senior Notes
	Exhibit 99.3	Press release of the Company dated March 5, 2012, entitled SM Energy Announces Put Option Notification for 3.50% Senior Convertible Notes Due 2027
	Exhibit 99.4	Press release of the Company dated March 5, 2012, entitled SM Energy Announces Executive Appointment
	Exhibit 99.5	Press release of the Company dated March 6, 2012, entitled SM Energy Announces Additional Extension of Exchange Offer for Its 6 ½% Senior Notes
	Exhibit 99.6	Press release of the Company dated March 7, 2012, entitled SM Energy Announces Closing of Exchange Offer for Its 6 ½% Senior Notes

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.

			SM ENERGY COMPANY
Date:	March 7, 2012	By:	/s/ KELLY E. COLLINS
			Kelly E. Collins
			Director of Financial Reporting & Assistant Corporate Secretary

EX-99.1

Exhibit 99.1

For Information

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES PARTICIPATION

IN UPCOMING INVESTOR CONFERENCES

DENVER, CO March 2, 2012 - SM Energy Company (NYSE: SM) today announces that the Company will be participating in the following upcoming investor events:

• March 7, 2012 - Raymond James 33rd Annual Institutional Investors Conference. Jay Ottoson, Executive Vice President and COO, will present at 11:00 AM Eastern Time.

• March 26, 2012 - Howard Weil 40th Annual Energy Conference. Tony Best, President and CEO, will present at 2:30 PM Central Time.

SM Energy's presentation materials for these respective events will be available the day of the event at the Company's website at www.sm-energy.com. A link to the Raymond James webcast of the Company's presentation will also be available on the Company's website for 15 days after the date of the presentation.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at www.sm-energy.com.

EX-99.2

Exhibit 99.2

For information

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES EXTENSION

OF EXCHANGE OFFER FOR ITS 6 1/2% SENIOR NOTES

DENVER, CO- March 5, 2012- SM Energy Company (NYSE:SM) (the “Company”) today announces that it will extend its offer to exchange $350 million of its 6 1/2% Senior Notes due 2021, which have been registered under the Securities Act of 1933 (the "Exchange Notes"), in exchange for $350 million of its outstanding 6 1/2% Senior Notes due 2021, which were issued on November 8, 2011, in a private placement (the "Original Notes"). All other terms of the exchange offer, as described in the prospectus dated February 2, 2012, remain unchanged.

The exchange offer will now expire at 5:00 p.m. New York City time on March 5, 2012, unless further extended by the Company. The Company has been advised by its exchange agent that, as of March 2, 2012 at 5:00 p.m. New York City time, $349,095,000 in aggregate principal amount of the Original Notes had been validly tendered in exchange for an equal amount of Exchange Notes. The exchange offer is being extended in order to provide holders of the Original Notes, who have not yet tendered their notes for exchange, additional time to do so.

This press release is not an offer to buy or sell or the solicitation of an offer to buy or sell any of the securities described herein, nor shall there be any offer, solicitation or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. A registration statement on Form S-4 relating to the exchange offer was declared effective by the Securities and Exchange Commission on January 31, 2012. The exchange offer was made only pursuant to the exchange offer documents that were distributed to holders of the Original Notes, including the prospectus dated February 2, 2012, and the related letter of transmittal.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at www.sm-energy.com. 

EX-99.3

Exhibit 99.3

For Information:

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES PUT OPTION NOTIFICATION FOR

3.50% SENIOR CONVERTIBLE NOTES DUE 2027

DENVER, CO - March 5, 2012 - SM Energy Company (NYSE: SM) (the “Company”) today announced that it is notifying holders of its 3.50% Senior Convertible Notes due 2027 (the “Notes”) that the holders have the right, pursuant to the terms of the indenture governing the Notes, to require the Company to repurchase all or a portion of their Notes (the “Put Right”). The Company has elected to repurchase any Notes for which holders properly exercise their Put Right for cash. The Put Right expires at 5:00 p.m., New York City time, on Friday, March 30, 2012.

As required by rules of the United States Securities and Exchange Commission, the Company will file a Tender Offer Statement on Schedule TO today. In addition, documents specifying the terms, conditions and procedures for exercising the Put Right will be available through the Depository Trust Company and the paying agent, which is Wells Fargo Bank, N.A. None of the Company, its board of directors, or its employees has made or is making any representation or recommendation to any holder as to whether to exercise or refrain from exercising the Put Right. The Put Right entitles each holder of the Notes to require the Company to repurchase all or a part of such holder's Notes in principal amounts equal to $1,000 or integral multiples of $1,000. The purchase price for such Notes will be equal to 100% of the principal amount of the Notes, plus any accrued and unpaid interest up to, but not including April 1, 2012 (the “Repurchase Date”), upon the terms and subject to the conditions set forth in the Notes and the indenture governing the Notes. The Repurchase Date is an interest payment date under the terms of the Notes. Accordingly, on April 2, 2012, the business day immediately following the Repurchase Date, the Company will pay accrued and unpaid interest on all of the Notes through March 31, 2012, to all holders who were holders of record on March 15, 2012, regardless of whether the Put Right is exercised with respect to such Notes.On the Repurchase Date, there will be no accrued and unpaid interest on the Notes. As of March 2, 2012, there was $287,500,000 in aggregate principal amount of the Notes outstanding. If all outstanding Notes are surrendered for repurchase pursuant to the Put Option, the aggregate cash purchase price will be $287,500,000. The Company intends to use available cash to fund the purchase of any Notes with respect to which a holder has validly exercised the Put Right.

The Notes will be convertible, in certain circumstances, into shares of the Company's common stock, or, at the Company's election into cash or a combination of cash and shares. Any conversion into shares of the Company's common stock will be based on an initial conversion rate of 18.3757 shares of the Company's common stock per $1,000 principal amount of Notes. On February 29, 2012, the closing sales price of the Company's common stock was $78.72 per share.

The opportunity for holders of the Notes to exercise the Put Right commences today, March 5, 2012, and will terminate at 5:00 p.m. New York City time, on March 30, 2012. In order to exercise the Put Right, a holder must follow the transmittal procedures set forth in the Company's Put Right Notice to holders (the “Put Right Notice”), which is available through the Depository Trust Company and Wells Fargo Bank, N.A. Holders may withdraw any previously tendered Notes pursuant to the terms of the Put Right at any time prior to 5:00 p.m. New York City time, on March 30, 2012 or as otherwise provided by applicable law.

This press release is for information only and is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities of SM Energy Company. The offer to purchase the Notes will be only pursuant to, and the Notes may be tendered only in accordance with the Company's Put Right Notice dated March 5, 2012 and related documents. Holders of Notes may request the Company's Put Right Notice from the paying agent, Wells Fargo Bank, N.A.

By Registered & Certified Mail:	By Regular Mail & Overnight Courier:	By Telephone:
WELLS FARGO BANK, N.A. Corporate Trust Operations MAC N9303-121 PO Box 1517 Minneapolis, MN 55480	WELLS FARGO BANK, N.A. Corporate Trust Operations MAC N9303-121 Sixth & Marquette Avenue Minneapolis, MN 55479	(800) 344-5128

HOLDERS OF NOTES AND OTHER INTERESTED PARTIES ARE URGED TO READ THE COMPANY'S SCHEDULE TO, PUT RIGHT NOTICE AND OTHER RELEVANT DOCUMENTS FILED WITH THE UNITED STATED SECURITIES AND EXCHANGE COMMISSION (“SEC”) WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT SM ENERGY COMPANY AND THE PUT RIGHT.

Materials filed with the SEC will be available electronically without charge at the SEC's website, www.sec.gov. Documents filed with the SEC may also be obtained without charge at SM Energy's website, www.sm-energy.com.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at www.sm-energy.com.

EX-99.4

Exhibit 99.4

For Information

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES EXECUTIVE APPOINTMENT

DENVER, CO - March 5, 2012 - SM Energy Company (NYSE: SM) today announces that it has appointed Herbert S. Vogel as Senior Vice President -- Portfolio Development and Technical Services, effective as of March 12, 2012. In this role, Mr. Vogel will be responsible for the coordination of SM Energy's company-wide new venture activities and management of the corporate exploration, engineering, marketing and business development functions.

Tony Best, President and CEO, commented, “I am proud to have an executive of Herb's caliber joining SM Energy. His extensive background in the development of new ventures will benefit the Company as we seek to grow and develop our project inventory."

Mr. Vogel has 28 years of experience in the oil and gas business and will be joining the Company after his recent retirement from BP where he most recently served as the President of BP Energy Co., North American Gas & Power. Mr. Vogel started his career as a reservoir engineer with ARCO Alaska, Inc., and progressed through a series of positions of increasing responsibility in engineering, operations management, new ventures development, and business unit management. Mr. Vogel received his B.S. in Mechanical Engineering from the University of Colorado in 1982 and his M.S. in Mechanical Engineering from the University of Texas at Austin in 1984.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at www.sm-energy.com.

EX-99.5

Exhibit 99.5

FOR INFORMATION

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES ADDITIONAL EXTENSION

OF EXCHANGE OFFER FOR ITS 6 1/2% SENIOR NOTES

DENVER, CO - March 6, 2012- SM Energy Company (NYSE:SM) (the “Company”) today announces that it will extend its offer to exchange $350 million of its 6 1/2% Senior Notes due 2021, which have been registered under the Securities Act of 1933 (the "Exchange Notes"), in exchange for $350 million of its outstanding 6 1/2% Senior Notes due 2021, which were issued on November 8, 2011, in a private placement (the "Original Notes"). All other terms of the exchange offer, as described in the prospectus dated February 2, 2012, remain unchanged.

The exchange offer will now expire at 5:00 p.m. New York City time on March 6, 2012, unless further extended by the Company. The Company has been advised by its exchange agent that, as of March 5, 2012 at 5:00 p.m. New York City time, $349,095,000 in aggregate principal amount of the Original Notes had been validly tendered in exchange for an equal amount of Exchange Notes. The exchange offer is being extended in order to provide holders of the Original Notes, who have not yet tendered their notes for exchange, additional time to do so.

This press release is not an offer to buy or sell or the solicitation of an offer to buy or sell any of the securities described herein, nor shall there be any offer, solicitation or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. A registration statement on Form S-4 relating to the exchange offer was declared effective by the Securities and Exchange Commission on January 31, 2012. The exchange offer was made only pursuant to the exchange offer documents that were distributed to holders of the Original Notes, including the prospectus dated February 2, 2012, and the related letter of transmittal.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at www.sm-energy.com. 

EX-99.6

Exhibit 99.6

FOR INFORMATION

James R. Edwards

303-837-2444

FOR IMMEDIATE RELEASE

SM ENERGY ANNOUNCES CLOSING

OF EXCHANGE OFFER FOR ITS 6 1/2% SENIOR NOTES

DENVER, CO March 7, 2012 - SM Energy Company (NYSE:SM) today announces the closing of its offer to exchange $350 million of its 6 1/2% Senior Notes due 2021, which have been registered under the Securities Act of 1933 (the "Exchange Notes"), for $350 million of its outstanding 6 1/2% Senior Notes due 2021, which were issued on November 8, 2011, in a private placement (the "Original Notes").

The exchange offer expired at 5:00 p.m. New York City time on March 6, 2012 with $349,095,000 in aggregate principal amount of the Original Notes having been validly tendered in exchange for an equal amount of Exchange Notes.

This press release is not an offer to buy or sell or the solicitation of an offer to buy or sell any of the securities described herein, nor shall there be any offer, solicitation or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. A registration statement on Form S-4 relating to the exchange offer was declared effective by the Securities and Exchange Commission on January 31, 2012. The exchange offer was made only pursuant to the exchange offer documents that were distributed to holders of the Original Notes, including the prospectus dated February 2, 2012 and the related letter of transmittal.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in onshore North America. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit its website at

www.sm-energy.com.