8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 6, 2012

DENBURY RESOURCES INC.

(Exact name of Registrant as specified in its charter)

Delaware

(State or other jurisdiction of

incorporation or organization)

1-12935  (Commission File Number)	20-0467835 (I.R.S. Employer Identification No.)
5320 Legacy Drive, Plano, Texas	75024
(Address of principal executive offices)	(Zip code)
Registrant's telephone number, including area code:	(972) 673-2000

N/A

(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. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Section 7 – Regulation FD

Item 7.01 – Regulation FD Disclosure

On June 6, 2012, Denbury Resources Inc. issued a press release announcing that it has closed its previously announced acquisition of Thompson Field in Fort Bend County, Texas from a private seller for cash consideration of approximately $360 million, before purchase price adjustments, and updating the Company’s previous estimates of the range of 2012 production quantities.  The purchase was funded with cash received from Denbury’s 2012 non-core property sales and borrowings under its revolving credit facility.

As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 7.01 and in Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing with the Securities and Exchange Commission, except as shall be expressly provided by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01 – Financial Statements and Exhibits

(d)   Exhibits.

The following exhibit is furnished in accordance with the provisions of Item 601 of Regulation S-K:

Exhibit Number	Description
99.1	Denbury Press Release, dated June 6, 2012.

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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 thereunto duly authorized.

	Denbury Resources Inc. (Registrant)
Date: June 8, 2012	By:	/s/ Alan Rhoades
		Alan Rhoades
		Vice President and Chief Accounting Officer

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EX-99.1

Exhibit 99.1

DENBURY ANNOUNCES CLOSING OF GULF COAST ACQUISITION

Increases 2012 Production Estimates

PLANO, TX – June 6, 2012 – Denbury Resources Inc. (NYSE: DNR) ("Denbury" or the "Company") today announced the closing of its previously announced acquisition of Thompson Field in Fort Bend County, Texas for cash consideration of approximately $360 million before purchase price adjustments.  The Company funded the purchase with approximately $213 million of cash received from its property sales earlier this year as part of a like-kind exchange transaction, and the remainder from borrowings under its revolving credit facility.

With the acquisition, Denbury is increasing its most recent 2012 annual production estimates by 1,150 barrels of oil equivalent per day (“BOE/d”).  The increase reflects estimated average production of approximately 2,000 barrels of oil per day from the acquired properties for the remainder of 2012.  The following table summarizes the updated 2012 annual production estimates.  As indicated in its first quarter 2012 earnings press release, the Company estimates tertiary and total production will be in the upper half of their respective estimated ranges.

Operating Area	2012 Estimated Production (BOE/d)
Tertiary (unchanged)	33,000 – 36,000
Bakken (unchanged)	14,350 – 16,350
Other (adjusted for acquisition)	22,000
Total Continuing Production Production Sold (unchanged)     Total Production	69,350 – 74,350 425 69,775 – 74,775

Denbury Resources Inc. is a growing independent oil and natural gas company. The Company is the largest combined oil and natural gas producer in both Mississippi and Montana, owns the largest reserves of CO2 used for tertiary oil recovery east of the Mississippi River, and holds significant operating acreage in the Rocky Mountain and Gulf Coast regions. The Company's goal is to increase the value of acquired properties through a combination of exploitation, drilling and proven engineering extraction practices, with its most significant emphasis relating to tertiary oil recovery operations. For more information about Denbury, please visit www.denbury.com.

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This press release contains forward-looking statements that involve risks and uncertainties including estimated 2012 daily production volumes and other risks and uncertainties detailed in the Company's filings with the Securities and Exchange Commission, including Denbury's most recent reports on Form 10-K and Form 10-Q. These risks and uncertainties are incorporated by this reference as though fully set forth herein. These statements are based on engineering, geological, financial and operating assumptions that management believes are reasonable based on currently available information; however, management's assumptions and the Company's future performance are both subject to a wide range of business risks, and there is no assurance that these goals and projections can or will be met. Actual results may vary materially.

DENBURY CONTACTS:

Phil Rykhoek, President and CEO, 972-673-2000

Mark Allen, Sr. VP and CFO, 972-673-2000

Jack Collins, Executive Director, Investor Relations, 972-673-2028