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 20, 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 5 – Corporate Governance and Management

Item 5.02(c) – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On June 22, 2012, Denbury Resources Inc. (the “Company” or “Denbury”) announced that on June 20, 2012, the Board of Directors (the "Board") promoted Craig McPherson, currently Senior Vice President – Production Operations, to Senior Vice President and Chief Operating Officer and Charlie Gibson, currently Vice President – West Region, to Senior Vice President – Planning, Technology and Business Development, with both appointments effective July 1, 2012.

Mr. McPherson, 53, has over 30 years of experience in the oil and natural gas industry.  Prior to joining the Company in May 2011, he was employed for 30 years with ConocoPhillips in a variety of managerial and technical roles, most recently as General Manager – Gulf Coast Business Unit, where he directed ConocoPhillips’ technical, operational and business activities in the Gulf Coast region of the United States.  He previously held managerial roles with ConocoPhillips in the United States, Canada, Middle East and Russia.  Mr. McPherson earned his B.S. in Mechanical Engineering from Oklahoma State University.

In conjunction with his promotion, on July 1, 2012 Mr. McPherson will be granted restricted stock valued at $500,000, which will vest ratably over a three-year period, with the number of shares of restricted stock to be determined based upon the closing price of Denbury common stock on Friday, June 29, 2012.  Also effective July 1, 2012, Mr. McPherson’s base salary will increase to $450,000 from $423,280 and it is expected (subject to the year-end annual review and determination of compensation by the Compensation Committee of the Board) that his target annual rate of total compensation for 2013 will be approximately $3.175 million as compared to approximately $2.615 million previously.

Mr. Gibson joined the Company in September 2002, bringing more than 20 years of experience in the oil and natural gas industry.  Since joining the Company, he has been appointed to roles of increasing responsibility and was named Vice President – West Region in early 2008.  Mr. Gibson, 53, is a registered Professional Engineer who was previously employed as a manager with Coho Resources for six years and employed by Sun/Oryx for 14 years in various reservoir and production engineering positions.  He earned his B.S. in Petroleum Engineering from Louisiana State University.

Messrs. McPherson and Gibson have been officers of the Company since 2011 and 2008, respectively.

A copy of the press release regarding these appointments is filed as Exhibit 99.1 hereto.

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 22, 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 26, 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 EXECUTIVE APPOINTMENTS

Announces Conference Presentation and Second Quarter Results Conference Call

PLANO, TX – June 22, 2012 – Denbury Resources Inc. (NYSE: DNR) ("Denbury" or the "Company") today announced that Craig McPherson, formerly Senior Vice President – Production Operations, has been appointed Senior Vice President and Chief Operating Officer. In his new role, McPherson will assume oversight for all operational aspects of the Company.

In addition, Charlie Gibson, formerly Vice President – West Region, has been appointed Senior Vice President – Planning, Technology and Business Development and Matt Elmer will be joining Denbury to assume Gibson’s former role.

Phil Rykhoek, Denbury’s President and CEO, said, "These well-deserved promotions further strengthen our senior executive team and recognize the significant contributions of Craig and Charlie to Denbury’s success. Both have demonstrated tremendous leadership and their promotions provide the structure to execute the continued expansion of our carbon dioxide enhanced oil recovery strategy. Also, we welcome Matt Elmer to Denbury and are very pleased to have such a strong, experienced manager join our leadership team.”

McPherson has over 30 years of experience in the oil and natural gas industry. Prior to joining Denbury in May 2011, he was employed for 30 years with ConocoPhillips in a variety of managerial and technical roles, most recently as General Manager – Gulf Coast Business Unit, where he directed ConocoPhillips’ technical, operational and business activities in the Gulf Coast region of the United States. He previously held managerial roles in the United States, Canada, Middle East and Russia. McPherson earned his B.S. in Mechanical Engineering from Oklahoma State University.

Gibson joined Denbury in September 2002, bringing to the Company more than 20 years of experience in the oil and natural gas industry. Since joining Denbury, Gibson has been appointed to roles of increasing responsibility and was named Vice President – West Region in early 2008. Gibson is a registered Professional Engineer who was previously employed as a manager with Coho Resources for six years and employed by Sun/Oryx for 14 years in various reservoir and production engineering positions. Gibson earned his B.S. in Petroleum Engineering from Louisiana State University.

Elmer has over 30 years of experience in the oil and natural gas industry. He will be joining Denbury from ConocoPhillips where he held a variety of leadership roles, most recently as the Operations Manager for the San Juan Business Unit. Elmer previously held managerial roles in Alaska, South Texas, the Permian Basin and the Gulf of Mexico. He also had managerial roles in Research & Development for both ConocoPhillips and Dupont. Elmer earned his B.S. in Petroleum Engineering from Marietta College.

Conference Presentation and Second Quarter 2012 Earnings Conference Call

Denbury also announced that Phil Rykhoek will be presenting at Global HunterSecurities (GHS) 100 Energy Conference on Tuesday, June 26, 2012 at 3:00 P.M. (Pacific) inSan Francisco. A link to the webcast presentation will be available at www.denbury.com. Thereplay and slide presentation will be available on the website for approximately 30 daysthereafter.

In addition, Denbury has scheduled its second quarter 2012 results conference call forThursday, August 2, 2012 at 10:00 A.M. (Central). Interested parties are invited to listen to alive broadcast of the conference call that will be accessible through the Company’s website atwww.denbury.com. A replay will be available on the website for approximately 90 daysthereafter.

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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DENBURY CONTACTS:

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

Mark Allen, Sr. Vice President and CFO, 972-673-2000

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