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): April 7, 2009

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.)

5100 Tennyson Parkway
Suite 1200
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 1 — Registrant’s Business and Operations

Item 2.02. Results of operations and Financial Condition.

On April 7, 2009, the Company issued a press release announcing that it would be hosting three identical conferences for analysts and asset managers in Dallas, New York and Boston. In this announcement, the Company also provided a preliminary estimate of its first quarter 2009 oil production volumes from its tertiary operations and reported that its estimates of tertiary oil production and total oil and gas production for the first quarter of 2009 were expected to be in line with the Company’s prior estimates. The text of the April 7, 2009 press release is attached hereto as Exhibit 99.1

Section 7—Regulation FD

Item 7.01 Regulation FD Disclosure.

On April 7, 2009, in conjunction with the above referenced conference calls for analysts and asset managers, the Company posted slides on its website (www.denbury.com) containing updated operational and financial data, including updated information on contracts to purchase anthropogenic carbon dioxide (CO₂) from proposed plants to be built, contingent on those plants being constructed. Also, as previously detailed in its press releases dated March 13 and March 26, 2009, the slides contain updated information on the Company’s hedging positions covering 2010 and 2011.

The statements and data contained in this Current Report on Form 8-K and in documents, slides and data referenced in this Report that are not historical facts are forward-looking statements that involve a number of risks and uncertainties. Such statements may relate to, among other things, capital expenditures, drilling activity, development activities, production efforts and volumes, net asset values, proved reserves, potential reserves and anticipated production growth rate in the Company’s CO₂ models, 2009 production and expenditure estimates, including estimated tertiary production levels, availability and cost of equipment and services, and other enumerated reserve potential. These forward-looking statements are generally accompanied by words such as “estimated,” “projected,” “potential,” “anticipated,” “forecasted” or other words that convey the uncertainty of future events or outcomes. These statements are based on management’s current plans and assumptions and are subject to a number of risks and uncertainties as further outlined in the Company’s most recent Forms 10-K and 10-Q. Therefore, actual results may differ materially from expectations, estimates or assumptions expressed in or implied by any forward-looking statement made by or on behalf of the Company.

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 of Exhibit
	99.1	Denbury press release, dated April 7, 2009, “Denbury Resources Inc. Announces Conferences Provides Operational Update.”

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: April 9, 2009	By:	/s/ Phil Rykhoek
		Phil Rykhoek
		Senior Vice President & Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number		Description of Exhibit
	99.1	Denbury press release, dated April 7, 2009, “Denbury Resources Inc. Announces Conferences Provides Operational Update.”

EX-99.1

Exhibit 99.1

DENBURY RESOURCES INC.
P R E S S R E L E A S E

Denbury Resources Hosts Conferences
Provides Operational Update

News Release
Released at 7:30 AM CDT

     DALLAS — April 7, 2009 — Denbury Resources Inc. (NYSE symbol: DNR), announced today that the Company will be hosting three identical conferences for analysts and asset managers, with the first being held today in Dallas at 2:00 PM, the second in New York on April 14^th and the final conference in Boston on April 15^th. Several of the Company’s senior management will present and provide operational and financial updates. The Dallas presentations will be webcast today from approximately 2:00 p.m. CDT to approximately 4:00 p.m. CDT, available from Denbury’s website at www.denbury.com and also available for replay for approximately 30 days following the conference. The slide presentation that will be used at the conferences is also available on Denbury’s website and includes updated operational and comparative financial data, updated information about anthropogenic sources of CO₂, and an in-depth review of the Company’s significant properties. To date, over 100 analysts and selected asset managers have signed up for the conferences. Registration is ongoing. For additional information, please contact Laurie Burkes at 972-673-2166 or laurie@denbury.com.

     Based on preliminary production reports, the Company estimates that its first quarter 2009 oil production from tertiary operations averaged approximately 22,583 Bbls/d, a 3% sequential increase over the 21,874 Bbls/d of tertiary production in the fourth quarter of 2008 and a 32% increase over the 17,156 Bbls/d of such production during the first quarter of 2008. The Company’s estimated first quarter 2009 tertiary production is generally in-line with the Company’s annual average tertiary production forecast of 24,500 Bbls/d, and while the Company’s total production numbers for the first quarter are not yet available, they too are expected to be in-line with the Company’s prior estimates. During the first quarter of 2009, the Company had initial production response from its tertiary flood at Cranfield Field (Phase IV), and continued improved production response from most of its other floods. More detail will be provided at the analyst meetings.

     The Company will release its first quarter results on Tuesday, May 5^th.

     Denbury Resources Inc. (www.denbury.com) is a growing independent oil and gas company. The Company is the largest oil and natural gas operator in Mississippi, owns the largest reserves of CO₂ used for tertiary oil recovery east of the Mississippi River, along with significant operating acreage in the Barnett Shale play near Fort Worth, Texas, and also holds properties in Southeast Texas. 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 recovery operations.

For further information contact:
DENBURY RESOURCES INC.

Gareth Roberts, President and CEO, 972-673-2000
Phil Rykhoek, Senior VP and Chief Financial Officer, 972-673-2000
www.denbury.com