Denbury Resources to Sell $125 Million of Common Stock

Denbury Resources Inc. (NYSE: DNR) announced the planned sale by the Company of $125 million of Denbury common stock to underwriters in a block trade. Pricing will be determined before the market opens on April 20, 2006. Closing is expected to occur on or about April 25, 2006. Denbury plans to use the net proceeds from the offering to repay the current borrowings under the Company's bank credit facility, which are currently $120 million, the majority of which was incurred to partially fund its $248 million acquisition of three properties in January 2006. The underwriter will have the option to purchase up to an additional $18.75 million of common stock at the same price for thirty days.

J.P. Morgan Securities Inc. will serve as underwriter for the offering. When available, copies of the prospectus supplement and accompanying prospectus may be obtained from J.P. Morgan Securities Inc., Attn: Prospectus department, One Chase Manhattan Plaza, Floor 5B, New York, NY 10081, Phone (212) 552-5164.

This press release does not constitute an offer to sell or a solicitation of an offer to buy Denbury common stock. Such an offer can only be made by delivery of a prospectus that has been filed with the Securities and Exchange Commission.

Denbury 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, and holds key operating acreage in the onshore Louisiana and Texas Barnett Shale areas. The Company increases the value of acquired properties in its core areas through a combination of exploitation drilling and proven engineering extraction practices.


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