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): MAY 1, 2003



                             DENBURY RESOURCES INC.
             (Exact name of Registrant as specified in its charter)




                                    DELAWARE
                          (State or other jurisdiction
                        of incorporation or organization)

              1-12935                                         75-2815171
     (Commission File Number)                               (I.R.S. Employer
                                                           Identification No.)


       5100 TENNYSON PARKWAY
             SUITE 3000
            PLANO, TEXAS                                          75024
(Address of principal executive offices)                        (Zip code)



Registrant's telephone number, including area code:           (972)673-2000








ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

       Exhibits:

       Exhibit No.                  Exhibit
       -----------                  -------

          99        Denbury Press Release, dated May 1, 2003 - Denbury Resources
                    Announces  Record   Production  Levels  First  Quarter  2003
                    Results.


ITEM 9.  REGULATION FD DISCLOSURE.

The  following  information  is  furnished  pursuant to Item 9,  "Regulation  FD
Disclosure," and Item 12, "Results of Operations and Financial Condition."

On May 1, 2003,  Denbury  Resources Inc.  announced first quarter 2003 earnings.
The press  release is included in this report as Exhibit 99.  Denbury  Resources
Inc.  does not  intend  for this  Item 9 or  Exhibit  99 to be  incorporated  by
reference into filings under the Securities Exchange Act of 1934.





                                   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: May 1, 2003               By:           /s/ Phil Rykhoek
                                    --------------------------------------------
                                                  Phil Rykhoek
                                    Sr. Vice President & Chief Financial Officer