EXHIBIT 23.2

                    [LETTERHEAD OF DEGOLYER AND MACNAUGHTON]

                                 March 19, 2001


Denbury Resources Inc.
5100 Tennyson Parkway, Ste. 3000
Plano, Texas   75024

Gentlemen:

    We hereby  consent to  references  to our firm and to our  report  effective
December 31, 2000 in the Registration Statement on Form S-3 of Denbury Resources
Inc.,  a Delaware  corporation,  to be filed with the  Securities  and  Exchange
Commission  on or about March 21, 2001.  We also consent to the reference of our
firm under the headings "Experts" in such Registration Statement.


                                               Very truly yours,



                                               /s/ DeGolyer and MacNaughton

                                               DeGOLYER and MacNAUGHTON