EXHIBIT 99


                            DeGolyer and MacNaughton
                        4925 Greenville Avenue, Suite 400
                                One Energy Square
                               Dallas, Texas 75206



                                APPRAISAL REPORT
                                      as of
                                DECEMBER 31, 2003
                                       on
                                 PROVED RESERVES
                                       of
                               CERTAIN PROPERTIES
                                    owned by
                             DENBURY RESOURCES INC.

                                    SEC CASE







                            DeGolyer and MacNaughton

                                TABLE of CONTENTS


                                                                         Page
                                                                         ----
FOREWORD...................................................................1
    Scope of Investigation.................................................1
    Authority..............................................................2
    Source of Information..................................................2
CLASSIFICATION OF RESERVES.................................................4
ESTIMATION OF RESERVES.....................................................7
VALUATION OF RESERVES......................................................9
SUMMARY and CONCLUSIONS...................................................12


                            DeGolyer and MacNaughton
                       4925 Greenville Avenue, Suite 400
                               One Energy Square
                              Dallas, Texas 75206


                                APPRAISAL REPORT
                                      as of
                                DECEMBER 31, 2003
                                       on
                                 PROVED RESERVES
                                       of
                               CERTAIN PROPERTIES
                                    owned by
                             DENBURY RESOURCES INC.

                                    SEC CASE



FOREWORD

Scope of Investigation
- ----------------------

     This report  presents an appraisal,  as of December 31, 2003, of the extent
and value of the proved crude oil, condensate,  natural gas liquids, and natural
gas reserves of certain  properties owned by Denbury  Resources Inc.  (Denbury).
Estimates  of carbon  dioxide  gas  reserves  are also  included.  The  reserves
estimated in this report are located in Arkansas, Louisiana, Mississippi, Texas,
and offshore from Louisiana and Texas.  The  properties  appraised are listed in
detail in a related report entitled "Appraisal Report as of December 31, 2003 on
Certain Properties owned by Denbury Resources Inc. SEC Case."

     Reserves  estimated in this report are expressed as gross and net reserves.
Gross reserves are defined as the total estimated  petroleum to be produced from
these  properties  after  December  31,  2003.  Net reserves are defined as that
portion of the gross  reserves  attributable  to the interests  owned by Denbury
after deducting royalties and interests owned by others.

     This report also presents  values that were  estimated for proved  reserves
using initial prices and costs provided by Denbury.  Prices are related to NYMEX
prices of $32.52  per  barrel  and $6.189  per  million  British  thermal  units
(MMBtu). No escalation has been applied to prices and costs.




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Page 2



A detailed  explanation of the future price and cost  assumptions is included in
the Valuation of Reserves section of this report.

     Values  of  proved  reserves  in this  report  are  expressed  in  terms of
estimated future gross revenue,  future net revenue,  and present worth.  Future
gross revenue is that revenue which will accrue to the appraised  interests from
the  production  and sale of the estimated  net reserves.  Future net revenue is
calculated by deducting estimated production taxes, ad valorem taxes,  operating
expenses,  and capital costs from the future gross revenue.  Operating  expenses
include  field  operating  expenses,  compression  charges,  and  the  estimated
expenses  of direct  supervision,  but do not  include  that  portion of general
administrative  costs  sometimes  allocated  to  production.  Future  income tax
expenses  were not taken into  account in the  preparation  of these  estimates.
Present  worth is  defined  as future  net  revenue  discounted  at a  specified
arbitrary   discount  rate  compounded  monthly  over  the  expected  period  of
realization.  In this report,  present  worth values using a discount rate of 10
percent are reported.

     Estimates of oil,  condensate,  natural gas  liquids,  and gas reserves and
future net  revenue  should be  regarded  only as  estimates  that may change as
further production history and additional information become available. Not only
are such  reserves  and revenue  estimates  based on that  information  which is
currently  available,  but such estimates are also subject to the  uncertainties
inherent  in  the  application  of  judgmental   factors  in  interpreting  such
information.


Authority
- ---------

     This report was prepared at the request of Mr. Ronald T. Evans, Senior Vice
President Reservoir Engineering, Denbury.


Source of Information
- ---------------------

     Data used in the  preparation  of this report were  obtained  from Denbury,
from records on file with the appropriate  regulatory agencies,  and from public
sources.  In the preparation of this report we have relied,  without independent
verification, upon information furnished by Denbury with respect to its property
interests,  production  from such  properties,  current  costs of operation  and
development,  current prices for production,  agreements relating to current and
future operations and sale of production, and various other information and data
that were accepted as represented. A field examination of the properties was not
considered necessary for the purposes of this report.



DeGolyer and MacNaughton
Page 3



CLASSIFICATION of RESERVES
- --------------------------

     Petroleum reserves included in this report are classified as proved and are
judged to be economically producible in future years from known reservoirs under
existing economic and operating conditions and assuming  continuation of current
regulatory practices using conventional production methods and equipment. In the
analyses of production-decline curves, reserves were estimated only to the limit
of economic rates of production under existing economic and operating conditions
using  prices  and  costs  as of  the  date  the  estimate  is  made,  including
consideration  of  changes  in  existing  prices  provided  only by  contractual
arrangements but not including escalations based upon future conditions.  Proved
reserves classifications used in this report are in accordance with the reserves
definitions  of Rules 4-10(a)  (1)-(13) of Regulation  S-X of the Securities and
Exchange  Commission  (SEC) of the United  States.  The  petroleum  reserves are
classified as follows:

     Proved oil and gas reserves - Proved oil and gas reserves are the estimated
     quantities  of crude oil,  natural  gas,  and  natural  gas  liquids  which
     geological and engineering data demonstrate with reasonable certainty to be
     recoverable in future years from known reservoirs  under existing  economic
     and  operating  conditions,  i.e.,  prices  and  costs  as of the  date the
     estimate  is made.  Prices  include  consideration  of changes in  existing
     prices  provided only by contractual  arrangements,  but not on escalations
     based upon future conditions.

          (i)  Reservoirs  are considered  proved if economic  producibility  is
          supported by either actual  production or conclusive  formation  test.
          The area of a reservoir  considered  proved  includes (A) that portion
          delineated  by  drilling  and  defined  by  gas-oil  and/or  oil-water
          contacts,  if any; and (B) the immediately  adjoining portions not yet
          drilled, but which can be reasonably judged as economically productive
          on the basis of available  geological  and  engineering  data.  In the
          absence of information on fluid contacts,  the lowest known structural
          occurrence  of  hydrocarbons  controls  the lower  proved limit of the
          reservoir.

          (ii) Reserves which can be produced  economically  through application
          of improved recovery techniques (such as fluid injection) are included
          in the  "proved"  classification  when  successful  testing by a pilot
          project,  or the operation of an installed  program in the  reservoir,
          provides support for the engineering  analysis on which the project or
          program was based.




DeGolyer and MacNaughton
Page 4

          (iii) Estimates of proved  reserves do not include the following:  (A)
          oil that may become  available from known reservoirs but is classified
          separately as "indicated additional reserves";  (B) crude oil, natural
          gas,  and natural  gas  liquids,  the  recovery of which is subject to
          reasonable  doubt  because of  uncertainty  as to  geology,  reservoir
          characteristics,  or economic factors; (C) crude oil, natural gas, and
          natural gas liquids,  that may occur in undrilled  prospects;  and (D)
          crude oil, natural gas, and natural gas liquids, that may be recovered
          from oil shales, coal, gilsonite, and other such sources.

     Proved  developed  oil and gas  reserves  -  Proved  developed  oil and gas
     reserves are reserves that can be expected to be recovered through existing
     wells with existing equipment and operating methods. Additional oil and gas
     expected to be obtained through the application of fluid injection or other
     improved  recovery  techniques  for  supplementing  the natural  forces and
     mechanisms  of primary  recovery  should be included  as "proved  developed
     reserves"  only after  testing by a pilot project or after the operation of
     an  installed  program  has  confirmed  through  production  response  that
     increased recovery will be achieved.

     Proved  undeveloped  reserves - Proved undeveloped oil and gas reserves are
     reserves  that are  expected to be  recovered  from new wells on  undrilled
     acreage,  or from existing  wells where a relatively  major  expenditure is
     required for  recompletion.  Reserves on undrilled acreage shall be limited
     to those drilling  units  offsetting  productive  units that are reasonably
     certain of production  when drilled.  Proved  reserves for other  undrilled
     units can be claimed only where it can be demonstrated  with certainty that
     there is continuity of production from the existing  productive  formation.
     Under no circumstances  should estimates for proved undeveloped reserves be
     attributable  to any acreage for which an application of fluid injection or
     other improved recovery  technique is contemplated,  unless such techniques
     have been  proved  effective  by  actual  tests in the area and in the same
     reservoir.



DeGolyer and MacNaughton
Page 5



ESTIMATION of RESERVES
- ----------------------

     Estimates  of  reserves  were  prepared  by  the  use  of  geological   and
engineering methods generally accepted by the petroleum industry.  The method or
combination  of methods used in the analysis of each  reservoir  was tempered by
experience  with  similar   reservoirs,   stage  of  development,   quality  and
completeness of basic data, and production history.

     When  applicable,  the volumetric  method was used to estimate the original
oil in place  (OOIP)  and  original  gas in place  (OGIP).  Structure  maps were
prepared to  delineate  each  reservoir,  and isopach maps were  constructed  to
estimate reservoir volume.  Electrical logs,  radioactivity logs, core analyses,
and other  available data were used to prepare these maps as well as to estimate
representative values for porosity and water saturation. When adequate data were
available  and  when  circumstances   justified,   material-balance   and  other
engineering methods were used to estimate OOIP or OGIP.

     Estimates  of ultimate  recovery  were  obtained  after  applying  recovery
factors to OOIP or OGIP.  These recovery  factors were based on consideration of
the type of energy  inherent in the reservoirs,  analyses of the petroleum,  the
structural  positions of the  properties,  and the  production  histories.  When
applicable, material-balance and other engineering methods were used to estimate
recovery factors.  An analysis of reservoir  performance,  including  production
rate, reservoir pressure, and gas-oil ratio behavior, was used in the estimation
of reserves.

     For  depletion-type  reservoirs  or those  whose  performance  disclosed  a
reliable decline in producing-rate  trends or other diagnostic  characteristics,
reserves were  estimated by the  application  of  appropriate  decline curves or
other performance  relationships.  In the analyses of production-decline curves,
reserves  were  estimated  only to the limits of  economic  production  based on
current economic conditions.

     In certain  cases,  when the  previously  named  methods could not be used,
reserves were  estimated by analogy with similar  wells or reservoirs  for which
more complete data were available.

     The gas reserves  included  herein are reported as sales gas.  Sales gas is
defined  as  that  gas  to be  delivered  into a gas  pipeline  for  sale  after
separation,  processing, fuel use, and flare. All gas volumes are expressed at a
temperature base of 60 degrees Fahrenheit  ((degree)F) and at the legal pressure
base of the state or area in which the reserves are located. Condensate reserves
estimated  herein are those to be recovered by  conventional  lease



DeGolyer and MacNaughton
Page 6

separation.  Natural gas liquids reserves are estimated to be those attributable
to the leasehold interests appraised based on historical yield information.

     In the preparation of this study, as of December 31, 2003, gross production
estimated to December 31, 2003,  was deducted  from gross  ultimate  recovery to
arrive at the estimate of gross reserves. In some fields, this required that the
production  rates be estimated for up to 3 months,  since  production  data from
certain properties were available only through September 2003.

     The  following  table  presents  estimates  of the proved  reserves,  as of
December  31,  2003,  of the  properties  appraised,  expressed  in thousands of
barrels (Mbbl) or millions of cubic feet (MMcf):



                                 Oil and         Natural Gas     Total
                               Condensate          Liquids      Liquids       Gas
                                  (Mbbl)           (Mbbl)       (Mbbl)      (MMcf)
                             ----------------  --------------- ----------  ---------

                                                               
Gross Reserves
   Developed Producing                87,532          224        87,756    380,720
   Developed Nonproducing             20,984          193        21,177    117,387
   Undeveloped                        46,545            0        46,545    115,994
                             ----------------  --------------- ----------  ---------

Total Gross Reserves                 155,061          417       155,478    614,101

Net Reserves
   Developed Producing                38,237          120        38,357    103,007
   Developed Nonproducing             15,328          119        15,447     41,743
   Undeveloped                        37,462            0        37,462     77,137
                             ----------------  --------------- ----------  ---------

Total Net Reserves                    91,027          239        91,266    221,887


     In addition to the natural gas reserves shown in the foregoing  tabulation,
Denbury's net proved carbon dioxide gas reserves in Mississippi,  as of December
31, 2003, are estimated to be 1,289,632  MMcf.  This amount  includes  1,055,668
MMcf of developed reserves and 233,964 MMcf of undeveloped reserves.  The carbon
dioxide gas reserves have been prepared  under the same  guidelines as those for
oil and natural gas. No revenue  estimates have been made for the carbon dioxide
reserves.

VALUATION of RESERVES
- ---------------------

     Revenue values in this report were  estimated  using the initial prices and
costs  provided  by  Denbury.  Future  prices were  estimated  using  guidelines
established by the United States  Securities and Exchange  Commission  (SEC) and
the Financial Accounting Standards Board (FASB).




DeGolyer and MacNaughton
Page 7


     In this report,  values for proved  reserves were based on  projections  of
estimated future production and revenue prepared for these properties.

     The following assumptions were used for estimating future prices and costs:

     Oil and Condensate Prices

     Oil and condensate prices were calculated using differentials  furnished by
     Denbury  for each  lease to a NYMEX  price of $32.52  per  barrel  and held
     constant  thereafter.  The  weighted  average  price  over the lives of the
     properties was $29.65 per barrel.

     Natural Gas Liquids Prices

     Natural gas liquids prices were calculated  using the 2003 average ratio to
     the NYMEX price of $32.52 per barrel.  These prices were held constant over
     the lives of the properties.

     Natural Gas Prices

     Natural  gas prices  were  calculated  for each lease  using  differentials
     furnished by Denbury to a NYMEX price of $6.189 per MMBtu and held constant
     thereafter. The weighted average price over the lives of the properties was
     $6.10 per thousand cubic feet.

     Operating Expenses and Capital Costs

     Current operating expenses and capital costs, based on information provided
     by Denbury,  were used in estimating  future costs  required to operate the
     properties.  In certain  cases,  future costs,  either higher or lower than
     current  costs,  may have been  used  because  of  anticipated  changes  in
     operating conditions. These costs were not escalated for inflation.



DeGolyer and MacNaughton
Page 8

     The future revenue to be derived from the production and sale of the proved
reserves,  as of December 31, 2003, of the properties  appraised is estimated as
follows:



                                                            Proved
                                     ------------------------------------------------------
                                     Developed     Developed                      Total
                                     Producing    Nonproducing    Undeveloped     Proved
                                     ------------------------------------------------------

                                                                     
Future Gross Revenue, M$              1,714,249          727,873      1,617,302  4,059,424
Production and Ad Valorem Taxes, M$      64,213           26,483         53,655    144,351
Operating Expenses, M$                  482,159          130,868        363,363    976,390
Capital Costs, M$                        37,235           24,103        239,643    300,981
Future Net Revenue*, M$               1,130,642          546,419        960,641  2,637,702
Present Worth at 10 Percent*, M$        777,025          317,020        472,326  1,566,371


*    Future income taxes have not been taken into account in the  preparation of
     these estimates.

     Timing of capital expenditures and the resulting  development of production
were based on a development plan provided by Denbury.

     In our opinion,  the  information  relating to estimated  proved  reserves,
estimated  future  net  revenue  from  proved  reserves,  and  present  worth of
estimated  future net revenue from proved reserves of oil,  condensate,  natural
gas liquids,  and gas  contained in this report has been  prepared in accordance
with Paragraphs  10-13,  15, and 30(a)-(b) of Statement of Financial  Accounting
Standards  No. 69  (November  1982) of the FASB and Rules  4-10(a)  (1)-(13)  of
Regulation S-X and Rule 302(b) of Regulation S-K of the SEC; provided,  however,
that (i) certain  estimated  data have not been provided with respect to changes
in reserves  information and (ii) future income tax expenses have not been taken
into account in  estimating  the future net revenue and present worth values set
forth herein.

     To the extent that the above-enumerated rules, regulations,  and statements
require  determinations  of an accounting or legal nature or information  beyond
the scope of our report,  we are necessarily  unable to express an opinion as to
whether the above-described information is in accordance therewith or sufficient
therefor.




DeGolyer and MacNaughton
Page 9



SUMMARY and CONCLUSIONS
- -----------------------

     Denbury owns working and royalty interests in certain properties located in
Arkansas, Louisiana,  Mississippi, Texas, and offshore from Louisiana and Texas.
The estimated net proved  reserves of the properties  appraised,  as of December
31, 2003, are summarized as follows, expressed in thousands of barrels (Mbbl) or
millions of cubic feet (MMcf):



                                 Oil and         Natural Gas     Total
                               Condensate          Liquids      Liquids       Gas
                                  (Mbbl)           (Mbbl)       (Mbbl)      (MMcf)
                             ----------------  --------------- ----------  ---------

                                                               
Net Reserves
   Developed Producing                38,237          120        38,357    103,007
   Developed Nonproducing             15,328          119        15,447     41,743
   Undeveloped                        37,462            0        37,462     77,137
                             ----------------  --------------- ----------  ---------

Total                                 91,027          239        91,266    221,887


     The estimated revenue and costs attributable to Denbury's  interests in the
proved reserves,  as of December 31, 2003, of the properties appraised under the
aforementioned  assumptions concerning future prices and costs are summarized as
follows:



                                                            Proved
                                     ------------------------------------------------------
                                     Developed     Developed                      Total
                                     Producing    Nonproducing    Undeveloped     Proved
                                     ------------------------------------------------------

                                                                     
Future Gross Revenue, M$              1,714,249          727,873      1,617,302  4,059,424
Production and Ad Valorem Taxes, M$      64,213           26,483         53,655    144,351
Operating Expenses, M$                  482,159          130,868        363,363    976,390
Capital Costs, M$                        37,235           24,103        239,643    300,981
Future Net Revenue*, M$               1,130,642          546,419        960,641  2,637,702
Present Worth at 10 Percent*, M$        777,025          317,020        472,326  1,566,371


*    Future income taxes have not been taken into account in the  preparation of
     these estimates.




DeGolyer and MacNaughton
Page 10

     All gas volumes in this report are  expressed at a  temperature  base of 60
(degree)F  and at the  legal  pressure  base of the  state or area in which  the
reserves are located.

                                                   Submitted,


                                                   /s/ DeGolyer and MacNaughton
                                                   DeGOLYER and MacNAUGHTON

SIGNED:  March 9, 2004














                                                /s/ Paul J. Szatkowski, P.E.
                                                --------------------------------
                                                Paul J. Szatkowski, P.E.
                                                Senior Vice President
                                                DeGolyer and MacNaughton