Exhibit 99.1

                             P R E S S    R E L E A S E

        Denbury Shareholders Elect Directors and Approve New Stock Plan;
                    Denbury Names New Independent Auditor and
                Renews Year-long 200,000 Share Repurchase Program

     DALLAS - May 17, 2004 - Denbury  Resources Inc.  (NYSE:  DNR) ("Denbury" or
the "Company") today announced that shareholders approved all matters voted upon
at its annual  meeting  held on May 12,  2004 ,  including  election  of the six
director nominees and approval of the new 2004 Omnibus Stock and Incentive Plan.

     In addition,  at a board  meeting  held the same day, the audit  committee,
affirmed  by the  board of  directors,  selected  PricewaterhouseCoopers  LLP as
Denbury's  independent  auditor to replace  its  long-time  auditor,  Deloitte &
Touche LLP ("Deloitte").  Deloitte has been the Company's auditor since 1991. In
February 2004, Denbury's audit committee decided to seek proposals from all four
major  accounting  firms,  including  Deloitte,  as a  result  of the  mandatory
rotation of the Deloitte audit partner who had served in that position for seven
years.   As  a  result  of  that   proposal   process,   the  Company   selected
PricewaterhouseCoopers  LLP to be its independent auditors for 2004. The Company
has not  had  any  disagreements  with  Deloitte  on any  matter  of  accounting
principles or practices,  financial statement disclosure,  or auditing scope and
procedures.

     At the same board meeting, the directors renewed a stock repurchase program
(the "Plan") for another year,  consistent with the  requirements of Rule 10b5-1
and Rule 10b-18 of the Securities  Exchange Act of 1934.  The Company  adopted a
similar plan in August,  2003, which is now complete since all authorized shares
have been  repurchased.  The Plan  allows the  Company to  maintain  an adequate
amount of stock  available  for  purchase  by  Denbury's  employees  each fiscal
quarter under  Denbury's  Employee Stock Purchase Plan. The Plan  authorizes the
purchase on the New York Stock Exchange of 50,000 shares of the Company's common
stock per fiscal quarter through an independent  securities  broker for a period
of twelve  months,  for a total of 200,000  shares,  beginning  July 1, 2004 and
ending on June 30, 2005. Purchases are to be made at prices and times determined
in the discretion of the independent  broker;  however, no purchases may be made
during the last ten business  days of the fiscal  quarter,  which is the pricing
period for shares  purchased by employees  pursuant to Denbury's  Employee Stock
Purchase Plan.

     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  and  holds key  operating  acreage  in the  onshore  Louisiana  and
offshore  Gulf of Mexico  areas.  The  Company  increases  the value of acquired
properties in its core areas through a combination of exploitation  drilling and
proven engineering extraction practices.