DENBURY RESOURCES INC.
                             P R E S S R E L E A S E

            Denbury Resources Announces Strong Third Quarter Results;
           Anticipates Substantial Organic Production Growth in 2006;
                 Preliminary Logs Indicate Tcf Discovery of CO2

News Release
Released at 7:30 AM CDT

     DALLAS,  November  3, 2005 - Denbury  Resources  Inc.  (NYSE  symbol:  DNR)
("Denbury" or the  "Company")  today  announced its third quarter 2005 financial
and operating  results.  Despite the negative impact on production of Hurricanes
Katrina and Rita, earnings and cash flow were at near-record  quarterly and nine
month levels, primarily as a result of high commodity prices. The two hurricanes
did not cause any  significant  property  damage  to the  Company's  properties.
However, the Company estimates that it lost approximately 350,000 barrels of oil
equivalent  ("BOE") of  production  during the third quarter of 2005, as most of
the Company's fields were shut-in for periods ranging from several days to a few
weeks,  principally  because  of lack of power or  flooding.  As a  result,  the
Company's  production  in the third quarter of 2005 was lower than in the second
quarter, averaging 27,345 BOE per day ("BOE/d").

     Higher  commodity  prices  more than  offset the lower  production  levels,
resulting  in  earnings  for the  quarter of $38.5  million,  or $0.34 per basic
common share  (adjusted for the October 31, 2005  two-for-one  stock split),  as
compared to earnings of $18.3 million, or $0.17 per basic common share (adjusted
for the  two-for-one  stock split),  for the third quarter of 2004.  Included in
third  quarter  2005  net  income  is  approximately  $8.1  million  of  pre-tax
mark-to-market  and other  non-cash  expense ($5.3 million after tax) related to
the Company's decision to discontinue hedge accounting as of January 1, 2005. Of
this amount, $6.2 million was due to mark-to-market adjustments of the Company's
oil and natural gas derivative contracts at September 30, 2005, and $1.8 million
was due to  amortization  of deferred  hedge  mark-to-market  value  losses that
existed as of December 31, 2004 and which are being  amortized as the  contracts
expire in 2005.

     Adjusted  cash flow from  operations  (cash  flow  from  operations  before
changes in assets and liabilities,  a non-GAAP measure) for the third quarter of
2005 was $87.3  million,  a 194%  increase over third quarter 2004 adjusted cash
flow from operations of $29.7 million. Net cash flow provided by operations, the
GAAP  measure,  totaled  $76.3  million  during the third  quarter  of 2005,  as
compared  to $44.8  million  during the third  quarter of 2004.  The  difference
between  the  adjusted  cash flow and cash flow  from  operations  is due to the
changes in receivables,  accounts  payables and accrued  liabilities  during the
quarter. (Please see the accompanying schedules for a reconciliation of net cash
flow  provided  by  operations,  as defined  by  generally  accepted  accounting
principles (GAAP),  which is the GAAP measure,  as opposed to adjusted cash flow
from operations, which is the non-GAAP measure).


Production
- ----------

     Production for the quarter was 27,345 BOE/d, a 10% decrease over the second
quarter of 2005 average of 30,469 BOE/d, the decrease attributable to production
lost as a result of the two  hurricanes  during the quarter.  Third quarter 2005



production  was  approximately  the same as third quarter of 2004 levels,  after
adjustment for the offshore properties sold in July 2004.  Correspondingly,  the
hurricanes caused the Company's  tertiary oil production in the third quarter of
2005 to  decrease 6% when  compared  to second  quarter  levels.  However,  such
tertiary  oil  production  increased  27% when  compared to third  quarter  2004
tertiary oil  production,  averaging  8,850 Bbls/d in 2005's third quarter,  the
increase  over the prior year quarter  resulting  from  production  increases at
Little  Creek,  Mallalieu and McComb  Fields.  Natural gas  production  from the
Barnett  Shale  increased  168% to 2,150 BOE/d in the third  quarter of 2005, up
from 803 BOE/d for the third  quarter  of 2004,  primarily  due to our  drilling
activity  in that  area,  in spite of minor  production  losses  because  of the
hurricane.  Production  from the Company's other operating areas declined during
the third  quarter  of 2005 when  compared  to the  production  levels a quarter
earlier,  also  as a  result  of the  hurricanes,  averaging  10,998  BOE/d  for
Mississippi  non-CO2  properties (a 14% decline) and 5,169 BOE/d in Louisiana (a
11% decline).


Third Quarter 2005 Financial Results
- ------------------------------------

     Oil and natural gas  revenues,  excluding  hedges,  were up 34% between the
respective  third quarters,  as higher  commodity  prices more than offset lower
production  levels  resulting  from the  hurricanes  and the July  2004  sale of
offshore  properties.  Cash  payments on hedges  were $3.8  million in the third
quarter of 2005, a significant decrease from the $22.2 million paid in the third
quarter of 2004, as most of the Company's  out-of-the-money hedges expired as of
December  31, 2004.  In addition to the cash  payments,  the Company  recognized
non-cash   pre-tax   expense  of  $8.1  million  ($5.3  million  after  tax)  of
mark-to-market  and other  adjustments  in the third quarter of 2005 relating to
the Company's decision to discontinue hedge accounting as of January 1, 2005. As
a result of this accounting change, all future changes in the fair values of the
Company's oil and natural gas  derivative  instruments  will result in income or
expense in the Company's statement of operations.

     Oil price  differentials  (Denbury's  net oil price received as compared to
NYMEX prices)  deteriorated during 2004,  particularly in the fourth quarter, as
the  price of  heavy,  sour  crude  produced  primarily  in the  Company's  East
Mississippi  properties  dropped  significantly  relative to NYMEX  prices.  The
Company's net oil price in the third quarter of 2005 averaged  $6.34 below NYMEX
prices, worse than the $5.19 differential during the comparable third quarter of
2004,  but slightly  better than the  Company's  fourth  quarter of 2004 average
differential of $6.48. The Company's natural gas differentials  increased in the
third  quarter of 2005 to $0.97 per Mcf below NYMEX prices,  while  historically
the Company's net natural gas price has generally been approximately the same as
NYMEX  prices.  This higher  variance is due,  at least in part,  to  increasing
natural gas prices during the quarter.  Since most of the Company's  natural gas
is sold on an index price that is set near the first of each month and fixed for
the entire  month,  variances  increase  if the NYMEX  natural  gas prices  rise
throughout the three month period.

     Lease operating  expenses increased in the third quarter of 2005 on both an
absolute and per BOE basis.  On a per BOE basis,  operating  expenses  increased
42%,  from  $7.25 per BOE in the third  quarter of 2004 to $10.33 per BOE in the
third quarter of 2005. These per BOE expenses compare to an average of $9.65 per
BOE incurred in the second  quarter of 2005. On an absolute  basis,  the current
quarter  operating  expenses were down slightly from the second  quarter of 2005
levels  as a  result  of the  shut-ins  relating  to  the  hurricanes,  but  the
production  lost due to the storms  more than  offset the savings on an absolute
basis.  Further,  operating  costs are  generally  increasing  as a result of an
increasing  emphasis on tertiary  operations  (operating  expenses  for tertiary

                                       2


operations  averaged  $9.90 per BOE  during  2004 and  $11.95 per BOE during the
third quarter of 2005), higher energy costs to operate Company  properties,  and
general cost inflation in the industry.

     Production taxes and marketing  expenses  generally change in proportion to
commodity  prices and therefore were higher in the third quarter of 2005 than in
the comparable quarter of 2004.

     General and  administrative  expenses  increased  44% between the two third
quarter  periods,  averaging $3.56 per BOE in the third quarter of 2005, up from
$2.27  per  BOE in  the  prior  year's  third  quarter.  The  increase  includes
approximately  $1.4 million of  expenditures to provide food,  water,  gasoline,
power generators,  and other essential  supplies to our employees and charitable
organizations in Mississippi and Louisiana following the hurricanes. General and
administrative  costs were also higher  because of  additional  personnel  added
during 2005,  incremental consultant fees, primarily related to compliance costs
associated with, or audit work related to, the Sarbanes-Oxley  Act,  incremental
costs to document,  test and  maintain the new software  system that the Company
began  using  in  January  2005,  and  an   incremental   $438,000  of  non-cash
compensation  resulting from the issuance of restricted stock,  primarily during
August 2004.

     Interest  expense  decreased  5%  between  the two  third  quarter  periods
primarily  as a result of  $415,000  of interest  expense  that was  capitalized
during the third quarter of 2005 relating to the CO2 pipeline being  constructed
to East Mississippi.

     For the third quarter of 2005,  depreciation,  depletion  and  amortization
expense ("DD&A") increased to $9.68 per BOE, as compared to the Company's second
quarter 2005 DD&A rate of $8.80, primarily due to rising costs.

     The Company  recognized  current  income tax expense of $7.7 million in the
third quarter of 2005 related to anticipated  alternative minimum taxes due that
will not be offset by the Company's enhanced oil recovery credits.


Outlook
- -------

     Denbury's 2005 development and exploration budget (excluding  acquisitions)
is currently  set at $365  million,  including  the  estimated  costs of the CO2
pipeline being constructed to East Mississippi.  The Company has not yet set its
2006 capital budget,  but it is likely to be significantly  higher than the 2005
budget,  and is  preliminarily  expected  to be between  $450  million  and $500
million,  a level that is  reasonably  close to its  anticipated  cash flow from
operations   using  current   prices.   Preliminary   estimates   indicate  that
approximately   50%  of  the  budget  will   relate  to   tertiary   operations,
approximately  25%  will be  spent  in the  Barnett  Shale  area,  about  10% on
exploration,  and the balance on the Company's  other assets in Mississippi  and
Louisiana.  Any  acquisitions  made by the Company will  increase  these capital
budget amounts.  Denbury's  total debt as of October 31, 2005 was  approximately
$235 million,  including $10 million borrowed on its bank credit line, with $190
million undrawn on its bank borrowing base.

     As a  result  of the two  hurricanes,  the  Company  anticipates  that  its
production  for 2005 will be between  29,500 and 30,000  BOE/d.  The  forecasted
production  from its tertiary  oil  projects is expected to be between  9,250 to
9,500  BOE/d  for  the  year.  Based  on  the  preliminary  estimates,   pending
finalization of its 2006 capital  expenditure  budget,  the Company  anticipates

                                       3


that its average  daily  production  for 2006 will be around  35,000  BOE/d,  an
organic production growth rate of approximately 18% over 2005.

     The Company updated its progress on the CO2 source well currently  drilling
at Jackson Dome.  The well has reached  total depth and a preliminary  review of
the well logs and seismic  data would  indicate CO2 reserves in excess of 1 Tcf,
subject to confirmation with production tests, gas composition,  and delineation
of the reservoir.

     Gareth  Roberts,  Chief  Executive  Officer,  said:  "While this  quarter's
results are somewhat  skewed because of the effect of the  hurricanes,  our core
operations,  the CO2 tertiary  floods,  are  continuing  to perform as expected.
Production from our tertiary floods is continuing to increase,  the CO2 pipeline
to East  Mississippi,  while  delayed  momentarily  due to the storms,  is still
expected to be completed by the end of the first quarter of 2006, and the latest
CO2  source  well  initially  appears  to have  added in  excess of 1 Tcf of CO2
reserves.  Assuming the preliminary indications for this source well prove to be
correct, the incremental CO2 reserves should be sufficient for another phase, or
more, of tertiary operations. We have in inventory two oil fields, Cranfield and
Lake St. John, that we purchased earlier this year that are likely to be part of
a future  tertiary  phase,  and we are  actively  seeking to acquire  additional
properties for other future tertiary phases. Our preliminary  estimates indicate
that there may be 25 to 35 million  barrels of potential oil reserves from these
two fields using  recovery  factors  similar to those on our  existing  tertiary
operations.

     With our tertiary operations as our core growth engine, supplemented by our
anticipated  production  growth from the  Barnett  Shale,  we are  preliminarily
estimating total production  growth next year of about 18%. It is significant to
note   that   virtually   all   of   this   growth   will   be   organic,   from
internally-generated  projects  and  inventory.  We believe that we are one of a
handful of  companies  that has a  sufficient  inventory  of projects to deliver
double digit production growth without purchasing incremental production.  While
we are  experiencing  significant  cost  inflation in our  industry,  at current
commodity  prices,  we expect to continue to generate record or near-record cash
flow and earnings and we plan to continue  reinvesting  all of these  profits to
further  fuel our growth and build for the future.  The outlook  continues to be
excellent for our business model."


Conference Call
- ---------------

     The public is invited to listen to the  Company's  conference  call set for
today,  November 3, 2005 at 10:00 A.M. CDT. The call will be broadcast live over
the Internet at our web site: www.denbury.com.  If you are unable to participate
during  the  live  broadcast,  the  call  will be  archived  on our web site for
approximately  30 days and will also be  available  for playback for one week by
dialing 888-203-1112 or 719-457-0820, passcode 167128.


Financial and Statistical Data Tables
- -------------------------------------

     Following are financial highlights for the comparative three and nine month
periods ended  September 30, 2005 and 2004. All  production  volumes and dollars
are expressed on a net revenue interest basis with gas volumes converted at 6:1.
All per share  amounts  have been  adjusted  or  restated  to give effect to the
two-for-one stock split that was effective on October 31, 2005.

                                       4

THIRD QUARTER FINANCIAL HIGHLIGHTS
(Amounts in thousands of U.S. dollars, except per share and unit data)




                                                             Three Months Ended
                                                                September 30,
                                                    --------------------------------------       Percentage
                                                          2005                2004                 Change
                                                    ------------------  ------------------      -------------
                                                                                       
Revenues:
  Oil sales                                                    95,987              68,144        +       41%
  Gas sales                                                    42,561              34,924        +       22%
  CO2 sales and transportation fees                             2,594               1,681        +       54%
  Loss on effective hedge contracts                                 -             (17,465)       -      100%
  Interest and other income                                       661                 664        -        0%
                                                    ------------------  ------------------
    Total revenues                                            141,803              87,948        +       61%
                                                    ------------------  ------------------

Expenses:
  Lease operating expenses                                     25,983              19,781        +       31%
  Production taxes and marketing expense                        7,018               4,900        +       43%
  CO2 operating costs                                             631                 255        +    > 100%
  General and administrative                                    8,952               6,197        +       44%
  Interest, net                                                 4,507               4,768        -        5%
  Depletion and depreciation                                   24,340              20,780        +       17%
  Commodity derivative expense                                 11,818               5,161        +    > 100%
                                                    ------------------  ------------------
    Total expenses                                             83,249              61,842        +       35%
                                                    ------------------  ------------------

Income before income taxes                                     58,554              26,106        +    > 100%

Income tax provision (benefit)
  Current income taxes                                          7,684              18,949        -       59%
  Deferred income taxes                                        12,324             (11,117)       +    > 100%
                                                    ------------------  ------------------

NET INCOME                                                     38,546              18,274        +    > 100%
                                                    ==================  ==================

Net income per common share (adjusted for two-for-one split):
  Basic                                                          0.34                0.17        +      100%
  Diluted                                                        0.32                0.16        +      100%

Weighted average common shares (adjusted for two-for-one split):
  Basic                                                       112,159             110,170        +        2%
  Diluted                                                     119,487             115,098        +        4%

Production (daily - net of royalties)
  Oil (barrels)                                                18,369              19,206        -        4%
  Gas (mcf)                                                    53,854              62,708        -       14%
  BOE (6:1)                                                    27,345              29,657        -        8%

Unit sales price (including hedge settlements)
  Oil (per barrel)                                              56.80               28.25        +    > 100%
  Gas (per mcf)                                                  7.83                5.36        +       46%

Unit sales price (excluding hedges)
  Oil (per barrel)                                              56.80               38.57        +       47%
  Gas (per mcf)                                                  8.59                6.05        +       42%



                                       5




                                                             Three Months Ended
                                                                September 30,
                                                    --------------------------------------       Percentage
                                                           2005               2004                 Change
                                                    ------------------- ------------------      -------------
                                                                                       
Non-GAAP Financial Measure (1)
Adjusted or discretionary cash flow from
  operations (non-GAAP measure)                                 87,346             29,747        +    > 100%
Net change in assets and liabilities relating to
  operations                                                   (11,059)            15,019        -    > 100%
                                                    ------------------- ------------------
Cash flow from operations (GAAP measure)                        76,287             44,766        +       70%
                                                    =================== ==================

Oil & gas capital investments                                   74,720             37,644        +       98%
CO2 capital investments                                         14,751             15,825        -        7%
Proceeds from sales of properties                                1,888            187,133        -       99%

BOE data (6:1)
  Revenue                                                        55.07              37.78        +       46%
  Loss on settlements of derivative contracts                    (1.50)             (8.15)       -       82%
  Lease operating costs                                         (10.33)             (7.25)       +       42%
  Production taxes and marketing expense                         (2.79)             (1.80)       +       55%
                                                    ------------------- ------------------
    Production netback                                           40.45              20.58        +       97%
  CO2 operating cash flow                                         0.78               0.55        +       42%
  General and administrative                                     (3.56)             (2.27)       +       57%
  Net cash interest expense                                      (1.43)             (1.38)       +        4%
  Current income taxes and other                                 (1.52)             (6.57)       -       77%
  Changes in asset and liabilities                               (4.40)              5.50        -    > 100%
                                                    ------------------- ------------------
    Cash flow from operations                                    30.32              16.41        +       85%
                                                    =================== ==================



(1) See "Non-GAAP Measures" at the end of this report.













                                       6

NINE MONTH FINANCIAL HIGHLIGHTS
(Amounts in thousands of U.S. dollars, except per share and unit data)


                                                           Nine Months Ended
                                                             September 30,
                                                   -----------------------------------         Percentage
                                                         2005              2004                 Change
                                                   -----------------  ----------------        ------------
                                                                                     
Revenues:
  Oil sales                                                 264,337           181,198          +      46%
  Gas sales                                                 110,999           151,177          -      27%
  CO2 sales and transportation fees                           5,841             4,622          +      26%
  Loss on effective hedge contracts                               -           (46,457)         -     100%
  Interest and other income                                   2,302             1,422          +      62%
                                                   -----------------  ----------------
    Total revenues                                          383,479           291,962          +      31%
                                                   -----------------  ----------------

Expenses:
  Lease operating expenses                                   75,702            66,839          +      13%
  Production taxes and marketing expense                     19,726            13,481          +      46%
  CO2 operating costs                                         1,422               608          +   > 100%
  General and administrative                                 21,439            15,123          +      42%
  Interest, net                                              13,318            14,917          -      11%
  Depletion and depreciation                                 70,273            76,265          -       8%
  Commodity derivative expense                               18,614            16,640          +      12%
                                                   -----------------  ----------------
    Total expenses                                          220,494           203,873          +       8%
                                                   -----------------  ----------------

Income before income taxes                                  162,985            88,089          +      85%

Income tax provision
  Current income taxes                                       17,320            22,045          -      21%
  Deferred income taxes                                      36,380             6,077          +   > 100%
                                                   -----------------  ----------------

NET INCOME                                                  109,285            59,967          +      82%
                                                   =================  ================

Net income per common share (adjusted for two-for-one split):
  Basic                                                        0.98              0.55          +      78%
  Diluted                                                      0.92              0.53          +      74%

Weighted average common shares (adjusted for two-for-one split):
  Basic                                                     111,466           109,480          +       2%
  Diluted                                                   119,098           114,040          +       4%

Production (daily - net of royalties)
  Oil (barrels)                                              19,745            19,114          +       3%
  Gas (mcf)                                                  56,556            91,028          -      38%
  BOE (6:1)                                                  29,171            34,285          -      15%

Unit sales price (including hedge settlements)
  Oil (per barrel)                                            49.04             26.58          +      84%
  Gas (per mcf)                                                6.76              5.55          +      22%

Unit sales price (excluding hedges)
  Oil (per barrel)                                            49.04             34.60          +      42%
  Gas (per mcf)                                                7.19              6.06          +      19%




                                       7




                                                          Nine Months Ended
                                                            September 30,
                                                    ------------------------------        Percenetage
                                                         2005           2004                Change
                                                    --------------- --------------       -------------
                                                                                
Non-GAAP Financial Measure: (1)
Adjusted or discretionary cash flow from
  operations (non-GAAP measure)                            238,708        151,721         +       57%
Net change in assets and liabilities relating to
  operations                                                (7,407)          (750)        +    > 100%
                                                    --------------- --------------
Cash flow from operations (GAAP measure)                   231,301        150,971         +       53%
                                                    --------------- --------------

Oil & gas capital investments                              282,144        129,606         +    > 100%
CO2 capital investments                                     49,869         42,966         +       16%
Proceeds from sales of properties                            1,865        188,279         -       99%

Cash and cash equivalents                                   36,990         93,142         -       60%
Short-term investments                                           -         31,955         -      100%
Total assets                                             1,230,175        991,709         +       24%
Total long-term debt (excluding discount)                  245,000        225,000         +        9%
Total stockholders' equity                                 672,281        500,630         +       34%

BOE data (6:1)
  Revenue                                                    47.13          35.38         +       33%
  Loss on settlements of derivative contracts                (0.83)         (5.83)        -       86%
  Lease operating costs                                      (9.51)         (7.11)        +       34%
  Production taxes and marketing expense                     (2.48)         (1.44)        +       72%
                                                    ------------------------------
    Production netback                                       34.31          21.00         +       63%
  CO2 operating cash flow                                     0.55           0.43         +       28%
  General and administrative                                 (2.69)         (1.61)        +       67%
  Net cash interest expense                                  (1.34)         (1.35)        -        1%
  Current income taxes and other                             (0.86)         (2.32)        -       63%
  Changes in asset and liabilities                           (0.93)         (0.08)        +    > 100%
                                                    ------------------------------
    Cash flow from operations                                29.04          16.07         +       81%
                                                    ==============================



(1) See "Non-GAAP Measures" at the end of this report.














                                       8


Non-GAAP Measures
- -----------------

     Adjusted cash flow from  operations is a non-GAAP  measure that  represents
cash flow provided by operations  before changes in assets and  liabilities,  as
summarized from the Company's  Consolidated  Statements of Cash Flows.  Adjusted
cash flow  from  operations  measures  the cash flow  earned  or  incurred  from
operating  activities  without regard to the collection or payment of associated
receivables or payables.  The Company  believes that it is important to consider
this measure separately,  as it believes it can often be a better way to discuss
changes in  operating  trends in its business  caused by changes in  production,
prices,  operating  costs and so forth,  without regard to whether the earned or
incurred  item  was  collected  or  paid  during  that  period.  For  a  further
discussion, see "Management's Discussion and Analysis of Financial Condition and
Results of Operations - Operating Results" in our latest Form 10-Q or Form 10-K.

     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,  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.

     This press release, other than historical financial  information,  contains
forward  looking  statements  that  involve  risks and  uncertainties  including
expected  reserve  quantities  and  values  relating  to  the  Company's  proved
reserves,  the  Company's  potential  reserves  from  its  tertiary  operations,
particular  fields or  potential  CO2  reserves,  forecasted  production  levels
relating to the Company's  tertiary  operations and overall  production  levels,
estimated capital  expenditures for 2005 and 2006, pricing  assumptions based on
current  and  projected  oil  and  natural  gas  prices,  and  other  risks  and
uncertainties detailed in the Company's filings with the Securities and Exchange
Commission,  including Denbury's most recent reports on Form 10-K and Form 10-Q.
These risks and uncertainties are incorporated by this reference as though fully
set  forth  herein.  These  statements  are  based on  engineering,  geological,
financial and operating  assumptions  that  management  believes are  reasonable
based on currently available information;  however, management's assumptions and
the Company's  future  performance  are both subject to a wide range of business
risks, and there is no assurance that these goals and projections can or will be
met. Actual results may vary materially.

     Cautionary  Note to U.S.  Investors  - The  United  States  Securities  and
Exchange  Commission  permits oil and gas  companies,  in their filings with the
SEC, to disclose only proved reserves that a company has  demonstrated by actual
production  or  conclusive  formation  tests  to  be  economically  and  legally
producible  under  existing  economic and operating  conditions.  We use certain
terms in this press release,  such as probable and potential reserves,  that the
SEC's guidelines strictly prohibit us from including in filings with the SEC.

                                       9


                        For further information contact:

Gareth Roberts, President and CEO, 972-673-2000
Phil Rykhoek, Sr. VP and Chief Financial Officer, 972-673-2000
www.denbury.com




                                      ###