EXHIBIT 99(d)

                               LETTER TO CLIENTS

                               OFFER TO EXCHANGE
                   7 1/2% SENIOR SUBORDINATED NOTES DUE 2013
           THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
                          FOR ANY AND ALL OUTSTANDING
                   7 1/2% SENIOR SUBORDINATED NOTES DUE 2013
                                       OF

                             DENBURY RESOURCES INC.

To Our Clients:

     We are enclosing herewith a Prospectus, dated          , of Denbury
Resources Inc. (the "Company") and a related Letter of Transmittal (which
together constitute the "Exchange Offer") relating to the offer by the Company
to exchange its 7 1/2% Senior Subordinated Notes due 2013 that have been
registered under the Securities Act of 1933 (the "Securities Act") for the same
principal amount of its issued and outstanding 7 1/2% Senior Subordinated Notes
due 2013 (the "Old Notes") upon the terms and subject to the conditions set
forth in the Exchange Offer.

     Please note that the Exchange Offer will expire at 5:00 p.m., New York City
time, on           , unless extended.

     The Exchange Offer is not conditioned upon any minimum number of Old Notes
being tendered.

     We are the holder of record and/or participant in the book-entry transfer
facility of Old Notes held by us for your account. A tender of such Old Notes
can be made only by us as the record holder and/or participant in the book-entry
transfer facility and pursuant to your instructions. The Letter of Transmittal
is furnished to you for your information only and cannot be used by you to
tender Old Notes held by us for your account.

     We request instructions as to whether you wish to tender any or all of the
Old Notes held by us for your account pursuant to the terms and conditions of
the Exchange Offer and that you confirm that we may on your behalf make the
representations contained in the Letter of Transmittal. Please complete and sign
the enclosed "Instructions to Registered Holder and/or Book-Entry Transfer
Participant from Beneficial Owner," which will provide us with such instructions
and confirmation.

                                          Very truly yours,