SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934


         DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): NOVEMBER 3, 2003



                             DENBURY RESOURCES INC.
             (Exact name of Registrant as specified in its charter)




                                    DELAWARE
                          (State or other jurisdiction
                        of incorporation or organization)

              1-12935                                         75-2815171
      (Commission File Number)                             (I.R.S. Employer
                                                          Identification No.)


       5100 TENNYSON PARKWAY
             SUITE 3000
            PLANO, TEXAS                                         75024
(Address of principal executive offices)                       (Zip code)



Registrant's telephone number, including area code:           (972)673-2000










ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

       Exhibits:



       Exhibit No.                  Exhibit
       -----------                  -------

                                 
       99.1                         Denbury Press Release, dated November 3, 2003 - Denbury Resources
                                    Announces Third Quarter 2003 Results.


ITEM 9.  REGULATION FD DISCLOSURE.

The  following  information  is  furnished  pursuant to Item 9,  "Regulation  FD
Disclosure," and Item 12, "Results of Operations and Financial Condition."

On November 3, 2003,  Denbury  Resources Inc.  announced third quarter and first
nine months of 2003  earnings.  The press  release is included in this report as
Exhibit 99.1.  Denbury Resources Inc. does not intend for this Item 9 or Exhibit
99.1 to be incorporated by reference into filings under the Securities  Exchange
Act of 1934.






                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                                              DENBURY RESOURCES INC.
                                                  (Registrant)


Date: November 3, 2003        By:              /s/ Phil Rykhoek
                                 -----------------------------------------------
                                                   Phil Rykhoek
                                 Senior Vice President & Chief Financial Officer