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St. Mary Reports Results for Second Quarter of 2008; Provides Financial & Operational...

Mon Aug 4, 2008 8:49pm EDT
St. Mary Reports Results for Second Quarter of 2008; Provides Financial & Operational Update


   --  Company reports net income of $33.6 million, or $0.53 per
        diluted share

   --  Adjusted net income of $1.29 per diluted share

   --  Quarterly production of 28.6 BCFE exceeds guidance of 26.0 -
        27.0 BCFE

   --  Year over year production growth of 15% from retained asset
        base
DENVER--(Business Wire)--
St. Mary Land & Exploration Company (NYSE: SM) today reports
financial results from the second quarter of 2008 and provides a brief
update of its financial condition and operations.

   MANAGEMENT COMMENTARY

   Tony Best, President and CEO, commented, "The second quarter was a
strong quarter for St. Mary. Year over year, we grew production 15%
from our retained properties. Commodity prices were very robust during
the quarter, which allowed us to generate strong cash flows. For the
year to date, we have exceeded the production goals that we set out at
the beginning of the year. We are executing well on our business plan
and our portfolio is improving every day. I am pleased with how we are
positioned as we enter the second half of the year."

   SECOND QUARTER 2008 RESULTS

   Earnings for the second quarter of 2008 were $33.6 million, or
$0.53 per diluted share, compared to $59.2 million, or $0.91 per
diluted share, for the same period in 2007. Adjusted net income, which
adjusts for significant non-recurring and non-cash items, was $80.8
million, or $1.29 per diluted share, for the quarter versus $55.3
million, or $0.85 per diluted share, for the second quarter of 2007.

   For the second quarter of 2008, adjusted net income includes
significant adjustments related to the change in the Net Profits Plan
liability for the quarter and bad debt expense recorded as a result of
the bankruptcy of SemGroup L.P., a purchaser of a portion of the
Company's produced crude oil, which is discussed further below. The
adjustment related to the non-cash charge resulting from the change in
the Net Profits Plan liability was $43.3 million, or $0.69 per diluted
share, on an after-tax basis. The Net Profits Plan liability increased
significantly during the quarter as a result of the increase in
forecasted oil and natural gas prices from March 31 to June 30, 2008.

   The Company's adjusted net income also includes an after-tax
adjustment of $6.3 million, or $0.10 per diluted share, for bad debt
expense recorded in the quarter as a result of the bankruptcy of
SemGroup L.P. Based upon information contained in available court
filings made by SemGroup L.P., the Company believes that the
bankruptcy of SemGroup L.P. may be attributable to circumstances
unique to SemGroup L.P., including significant margin requirements for
large futures and options trading positions by SemGroup L.P., which
are not representative of the liquidity and financial position of
other companies in the mid-stream sector. Accordingly, St. Mary
believes that the circumstances that led to the SemGroup L.P. bad debt
expense are highly unusual and unlikely to occur in the future with
respect to receivables from other purchasers of the Company's produced
oil and natural gas. See the header SemGroup Exposure below for more
discussion on this topic. Complete reconciliations of adjusted net
income to the nearest comparable GAAP financial measure for all
comparable periods are presented in the accompanying Financial
Highlights section at the end of this release.

   Discretionary cash flow increased to $211.9 million for the second
quarter of 2008 from $153.8 million in the same period of the
preceding year. Net cash provided by operating activities increased to
$173.6 million for the second quarter of 2008 from $156.2 million in
the same period in 2007. Adjusted net income and discretionary cash
flow are non-GAAP financial measures - please refer to the respective
reconciliation in the accompanying Financial Highlights section at the
end of this release.

   Reported daily oil and gas production for the quarter increased
10% year over year to an average of 313.7 MMCFED in the second quarter
of 2008 from 286.1 MMCFED in the second quarter of 2007. Adjusting for
properties that were sold in January 2008, total oil and gas
production from the retained properties increased 15% or 3.7 BCFE year
over year. The Company's oil and gas production growth between the
periods is being driven by development of the Cotton Valley and James
Lime programs in the ArkLaTex region, drilling in the horizontal
Woodford shale program in eastern Oklahoma, drilling in the Wolfberry
tight oil program in West Texas, successful offshore activities in the
Gulf Coast region, and the acquisition and subsequent development of
Olmos shallow gas assets in South Texas.

   Revenues for the quarter were $356.9 million compared to $247.2
million for the same period in 2007. Average realized prices,
inclusive of hedging activities, were $9.97 per Mcf and $88.40 per
barrel in the second quarter of 2008, which is an increase of 30% and
47%, respectively, from the same period a year ago. Average prices,
excluding hedging activities, were $10.83 per Mcf and $120.20 per
barrel during the quarter. These prices were 53% and 97% higher,
respectively, than the second quarter of 2007.

   Lease operating expense, including transportation, increased 19%
or $0.26 per MCFE between the second quarters of 2007 and 2008 on a
per MCFE basis. Recurring lease operating costs were up approximately
8% or $0.09 per MCFE year over year. Consistent with many companies in
the exploration and production industry, St. Mary has been
experiencing higher recurring lease operating costs in recent months.
This is a result of strong commodity prices and high levels of
activity in many basins coupled with supply limitations for goods and
services. In particular, services that utilize fuel, such as water
handling and salt water disposal, have seen significant cost
increases. Between the comparative periods, workover expense was up
$0.13 per MCFE year over year. Workover expense was driven higher
primarily by several major workovers in the Gulf Coast and
Mid-Continent regions. Production taxes increased 70% year over year,
driven upward by higher commodity prices. The increase in depletion
and depreciation expense between the two periods reflects the higher
finding cost environment experienced by the industry in recent years
to acquire and develop properties. The increase in exploration expense
in the second quarter of 2008 is due to two exploratory dry holes
drilled by the Company testing completion designs in a potential
resource play.

   General and administrative expense increased year over year
primarily due to compensation-related costs associated with increased
headcount. Costs such as salary and cash bonus have increased with the
number of employees, particularly as competition for employees has
grown. The Company also saw an increase in cash payments made to
participants in the Net Profits Plan due in large part to the increase
in commodity prices between the periods.

   St. Mary recognized $9.9 million in bad debt expense before income
taxes in the second quarter of 2008 as a result of the bankruptcy of
SemGroup L.P. The Company sells a portion of its oil production to
affiliates of SemGroup L.P. and as a result of the SemGroup L.P.
bankruptcy, the receivables due from affiliates of SemGroup L.P. have
been reserved - see the header SemGroup Exposure below for more
details on this item.

   The significant increase in the non-cash expense recognized in the
second quarter of 2008 relates to the increase in the Net Profits Plan
liability. The liability increased significantly during the quarter as
a result of the increase in forecasted commodity prices during the
quarter. This liability is a significant management estimate and is
based on a number of assumptions including estimated future commodity
prices, production rates, and operating costs.

   FINANCIAL POSITION

   As of June 30, 2008, St. Mary had total long-term debt of $582.5
million, comprised of $287.5 million in 3.50% Senior Convertible Notes
and $295.0 million drawn under our existing long-term credit facility.
The Company has a borrowing base of $1.4 billion and a commitment
amount of $500 million under its credit facility.

   SEMGROUP EXPOSURE

   On July 22, 2008, SemGroup L.P. and certain North American
subsidiaries filed voluntary petitions for reorganization under
Chapter 11 of the U.S. Bankruptcy Code. Affiliates of SemGroup L.P.
purchase a portion of our crude oil production in the Williston Basin,
Oklahoma, and Texas. As a result, the Company increased its allowance
for doubtful accounts and bad debt expense by approximately $9.9
million for June 2008 production that was recorded in the six-month
period ended June 30, 2008. St. Mary believes that it has maximum
additional potential exposure of $6.8 million with this purchaser for
a portion of production in July 2008. The Company is monitoring the
bankruptcy cases closely to pursue the best course of action to obtain
payment of the amounts owed and to continue crude oil sales in the
affected producing regions. This matter does not have a material
adverse effect on the Company's liquidity or overall financial
position.

   OPERATIONAL UPDATE

   In the Williston Basin, the Company is operating two drilling
rigs. St. Mary is currently drilling its second grass roots horizontal
Bakken well in Burke County and is in the process of completing the
first grass roots well which was drilled in northern Mountrail County.
The pilot hole for the first well was drilled through the Bakken
formation and logs confirmed the presence of the Three Forks
formation. St. Mary is also currently completing its first horizontal
Bakken re-entry well in McKenzie County. Additionally, the Company has
entered into an agreement to acquire additional leasehold in North
Dakota. The acquisition will increase the Company's acreage position
in the basin by approximately 6,200 net acres in eastern McKenzie
County and 18,500 net acres in northern Divide County.

   In the Arkoma Basin, St. Mary will be adding a third rig in the
horizontal Woodford shale in mid-August. Earlier this year, the
Company increased the planned 2008 capital investment for this program
by $20 million based on improved results in the program. The average
EUR of the last ten wells drilled is approximately 3 BCFE per well,
which is marked improvement over the EURs of the Company's first ten
wells.

   The Company has two rigs operating in East Texas and northern
Louisiana that are currently drilling Cotton Valley and James Lime
wells. The location for St. Mary's first horizontal well targeting the
Haynesville shale is currently being prepared in DeSoto Parish,
Louisiana and drilling is expected to begin in September of this year.
The Company has 50,000 net acres with potential in the Haynesville
shale.

   The Company's operations in its other key programs continue to
progress according to plan with no material changes to report. St.
Mary currently has 16 rigs operating across the Company.

   EARNINGS CALL INFORMATION

   The Company has scheduled a teleconference call to discuss second
quarter 2008 earnings results on August 5, 2008, at 8:00 am (Mountain
Time). The call participation number is 888-424-5231. A digital
recording of the conference call will be available two hours after the
completion of the call, 24 hours per day through August 19, 2008, at
800-642-1687, conference number 55279667. International participants
can dial 706-634-6088 to take part in the conference call and can
access a replay of the call at 706-645-9291, conference number
55279667. In addition, the call will be broadcast live through
St. Mary's website at www.stmaryland.com and the earnings press
release and financial highlights will be available before the call. An
audio recording of the conference call will be available at
www.stmaryland.com through August 19, 2008.

   INFORMATION ABOUT FORWARD-LOOKING STATEMENTS

   This release contains forward-looking statements within the
meaning of securities laws, including forecasts and projections. The
words "will," "believe," "budget," "anticipate," "plan," "intend,"
"estimate," "forecast," "expect" and similar expressions are intended
to identify forward-looking statements. These statements involve known
and unknown risks, which may cause St. Mary's actual results to differ
materially from results expressed or implied by the forward-looking
statements. These risks include such factors as the volatility and
level of oil and natural gas prices, the uncertain nature of the
expected benefits from the acquisition and divestiture of oil and gas
properties, uncertainties inherent in projecting future rates of
production from drilling activities and acquisitions, the ability of
purchasers of production to pay for those sales, the potential effects
of increased levels of debt financing, the imprecise nature of
estimating oil and gas reserves, the pending nature of the announced
acquisition in the Williston Basin as well as the ability to complete
the transaction, the availability of additional economically
attractive exploration, development, and property acquisition
opportunities for future growth and any necessary financings,
unexpected drilling conditions and results, unsuccessful exploration
and development drilling, drilling and operating service availability,
the risks associated with our hedging strategy, and other such matters
discussed in the "Risk Factors" section of St. Mary's 2007 Annual
Report on Form 10-K/A and subsequent quarterly reports on Form 10-Q
filed with the SEC. Although St. Mary may from time to time
voluntarily update its prior forward-looking statements, it disclaims
any commitment to do so except as required by securities laws.

   INFORMATION ABOUT RESERVES AND RESOURCES

   The SEC permits oil and gas companies to disclose in their filings
with the SEC only proved reserves, which are reserve estimates that
geological and engineering data demonstrate with reasonable certainty
to be recoverable in future years from known reservoirs under existing
economic and operating conditions. St. Mary uses in this press release
the term "EUR" (estimated ultimate recovery), which SEC guidelines
prohibit from being included in filings with the SEC. EUR means those
quantities of petroleum which are estimated to be potentially
recoverable from an accumulation, plus those quantities already
produced therefrom. Estimates of unproved reserves which may
potentially be recoverable through additional drilling or recovery
techniques are by their nature more uncertain than estimates of proved
reserves and accordingly are subject to substantially greater risk of
not actually being realized by the Company. In addition, our
production forecasts and expectations for future periods are dependent
upon many assumptions, including estimates of production decline rates
from existing wells and the undertaking and outcome of future drilling
activity, which may be affected by significant commodity price
declines or drilling cost increases.

-0-
*T
                 ST. MARY LAND & EXPLORATION COMPANY
                         FINANCIAL HIGHLIGHTS
                            June 30, 2008
                             (Unaudited)

Production Data
------------------------
                            For the                For the
                          Three Months            Six Months
                         Ended June 30,         Ended June 30,
                         -------------- ------- -------------- -------
                                        Percent                Percent
                          2008    2007  Change   2008    2007  Change
                         ------- ------ --------------- ------ -------

Average realized sales
 price, before hedging:
   Oil (per Bbl)         $120.20 $61.11     97% $106.17 $56.85     87%
   Gas (per Mcf)          $10.83  $7.09     53%   $9.69  $6.96     39%

Average realized sales
 price, net of hedging:
   Oil (per Bbl)          $88.40 $59.97     47%  $82.28 $56.28     46%
   Gas (per Mcf)           $9.97  $7.68     30%   $9.33  $7.86     19%

Production:
   Oil (MMBbls)              1.6    1.7     -3%     3.3    3.4     -3%
   Gas (Bcf)                18.7   15.8     18%    37.0   31.1     19%
   BCFE (6:1)               28.6   26.0     10%    56.9   51.5     10%

Daily production:
   Oil (MBbls per day)      18.1   18.7     -3%    18.2   18.8     -3%
   Gas (MMcf per day)      205.3  174.2     18%   203.4  171.6     19%
   MMCFE per day (6:1)     313.7  286.1     10%   312.6  284.6     10%

Margin analysis per
 MCFE:
  Average realized sales
   price, before hedging  $14.01  $8.30     69%  $12.49  $7.96     57%

  Average realized sales
   price, net of hedging  $11.61  $8.58     35%  $10.86  $8.46     28%
  Lease operating
   expense and
   transportation           1.63   1.37     19%    1.50   1.45      3%
  Production taxes          0.95   0.56     70%    0.84   0.55     53%
  General and
   administrative           0.77   0.62     24%    0.76   0.56     36%
                         ------- ------         ------- ------
    Operating margin       $8.26  $6.03     37%   $7.76  $5.90     32%
                         ------- ------         ------- ------
  Depletion,
   depreciation,
   amortization, and
   asset retirement
   obligation liability
   accretion               $2.67  $2.10     27%   $2.58  $2.01     28%
*T

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*T
Consolidated Statements of Operations
----------------------------------------------------------------------
(In thousands, except per            For the             For the
 share amounts)                   Three Months         Six Months
                                 Ended June 30,      Ended June 30,
                               ------------------- -------------------
                                 2008      2007      2008      2007
                               --------- --------- --------- ---------
Operating revenues and other
 income:
  Oil and gas production
   revenue                     $399,961  $216,154  $710,393  $409,860
  Realized oil and gas hedge
   gain (loss)                  (68,396)    7,303   (92,346)   25,987
  Marketed gas system and
   other operating revenue       22,339    23,697    41,942    32,313
  Gain on sale of proved
   properties                     3,038         -    59,055         -
                               --------- --------- --------- ---------
    Total operating revenues
     and other income           356,942   247,154   719,044   468,160
                               --------- --------- --------- ---------

Operating expenses:
  Oil and gas production
   expense                       73,625    50,328   133,101   102,648
  Depletion, depreciation,
   amortization, and asset
   retirement obligation
   liability accretion           76,354    54,657   146,708   103,616
  Exploration                    17,401    11,074    31,709    30,093
  Impairment of proved
   properties                     9,566         -     9,566         -
  Abandonment and impairment
   of unproved properties         2,056     1,465     3,064     2,949
  General and administrative     21,867    16,266    43,004    29,157
  Bad debt expense                9,951         -     9,942         -
  Change in Net Profits Plan
   liability                     68,142    (1,160)   81,768     3,805
  Marketed gas system and
   other operating expense       20,915    15,341    39,360    23,293
  Unrealized derivative (gain)
   loss                          (1,186)    1,200     5,231     5,104
                               --------- --------- --------- ---------
    Total operating expenses    298,691   149,171   503,453   300,665
                               --------- --------- --------- ---------

Income from operations           58,251    97,983   215,591   167,495

Nonoperating income (expense):
  Interest income                    59       154       156       257
  Interest expense               (5,528)   (3,750)  (10,499)   (9,803)
                               --------- --------- --------- ---------

Income before income taxes       52,782    94,387   205,248   157,949
  Income tax expense            (19,232)  (35,152)  (75,702)  (58,764)
                               --------- --------- --------- ---------

Net income                      $33,550   $59,235  $129,546   $99,185
                               ========= ========= ========= =========

Basic weighted-average common
 shares outstanding              61,714    63,583    62,287    60,316
                               ========= ========= ========= =========

Diluted weighted-average
 common shares outstanding       62,749    65,120    63,404    65,015
                               ========= ========= ========= =========

Basic net income per common
 share                            $0.54     $0.93     $2.08     $1.64
                               ========= ========= ========= =========

Diluted net income per common
 share                            $0.53     $0.91     $2.04     $1.54
                               ========= ========= ========= =========
*T

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*T
Consolidated Balance Sheets
----------------------------------------
(In thousands, except share amounts)        June 30,     December 31,
                 ASSETS                       2008           2007
                                          -------------  -------------
Current assets:
  Cash and cash equivalents                    $36,919        $43,510
  Short-term investments                         1,000          1,173
  Accounts receivable, net of allowance
   for doubtful accounts of $10,094 in
   2008 and $152 in 2007                       194,517        157,149
  Hedge margin deposit                          30,900          2,000
  Refundable income taxes                        9,854            933
  Prepaid expenses and other                    18,212         14,129
  Accrued derivative asset                         974         17,836
  Deferred income taxes                        143,148         33,211
                                          -------------  -------------
    Total current assets                       435,524        269,941
                                          -------------  -------------

Property and equipment (successful
 efforts method), at cost:
  Proved oil and gas properties              3,012,306      2,721,229
  Less - accumulated depletion,
   depreciation, and amortization             (870,105)      (804,785)
  Unproved oil and gas properties, net
   of impairment allowance of $9,587 in
   2008 and $10,319 in 2007                    159,057        134,386
  Wells in progress                            122,742        137,417
  Oil and gas properties held for sale
   less accumulated depletion,
   depreciation, and amortization                1,665         76,921
  Other property and equipment, net of
   accumulated depreciation of $12,466
   in 2008 and $11,549 in 2007                  10,175          9,230
                                          -------------  -------------
                                             2,435,840      2,274,398
                                          -------------  -------------

Noncurrent assets:
  Goodwill                                       9,452          9,452
  Accrued derivative asset                       2,208          5,483
  Restricted cash subject to Section
   1031 Exchange                                25,266              -
  Other noncurrent assets                       12,548         12,406
                                          -------------  -------------
    Total noncurrent assets                     49,474         27,341
                                          -------------  -------------

Total Assets                                $2,920,838     $2,571,680
                                          =============  =============

  LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable and accrued expenses       $302,872       $254,918
  Accrued derivative liability                 382,552         97,627
  Deposit associated with oil and gas
   properties held for sale                          -         10,000
                                          -------------  -------------
    Total current liabilities                  685,424        362,545
                                          -------------  -------------

Noncurrent liabilities:
  Long-term credit facility                    295,000        285,000
  Senior convertible notes                     287,500        287,500
  Asset retirement obligation                  103,741         96,432
  Asset retirement obligation associated
   with oil and gas properties held for
   sale                                             36          8,744
  Net Profits Plan liability                   293,174        211,406
  Deferred income taxes                        186,590        257,603
  Accrued derivative liability                 520,573        190,262
  Other noncurrent liabilities                   8,417          8,843
                                          -------------  -------------
    Total noncurrent liabilities             1,695,031      1,345,790
                                          -------------  -------------

Stockholders' equity:
  Common stock, $0.01 par value:
   authorized - 200,000,000 shares;
   issued: 62,306,691 shares in 2008 and
   64,010,832 shares in 2007;
   outstanding, net of treasury shares:
   62,129,704 shares in 2008 and
   63,001,120 shares in 2007                       623            640
  Additional paid-in capital                    86,930        170,070
  Treasury stock, at cost: 176,987
   shares in 2008 and 1,009,712 shares
   in 2007                                      (2,130)       (29,049)
  Retained earnings                          1,005,122        878,652
  Accumulated other comprehensive loss        (550,162)      (156,968)
                                          -------------  -------------
    Total stockholders' equity                 540,383        863,345
                                          -------------  -------------

Total Liabilities and Stockholders'
 Equity                                     $2,920,838     $2,571,680
                                          =============  =============
*T

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*T
Consolidated Statements of Cash Flows
----------------------------------------------------------------------
(In thousands)                       For the             For the
                                  Three Months         Six Months
                                 Ended June 30,      Ended June 30,
                               ------------------- -------------------
Cash flows from operating
 activities:                     2008      2007      2008      2007
                               --------- --------- --------- ---------
Reconciliation of net income
 to net cash provided by
 operating activities:
Net income                      $33,550   $59,235  $129,546   $99,185
Adjustments to reconcile net
 income to net cash provided
 by operating activities:
  (Gain) loss on insurance
   settlement                       480    (6,325)      960    (6,325)
  Gain on sale of proved
   properties                    (3,038)        -   (59,055)        -
  Depletion, depreciation,
   amortization, and asset
   retirement obligation
   liability accretion           76,354    54,657   146,708   103,616
  Bad debt expense                9,951         -     9,942         -
  Exploratory dry hole expense    5,916     1,651     6,606    11,220
  Impairment of proved
   properties                     9,566         -     9,566         -
  Abandonment and impairment
   of unproved properties         2,056     1,465     3,064     2,949
  Unrealized derivative loss     (1,186)    1,200     5,231     5,104
  Change in Net Profits Plan
   liability                     68,142    (1,160)   81,768     3,805
  Stock-based compensation
   expense (1)                    3,747     3,312     7,057     6,279
  Deferred income taxes           5,907    31,220    55,996    52,457
  Other                          (2,381)   (2,571)      766    (2,696)
Changes in current assets and
 liabilities:
  Accounts receivable            (1,727)    4,745   (42,954)   12,507
  Hedge margin deposit          (28,900)        -   (28,900)        -
  Refundable income taxes        (9,854)      775    (8,921)      775
  Prepaid expenses and other     (6,234)   (7,439)   (6,570)   (5,120)
  Accounts payable and accrued
   expenses                      19,992    18,330    14,850     2,327
  Income tax benefit from the
   exercise of stock options     (8,705)   (2,849)   (9,565)   (3,762)
                               --------- --------- --------- ---------
Net cash provided by operating
 activities                     173,636   156,246   316,095   282,321
                               --------- --------- --------- ---------

Cash flows from investing
 activities:
  Proceeds from insurance
   settlement                         -     7,049         -     7,049
  Proceeds from sale of oil
   and gas properties            24,197         -   154,597       324
  Capital expenditures         (167,941) (143,800) (329,247) (278,983)
  Acquisition of oil and gas
   properties                    (9,896)  (29,864)  (62,927)  (31,050)
  Deposits to short-term
   investments                      173    (1,138)      173    (1,138)
  Receipts from short-term
   investments                        -     1,450         -     1,450
  Deposits to restricted cash   (25,266)        -   (25,266)        -
  Other                              20         1    (9,987)       17
                               --------- --------- --------- ---------
Net cash used in investing
 activities                    (178,713) (166,302) (272,657) (302,331)
                               --------- --------- --------- ---------

Cash flows from financing
 activities:
  Proceeds from credit
   facility                     249,000   273,914   638,000   292,914
  Repayment of credit facility (230,500) (527,914) (628,000) (530,914)
  Repayment of short-term note
   payable                            -         -         -    (4,469)
  Income tax benefit from the
   exercise of stock options      8,705     2,849     9,565     3,762
  Net proceeds from issuance
   of senior convertible debt         -   281,194         -   281,194
  Proceeds from sale of common
   stock                         10,356     4,599    10,684     5,378
  Repurchase of common stock          -         -   (77,202)        -
  Dividends paid                 (3,076)   (3,140)   (3,076)   (3,140)
                               --------- --------- --------- ---------
Net cash provided by (used in)
 financing activities            34,485    31,502   (50,029)   44,725
                               --------- --------- --------- ---------

Net change in cash and cash
 equivalents                     29,408    21,446    (6,591)   24,715
Cash and cash equivalents at
 beginning of period              7,511     4,733    43,510     1,464
                               --------- --------- --------- ---------
Cash and cash equivalents at
 end of period                  $36,919   $26,179   $36,919   $26,179
                               ========= ========= ========= =========

(1) Stock-based compensation expense is a component of Exploration
 expense and General and administrative expense on the consolidated
 statements of operations. During the periods ended June 30, 2008, and
 2007, respectively, approximately $2.2 million and $1.9 million of
 stock-based compensation expense was included in Exploration expense.
 During the periods ended June 30, 2008, and 2007, respectively,
 approximately $4.9 million and $4.4 million of stock-based
 compensation expense was included in General and administrative
 expense.
*T

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*T
Adjusted Net Income
----------------------------------------
(In thousands, except per share data)

Reconciliation of Net Income        For the             For the
 (GAAP) to Adjusted Net           Three Months         Six Months
 Income (Non-GAAP):              Ended June 30,      Ended June 30,
                               ------------------- -------------------
                                 2008      2007      2008      2007
                               --------- --------- --------- ---------

Reported Net Income (GAAP)      $33,550   $59,235  $129,546   $99,185

Change in Net Profits Plan
 liability                       68,142    (1,160)   81,768     3,805
Unrealized derivative (gain)
 loss                            (1,186)    1,200     5,231     5,104
Gain on sale of proved
 properties                      (3,038)        -   (59,055)        -
(Gain) loss on insurance
 settlement (2)                     480    (6,325)      960    (6,325)
Bad debt expense associated
 with SemGroup, L.P.              9,948         -     9,948         -

                               --------- --------- --------- ---------
    Total of Adjustments         74,346    (6,285)   38,852     2,584
                               --------- --------- --------- ---------

Tax effect on adjustments       (27,089)    2,341   (14,330)     (961)

                               --------- --------- --------- ---------
Adjusted Net Income (Non-
 GAAP) (3)                      $80,807   $55,291  $154,068  $100,808
                               ========= ========= ========= =========

Adjusted Net Income Per Share
 (Non-GAAP)
    Basic                         $1.31     $0.87     $2.47     $1.67
                               ========= ========= ========= =========
    Diluted                       $1.29     $0.85     $2.43     $1.56
                               ========= ========= ========= =========

Average Number of Shares
 Outstanding
    Basic                        61,714    63,583    62,287    60,316
                               ========= ========= ========= =========
    Diluted                      62,749    65,120    63,404    65,015
                               ========= ========= ========= =========

(2) Included within line item marketed gas system and other operating
 revenue on the consolidated statements of operations.

(3) Adjusted net income is calculated as net income adjusted for
 significant non-cash and non-recurring items. Examples of non-cash
 charges include non-cash gains or losses resulting from changes in
 the Net Profits Plan liability, unusual and non-recurring bad debt
 expense, and unrealized derivative gains and losses. Examples of non-
 recurring items include gains from sales of properties and insurance
 settlements. The non-GAAP measure of adjusted net income is presented
 because management believes it provides useful additional information
 to investors for analysis of St. Mary's fundamental business on a
 recurring basis. In addition, management believes that adjusted net
 income is widely used by professional research analysts and others in
 the valuation, comparison, and investment recommendations of
 companies in the oil and gas exploration and production industry, and
 many investors use the published research of industry research
 analysts in making investment decisions. Adjusted net income should
 not be considered in isolation or as a substitute for net income,
 income from operations, cash provided by operating activities or
 other income, profitability, cash flow, or liquidity measures
 prepared under GAAP. Since adjusted net income excludes some, but not
 all, items that affect net income and may vary among companies, the
 adjusted net income amounts presented may not be comparable to
 similarly titled measures of other companies.
*T

-0-
*T
Discretionary Cash Flow
----------------------------------------------------------------------
(In thousands)

Reconciliation of Net Cash
 Provided by Operating
 Activities (GAAP) to
 Discretionary Cash Flow (Non-
 GAAP):
                                    For the             For the
                                  Three Months         Six Months
                                 Ended June 30,      Ended June 30,
                               ------------------- -------------------
                                 2008      2007      2008      2007
                               --------- --------- --------- ---------
Net cash provided by
 operating activities (GAAP)   $173,636  $156,246  $316,095  $282,321

Exploration                      17,401    11,074    31,709    30,093
   Less: Exploratory dry hole
    expense                      (5,916)   (1,651)   (6,606)  (11,220)
   Less: Stock-based
    compensation expense
    included in exploration      (1,073)     (885)   (2,142)   (1,889)
Other                             2,381     2,571      (766)    2,696
Bad debt expense                 (9,951)        -    (9,942)        -
Changes in current assets and
 liabilities                     35,428   (13,562)   82,060    (6,727)

                               --------- --------- --------- ---------
Discretionary cash flow (Non-
 GAAP) (4)                     $211,906  $153,793  $410,408  $295,274
                               ========= ========= ========= =========

(4) Discretionary cash flow is computed as net income adjusted for
 gain (loss) on insurance settlement, gain on sale of proved
 properties, depreciation, depletion, amortization, asset retirement
 obligation liability accretion, impairments, deferred taxes,
 exploration expense, stock-based compensation expense, change in Net
 Profits Plan liability, and the effect of unrealized derivative
 (gain) loss. The non-GAAP measure of discretionary cash flow is
 presented since management believes that it provides useful
 additional information to investors for analysis of St. Mary's
 ability to internally generate funds for exploration, development and
 acquisitions. In addition, discretionary cash flow is widely used by
 professional research analysts and others in the valuation,
 comparison, and investment recommendations of companies in the oil
 and gas exploration and production industry, and many investors use
 the published research of industry research analysts in making
 investment decisions. Discretionary cash flow should not be
 considered in isolation or as a substitute for net income, income
 from operations, net cash provided by operating activities or other
 income, profitability, cash flow, or liquidity measures prepared
 under GAAP. Since discretionary cash flow excludes some, but not all
 items that affect net income and net cash provided by operating
 activities and may vary among companies, the discretionary cash flow
 amounts presented may not be comparable to similarly titled measures
 of other companies. See the Consolidated Statements of Cash Flows
 herein for more detailed cash flow information.
*T

St. Mary Land & Exploration Company
Brent A. Collins, 303-861-8140

Copyright Business Wire 2008



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