exhibit991_080111.htm

SM Energy reported net income for the second quarter of 2011 of $124.5 million, or $1.86 per diluted share. This compares to net income of $18.1 million, or $0.28 per diluted share, for the same period of 2010. The increase in net income between these two periods is due primarily to a gain on divestiture activity, increased production, increased commodity prices, and unrealized derivative gains recognized in the Company’s income statement in the second quarter of 2011. Adjusted net income for the quarter was $61.1 million, or $0.91 per diluted share, versus adjusted net income of $10.2 million, or $0.16 per diluted share, for the second quarter of 2010. Adjusted net income excludes certain items that the Company believes affect the comparability of operating results. Items excluded are generally non-recurring items or items whose timing and/or amount cannot be reasonably estimated, and large non-cash items, such as unrealized gains or losses from derivative activity. A summary of the adjustments made to arrive at adjusted net income is presented in the table below:

Adjusted Net Income Reconciliation
(In thousands, except per share data)

Reconciliation of Net Income (GAAP) To Adjusted Net Income (Non-GAAP):
	For the Three Months Ended June 30,
	2011			2010

Reported Net Income (GAAP)	$	124,533		$	18,068
Adjustments, net of tax: (1)
Change in Net Profits Plan liability	$	(8,823	)	$	(3,907	)
Unrealized portion of derivative (gain) loss	$	(36,500	)	$	(1,236	)
Gain on divestiture activity	$	(18,940	)	$	(4,156	)
Abandonment & impairment of unproved properties	$	780		$	1,406

Adjusted Net Income (Non-GAAP)	$	61,050		$	10,175

Adjusted Net Income per common share:
Basic	$	0.96		$	0.16
Diluted	$	0.91		$	0.16

Weighted-average common shares outstanding:
Basic		63,638			62,917
Diluted		66,909			64,566

NOTE: Totals may not add due to rounding

(1) Adjustments are shown net of tax using the effective income tax rate as calculated by dividing the income tax expense by income before income taxes as stated on the consolidated statement of operations.

Production	Reported			2Q11 Guidance

Average daily production (MMCFE/d)		436.9			396 - 429
Total production (BCFE)		39.8			36 - 39

Costs
LOE ($/MCFE)	$	0.84			$0.98 - $1.03
Transportation ($/MCFE)	$	0.42			$0.50 - $0.55
Production taxes (% of pre-derivative oil, gas, and NGL revenue)		1.0	%		7.0	%

G&A – Cash ($/MCFE)	$	0.43			$0.47 - $0.50
G&A – Cash NPP ($/MCFE)	$	0.13			$0.13 - $0.15
G&A – Non-cash ($/MCFE)	$	0.13			$0.11 - $0.13
Total G&A ($/MCFE)	$	0.69			$0.71 - $0.78

DD&A ($/MCFE)	$	2.90			$2.90 - $3.10
Non-cash interest expense ($MM)	$	7.7		$	7.3

The variance between reported and guided production taxes as a percentage of pre-derivative oil, gas, and NGL revenue is primarily due to severance tax incentives that were realized in the Company’s Eagle Ford shale program.

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,” and “expect” and similar expressions are intended to identify forward looking statements. These statements involve known and unknown risks, which may cause SM Energy’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, natural gas, and natural gas liquids prices, the uncertain nature of the expected benefits from the acquisition, divestiture, or joint venture of oil and gas properties, the uncertain nature of announced divestiture, joint venture, farm down or similar efforts and the ability to complete such transactions, uncertainties inherent in projecting future rates of production from drilling activities and acquisitions, the ability of midstream service providers to purchase or market the Company’s production, the ability of purchasers of production to pay for those sales, the availability of debt and equity financing for purchasers of oil and gas properties, the ability of the banks in the Company’s credit facility to fund requested borrowings, the ability of derivative counterparties to settle derivative contracts in favor of the Company, the imprecise nature of estimating oil and gas reserves, 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 the Company’s commodity price risk management strategy, uncertainty regarding the ultimate impact of potentially dilutive securities, and other such matters discussed in the “Risk Factors” section of SM Energy’s 2010 Annual Report on Form 10-K and subsequent quarterly reports filed on Form 10-Q. Although SM Energy 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.

Guidance Comparison	For the Three Months
	Ended June 30, 2011
	Actual			Guidance Range

Average daily production (MMCFE per day)		436.9			396 - 429
Total production (BCFE)		39.8			36.0 - 39.0

Lease operating expense (per MCFE)	$	0.84			$0.98 - $1.03
Transportation expense (per MCFE)	$	0.42			$0.50 - $0.55
Production taxes, as a percentage of pre-derivative oil, gas, and NGL revenue		1.0	%		7	%

General and administrative - cash (per MCFE)	$	0.43			$0.47 - $0.50
General and administrative - cash related to Net Profits Plan (per MCFE)	$	0.13			$0.13 - $0.15
General and administrative - non-cash (per MCFE)	$	0.13			$0.11 - $0.13
General and administrative - TOTAL (per MCFE)	$	0.69			$0.71 - $0.78

Depreciation, depletion, and amortization (per MCFE)	$	2.90			$2.90 - $3.10

Production Data	For the Three Months									For the Six Months
	Ended June 30,									Ended June 30,
	2011			2010			Percent Change			2011			2010			Percent Change

Average realized sales price, before the effects of
derivative cash settlements: (1)
Oil (per Bbl)	$	97.51		$	70.92			37	%	$	91.76		$	71.86			28	%
Gas (per Mcf)		4.63			4.54			2	%		4.50			5.34			-16	%
NGL (per Bbl)		54.02			-		NM				50.80			-		NM
Equivalent (MCFE)	$	8.40		$	6.99			20	%	$	8.04		$	7.64			5	%

Average realized sales price, including the effects of
derivative cash settlements: (1)
Oil (per Bbl)	$	84.40		$	65.17			30	%	$	79.82		$	66.10			21	%
Gas (per Mcf)		5.01			5.59			-10	%		5.02			6.21			-19	%
NGL (per Bbl)		47.49			-		NM				44.60			-		NM
Equivalent (MCFE)	$	7.89		$	7.36			7	%	$	7.67		$	7.88			-3	%

Production: (1)
Oil (MMBbls)		1.9			1.4			31	%		3.6			2.9			24	%
Gas (Bcf)		23.9			16.7			43	%		45.6			33.2			37	%
NGL (MMBbls)		0.8			-		NM				1.4			-		NM
BCFE (6:1)		39.8			25.2			58	%		75.9			50.9			49	%

Average daily production: (1)
Oil (MBbls per day)		20.4			15.5			31	%		20.1			16.2			24	%
Gas (MMcf per day)		262.7			183.3			43	%		252.2			183.7			37	%
NGL (MBbls per day)		8.7			-		NM				7.8			-		NM
MMCFE per day (6:1)		436.9			276.4			58	%		419.3			281.1			49	%

Per MCFE Data:
Realized price	$	8.40		$	6.99			20	%	$	8.04		$	7.64			5	%
Lease operating expense		(0.84	)		(1.15	)		-27	%		(0.87	)		(1.16	)		-25	%
Transportation costs		(0.42	)		(0.20	)		110	%		(0.42	)		(0.18	)		133	%
Production taxes		(0.08	)		(0.44	)		-82	%		(0.28	)		(0.50	)		-44	%
General and administrative		(0.69	)		(1.01	)		-32	%		(0.70	)		(0.96	)		-27	%
Operating profit, before the effects of derivative cash settlements	$	6.37		$	4.19			52	%	$	5.77		$	4.84			19	%
Derivative cash settlements		(0.51	)		0.37			-238	%		(0.37	)		0.24			-254	%
Operating profit, including the effects of derivative cash settlements	$	5.86		$	4.56			29	%	$	5.40		$	5.08			6	%
Depletion, depreciation, amortization, and
asset retirement obligation liability accretion	$	2.90		$	3.17			-9	%	$	2.91		$	3.10			-6	%

(1) NGL production volumes, revenues, and prices for 2010 have not been reclassified to conform to the current presentation given the immateriality of the volumes in that period. Please refer to additional discussion in the Company's Form 10-Q for the quarter ended March 31, 2011.

Consolidated Statements of Operations
(In thousands, except per share amounts)	For the Three Months						For the Six Months
	Ended June 30,						Ended June 30,
	2011			2010			2011			2010
Operating revenues and other income:
Oil, gas, and NGL production revenue	$	333,934		$	175,887		$	610,247		$	388,774
Realized hedge gain (loss)*		(6,330	)		9,329			(7,705	)		11,924
Gain on divestiture activity		30,019			7,021			54,934			127,999
Marketed gas system and other operating revenue		20,250			19,460			35,726			43,135
Total operating revenues and other income		377,873			211,697			693,202			571,832

Operating expenses:
Oil, gas, and NGL production expense		53,342			45,168			119,154			93,508
Depletion, depreciation, amortization,
and asset retirement obligation liability accretion		115,382			79,770			220,738			157,535
Exploration		9,603			14,498			22,315			28,396
Abandonment and impairment of unproved properties		1,237			2,375			4,316			3,279
General and administrative		27,310			25,398			53,171			48,884
Change in Net Profits Plan liability		(13,984	)		(6,599	)		211			(33,871	)
Unrealized and realized derivative (gain) loss*		(43,876	)		(2,087	)		44,553			(9,822	)
Marketed gas system and other expense		17,152			16,385			37,009			39,383
Total operating expenses		166,166			174,908			501,467			327,292

Income from operations		211,707			36,789			191,735			244,540

Nonoperating income (expense):
Interest income		227			54			355			183
Interest expense		(14,550	)		(6,343	)		(24,264	)		(13,130	)

Income before income taxes		197,384			30,500			167,826			231,593
Income tax expense		(72,851	)		(12,432	)		(61,796	)		(87,347	)

Net income	$	124,533		$	18,068		$	106,030		$	144,246

Basic weighted-average common shares outstanding		63,638			62,917			63,543			62,855

Diluted weighted-average common shares outstanding		66,909			64,566			66,695			64,493

Basic net income per common share	$	1.96		$	0.29		$	1.67		$	2.29

Diluted net income per common share	$	1.86		$	0.28		$	1.59		$	2.24

* As of January 1, 2011, the Company elected to de-designate all commodity derivative contracts that had previously been designated as cash flow hedges as of December 31, 2010, and to discontinue hedge accounting prospectively. Accordingly, beginning January 1, 2011, gains and losses from commodity price management activities, both realized and unrealized, will be included in the income statement on the line titled “Unrealized and realized derivative (gain) loss”. Hedging balances accounted for in the balance sheet line titled “accumulated other comprehensive loss” as of December 31, 2010 will now be recognized in the income statement line titled “Realized hedge gain (loss)” as they are realized. For the six months ended June 30, 2011, our adjusted oil price was negatively impacted by $43.4 million of realized oil derivative cash settlements, our adjusted natural gas price was positively impacted by $24.0 million of realized natural gas derivative cash settlements, and our adjusted NGL price was negatively impacted by $8.7 million of realized NGL derivative cash settlements. For the three months ended June 30, 2011, our adjusted oil price was negatively impacted by $24.3 million of realized oil derivative cash settlements, our adjusted natural gas price was positively impacted by $9.1 million of realized natural gas derivative cash settlements, and our adjusted NGL price was negatively impacted by $5.2 million of realized NGL derivative cash settlements.

Consolidated Balance Sheets
(In thousands)	June 30,			December 31,
ASSETS	2011			2010

Current assets:
Cash and cash equivalents	$	101,080		$	5,077
Accounts receivable		173,557			163,190
Refundable income taxes		3,134			8,482
Prepaid expenses and other		32,281			45,522
Derivative asset		28,985			43,491
Deferred income taxes		7,086			8,883
Total current assets		346,123			274,645

Property and equipment (successful efforts method), at cost:
Land		1,526			1,491
Proved oil and gas properties		3,799,844			3,389,158
Less - accumulated depletion, depreciation, and amortization		(1,532,670	)		(1,326,932	)
Unproved oil and gas properties		89,317			94,290
Wells in progress		245,650			145,327
Materials inventory, at lower of cost or market		15,915			22,542
Oil and gas properties held for sale		130,077			86,811
Other property and equipment, net of accumulated depreciation
of $17,550 in 2011 and $15,480 in 2010		61,831			21,365
		2,811,490			2,434,052

Other noncurrent assets:
Derivative asset		10,624			18,841
Other noncurrent assets		51,656			16,783
Total other noncurrent assets		62,280			35,624

Total Assets	$	3,219,893		$	2,744,321

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable and accrued expenses	$	413,048		$	417,654
Derivative liability		70,100			82,044
Deposit associated with oil and gas properties held for sale		-			2,355
Total current liabilities		483,148			502,053

Noncurrent liabilities:
Long-term credit facility		-			48,000
3.50% Senior Convertible Notes, net of unamortized
discount of $7,209 in 2011 and $11,827 in 2010		280,291			275,673
6.625% Senior Notes		350,000			-
Asset retirement obligation		72,273			69,052
Asset retirement obligation associated with oil and gas properties held for sale		92			2,119
Net Profits Plan liability		133,419			135,850
Deferred income taxes		496,405			443,135
Derivative liability		38,233			32,557
Other noncurrent liabilities		16,866			17,356
Total noncurrent liabilities		1,387,579			1,023,742

Commitments and contingencies

Stockholders' equity:
Common stock, $0.01 par value - authorized: 200,000,000 shares;
issued: 63,764,421 shares in 2011 and 63,412,800 shares in 2010;
outstanding, net of treasury shares: 63,683,354 shares in 2011
and 63,310,165 shares in 2010		638			634
Additional paid-in capital		215,704			191,674
Treasury stock, at cost: 81,067 shares in 2011 and 102,635 shares in 2010		(1,544	)		(423	)
Retained earnings		1,144,972			1,042,123
Accumulated other comprehensive loss		(10,604	)		(15,482	)
Total stockholders' equity		1,349,166			1,218,526

Total Liabilities and Stockholders' Equity	$	3,219,893		$	2,744,321

Consolidated Statements of Cash Flows
(In thousands)	For the Three Months						For the Six Months
	Ended June 30,						Ended June 30,
	2011			2010			2011			2010
Cash flows from operating activities:

Net income	$	124,533		$	18,068		$	106,030		$	144,246
Adjustments to reconcile net income to net cash
provided by operating activities:
Gain on divestiture activity		(30,019	)		(7,021	)		(54,934	)		(127,999	)
Depletion, depreciation, amortization,
and asset retirement obligation liability accretion		115,382			79,770			220,738			157,535
Exploratory dry hole expense		9			164			49			327
Abandonment and impairment of unproved properties		1,237			2,375			4,316			3,279
Stock-based compensation expense*		6,286			6,261			11,837			11,864
Change in Net Profits Plan liability		(13,984	)		(6,599	)		211			(33,871	)
Unrealized derivative (gain) loss		(57,852	)		(2,087	)		24,160			(9,822	)
Amortization of debt discount and deferred financing costs		7,674			3,366			11,294			6,657
Deferred income taxes		70,415			14,212			52,241			78,820
Plugging and abandonment		(1,395	)		(3,988	)		(1,430	)		(6,222	)
Other		(3,917	)		1,988			(5,888	)		2,937
Changes in current assets and liabilities:
Accounts receivable		(26,755	)		20,872			(10,370	)		7,628
Refundable income taxes		1,618			(3,445	)		5,348			9,558
Prepaid expenses and other		(5,267	)		(1,637	)		15,692			(148	)
Accounts payable and accrued expenses		25,811			(5,103	)		(2,530	)		26,299
Excess income tax benefit from the exercise of stock awards		(488	)		(938	)		(6,791	)		(938	)
Net cash provided by operating activities		213,288			116,258			369,973			270,150

Cash flows from investing activities:
Net proceeds from sale of oil and gas properties		58,929			8,751			97,952			247,998
Capital expenditures		(352,681	)		(172,182	)		(662,372	)		(304,627	)
Receipts from (deposits to) restricted cash		-			16,565			-			(19,595	)
Other		-			8			(2,355	)		(6,492	)
Net cash used in investing activities		(293,752	)		(146,858	)		(566,775	)		(82,716	)

Cash flows from financing activities:
Proceeds from credit facility		-			26,500			102,000			204,059
Repayment of credit facility		-			(26,500	)		(150,000	)		(392,059	)
Debt issuance costs related to credit facility		(8,525	)		-			(8,525	)		-
Net proceeds from 6.625% Senior Notes		-			-			341,435			-
Proceeds from sale of common stock		1,469			2,648			4,929			2,916
Dividends paid		(3,181	)		(3,144	)		(3,181	)		(3,144	)
Excess income tax benefit from the exercise of stock awards		488			938			6,791			938
Other		(1	)		(17	)		(644	)		(544	)
Net cash provided by (used in) financing activities		(9,750	)		425			292,805			(187,834	)

Net change in cash and cash equivalents		(90,214	)		(30,175	)		96,003			(400	)
Cash and cash equivalents at beginning of period		191,294			40,424			5,077			10,649
Cash and cash equivalents at end of period	$	101,080		$	10,249		$	101,080		$	10,249

* Stock-based compensation expense is a component of exploration expense and general and administrative expense on the consolidated statements of operations. For the three months ended June 30, 2011 and 2010, approximately $1.3 million and $1.7 million, respectively, of stock-based compensation expense was included in exploration expense. For the three months ended June, 30, 2011 and 2010, approximately $5.0 million and $4.6 million, respectively, of stock-based compensation expense was included in general and administrative expense. For the six months ended June 30, 2011 and 2010, approximately $2.8 million and $3.4 million, respectively, of stock-based compensation expense was included in exploration expense. For the six monhts ended June 30, 2011 and 2010, approximately $9.0 million and $8.5 million, respectively, of stock-based compensation expense was included in general and administrative expense.

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

Reconciliation of net income (GAAP)	For the Three Months						For the Six Months
to Adjusted net income (Non-GAAP):	Ended June 30,						Ended June 30,
	2011			2010			2011			2010


Reported net income (GAAP)	$	124,533		$	18,068		$	106,030		$	144,246

Adjustments net of tax: (2)
Change in Net Profits Plan liability		(8,823	)		(3,907	)		133			(21,102	)
Unrealized derivative (gain) loss		(36,500	)		(1,236	)		15,264			(6,119	)
Gain on divestiture activity		(18,940	)		(4,156	)		(34,706	)		(79,743	)
Abandonment and impairment of unproved properties		780			1,406			2,727			2,043

Adjusted net income (Non-GAAP) (3)	$	61,050		$	10,175		$	89,448		$	39,325

Adjusted net income per share (Non-GAAP)
Basic	$	0.96		$	0.16		$	1.41		$	0.63
Diluted	$	0.91		$	0.16		$	1.34		$	0.61

Weighted-average common shares outstanding
Basic		63,638			62,917			63,543			62,855
Diluted		66,909			64,566			66,695			64,493

(2) Adjustments are shown net of tax using the effective income tax rate; calculated by dividing the income tax expense by income before income taxes as stated on the consolidated statement of operations.


(3) Adjusted net income excludes certain items that the Company believes affect the comparability of operating results. Items excluded generally are non-recurring items or are items whose timing and/or amount cannot be reasonably estimated. These items include non-cash adjustments and impairments such as the change in the Net Profits Plan liability, unrealized derivative (gain) loss, abandonment and impairment of unproved properties, and gain on divestiture activity. The non-GAAP measure of adjusted net income is presented because management believes it provides useful additional information to investors for analysis of SM Energy'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.

Operating Cash Flow
(In thousands)

Reconciliation of net cash provided by operating activities	For the Three Months						For the Six Months
(GAAP) to Operating cash flow (Non-GAAP):	Ended June 30,						Ended June 30,
	2011			2010			2011			2010

Net cash provided by operating activities (GAAP)	$	213,288		$	116,258		$	369,973		$	270,150

Changes in current assets and liabilities		5,081			(9,749	)		(1,349	)		(42,399	)

Exploration		9,603			14,498			22,315			28,396
Less: Exploratory dry hole expense		(9	)		(164	)		(49	)		(327	)
Less: Stock-based compensation expense included in exploration		(1,284	)		(1,684	)		(2,806	)		(3,438	)

Operating cash flow (Non-GAAP) (4)	$	226,679		$	119,159		$	388,084		$	252,382

(4) Operating cash flow is computed as net cash provided by operating activities adjusted for changes in current assets and liabilities and exploration, less exploratory dry hole expense, and stock-based compensation expense included in exploration. The non-GAAP measure of operating cash flow is presented because management believes that it provides useful additional information to investors for analysis of SM Energy's ability to internally generate funds for exploration, development, acquisitions, and to service debt. In addition, operating 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. Operating 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 operating 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 operating 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.

Average Realized Commodity Prices for Quarter Ended June 30, 2011
	Before the impact of derivative cash settlements		After the impact of derivative cash settlements

Oil ($/Bbl)	$	97.51	$	84.40
Gas ($/Mcf)	$	4.63	$	5.01
Natural gas liquids ($/Bbl)	$	54.02	$	47.49
Equivalent ($/MCFE)	$	8.40	$	7.89