EXHIBIT 21.1


SUBSIDIARIES
OF
SM ENERGY COMPANY


A.
Wholly-owned subsidiaries of SM Energy Company, a Delaware corporation:

1.
SMT Texas LLC, a Colorado limited liability company
2.
Belring GP LLC, a Delaware limited liability company
3.
St. Mary Energy Louisiana LLC, a Delaware limited liability company
4.
Hilltop Investments, a Colorado general partnership
5.
Parish Ventures, a Colorado general partnership
6.
Green Canyon Offshore LLC, a Delaware limited liability company
7.
Rock Ridge Water LLC, a Delaware limited liability company

B.
Partnership or limited liability company interests held by SM Energy Company:

1.
Potato Creek Midstream, LLC, a Pennsylvania limited liability company (70%)
2.
1977 H.B Joint Account, a Colorado general partnership (8%)
3.
1976 H.B Joint Account, a Colorado general partnership (9%)
4.
1974 H.B Joint Account, a Colorado general partnership (4%)

C.
Partnership interests held by SMT Texas, LLC:

1.
St. Mary Land East Texas LP, a Texas limited partnership (99%) (the remaining 1% interest is held by SM Energy Company)