EXHIBIT 23.4


                       CONSENT OF INDEPENDENT ACCOUNTANTS



We consent to the  incorporation by reference in the  registration  statement of
St.  Mary Land &  Exploration  Company  and  Subsidiaries  on Form S-8 (File No.
333-61850) of our report dated March 3, 1997, except for the effects of adopting
Statement of Financial  Accounting  Standards No. 128,  "Earnings Per Share," as
discussed  in Note 1, as to which the date is March 19,  1998,  on our audits of
the financial statements of St. Mary Land & Exploration Company and Subsidiaries
as of  December  31,  1996,  and for each of the two years in the  period  ended
December 31, 1996 which report is included in this Annual Report on Form 10-K.




/s/ COOPERS & LYBRAND L.L.P.
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COOPERS & LYBRAND L.L.P.


Denver, Colorado
March 23, 1998