SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
PHARO MILAM RANDOLPH

(Last) (First) (Middle)
1776 LINCOLN ST.
SUITE 700

(Street)
DENVER CO 80203

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ST MARY LAND & EXPLORATION CO [ SM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP-Land & Legal & Ass. Sec.
3. Date of Earliest Transaction (Month/Day/Year)
05/30/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock; $.01 Par Value 05/30/2008 M 23,508 A $16.6563 50,683 D
Common Stock; $.01 Par Value 05/30/2008 M 5,350 A $7.965 56,033 D
Common Stock; $.01 Par Value 05/30/2008 M 5,350 A $10.595 61,383 D
Common Stock; $.01 Par Value 05/30/2008 M 5,348 A $10.855 66,731 D
Common Stock; $.01 Par Value 05/30/2008 M 5,348 A $12.03 72,079 D
Common Stock; $.01 Par Value 05/30/2008 M 4,844 A $11.95 76,923 D
Common Stock; $.01 Par Value 05/30/2008 M 4,846 A $12.5 81,769 D
Common Stock; $.01 Par Value 05/30/2008 M 4,844 A $12.525 86,613 D
Common Stock; $.01 Par Value 05/30/2008 M 4,844 A $13.65 91,457 D
Common Stock; $.01 Par Value 05/30/2008 M 4,382 A $13.39 95,839 D
Common Stock; $.01 Par Value 05/30/2008 M 4,382 A $14.25 100,221 D
Common Stock; $.01 Par Value 05/30/2008 S 73,046 D $50 27,175 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right To Buy) $16.6563 05/30/2008 M 23,508 (1) 12/31/2010 Common Stock 23,508 $0 0 D
Stock Option (Right To Buy) $7.965 05/30/2008 M 5,350 (2) 09/30/2011 Common Stock 5,350 $0 0 D
Stock Option (Right To Buy) $10.595 05/30/2008 M 5,350 (3) 12/31/2011 Common Stock 5,350 $0 0 D
Stock Option (Right To Buy) $10.855 05/30/2008 M 5,348 (4) 03/31/2012 Common Stock 5,348 $0 0 D
Stock Option (Right to Buy) $12.03 05/30/2008 M 5,348 (5) 06/30/2012 Common Stock 5,348 $0 0 D
Stock Option (Right To Buy) $11.95 05/30/2008 M 4,844 (6) 09/30/2012 Common Stock 4,844 $0 0 D
Stock Option (Right To Buy) $12.5 05/30/2008 M 4,846 (7) 12/31/2012 Common Stock 4,846 $0 0 D
Stock Option (Right To Buy) $12.525 05/30/2008 M 4,844 (8) 03/31/2013 Common Stock 4,844 $0 0 D
Stock Option (Right To Buy) $13.65 06/30/2013 M 4,844 (9) 06/30/2013 Common Stock 4,844 $0 0 D
Stock Option (Right To Buy) $13.39 05/30/2008 M 4,382 (10) 10/22/2013 Common Stock 4,382 $0 0 D
Stock Option (Right To Buy) $14.25 05/30/2008 M 4,382 (11) 12/31/2013 Common Stock 4,382 $0 0 D
Explanation of Responses:
1. The option vested in four equal installments on December 31, 2000, 2001, 2002, and 2003.
2. The option vested in four equal installments on September 30, 2001, 2002, 2003 and 2004.
3. The total option grant vested as follows: 1,338 shares on December 31, 2001, 1,338 shares on September 30, 2002, 1,337 shares on September 30, 2003, and 1,337 shares on September 30, 2004
4. The total option grant vested as follows: 1,337 shares on March 31, 2002, 1,337 shares on September 30, 2002, 1,337 shares on September 30, 2003, and 1,337 shares on September 30, 2004.
5. The total option grant vested as follows: 1,337 shares on June 30, 2002, 1,337 shares on September 30, 2002, 1,337 shares on September 30, 2003, and 1,337 shares on September 30, 2004.
6. The option vested in four equal installments on September 30, 2002, 2003, 2004, and 2005.
7. The total option grant vested as follows: 1,212 shares on December 31, 2002, 1,212 shares on September 30, 2003, 1,211 shares on September 30, 2004, and 1,211 shares on September 30, 2005.
8. The total option grant vested as follows: 1,211 shares on March 31, 2003, 1,211 shares on September 30, 2003, 1,211 shares on September 30, 2004, and 1,211 shares on September 30, 2005.
9. The total option grant vested as follows: 1,211 shares on June 30, 2003, 1,211 shares on September 30, 2003, 1,211 shares on September 30, 2004, and 1,211 shares on September 30, 2005,
10. The total option grant vested as follows: 1,096 shares on October 22, 2003, 1,096 shares on September 30, 2004, 1,095 shares on September 30, 2005, and 1,095 shares on September 30, 2006.
11. The total option grant vested as follows: 1,096 shares on December 31, 2003, 1,096 shares on September 30, 2004, 1,095 shares on September 30, 2005, and 1,095 shares on September 30, 2006.
Remarks:
Karin M. Writer (Attorney-In-fact) 06/02/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.