10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

or

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission file number: 001-14837

Quicksilver Resources Inc.

(Exact name of registrant as specified in its charter)

Delaware	75-2756163
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)
801 Cherry Street, Suite 3700, Unit 19, Fort Worth, Texas	76102
(Address of principal executive offices)	(Zip Code)

(817) 665-5000
(Registrant’s telephone number, including area code)

     Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ No o

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes þ No o

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):

Large accelerated filer þ	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

     Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

Title of Class	Outstanding as of July 29, 2011
Common Stock, $0.01 par value	171,117,635

DEFINITIONS

As used in this Quarterly Report unless the context otherwise requires:

“ABR” means alternate base rate

“AMT” means alternative minimum tax in the U.S.

“AOCI” means accumulated other comprehensive income

“Bbl” or “Bbls” means barrel or barrels

“Bbld” means barrel or barrels per day

“Bcf” means billion cubic feet

“Bcfd” means billion cubic feet per day

“Bcfe” means Bcf of natural gas equivalents

“Canada” means our oil and natural gas operations located in Canada

“DD&A” means Depletion, Depreciation and Accretion

“GPT” means gathering, processing and transportation expense

“MBbl” or “MBbls” means thousand barrels

“MBbld” means thousand barrels per day

“MMBbls” means million barrels

“MMBtu” means million British Thermal Units, a measure of heating value, and is approximately equal to one Mcf of natural gas

“MMBtud” means million Btu per day

“Mcf” means thousand cubic feet

“Mcfe” means Mcf natural gas equivalents, calculated as one Bbl of oil or NGLs equaling six Mcf of natural gas

“MMcf” means million cubic feet

“MMcfd” means million cubic feet per day

“MMcfe” means MMcf of natural gas equivalents

“MMcfed” means MMcfe per day

“NGL” or “NGLs” means natural gas liquids

“NYMEX” means New York Mercantile Exchange

“NYSE” means New York Stock Exchange

“OCI” means other comprehensive income

“Oil” includes crude oil and condensate

“RSU” means restricted stock unit

“Tcf” means trillion cubic feet

COMMONLY USED TERMS

Other commonly used terms and abbreviations include:

“Alliance Leasehold” means the natural gas leasehold and royalty interests acquired in the Alliance Acquisition and developed thereafter

“Barnett Shale Asset” means our operations and our assets in the Barnett Shale located in the Fort Worth Basin of North Texas

“BBEP” means BreitBurn Energy Partners L.P.

“BBEP Unit” means BBEP limited partner unit

“Crestwood” means Crestwood Holdings LLC

“Crestwood Transaction” means the sale to Crestwood of all our interests in KGS, consisting of 100% of the general partner units, including incentive distribution rights, all of our common and subordinated units and the subordinated note due from KGS

“Eni” means either or both Eni Petroleum US LLC and Eni US Operating Co.  Inc., which are subsidiaries of Eni SpA

“Eni Production” means production attributable to Eni pursuant to the Eni Transaction

“Eni Transaction” means the 2009 conveyance of a 27.5% interest in our Alliance Leasehold

“FASB” means the Financial Accounting Standards Board, which promulgates accounting standards in the U.S.

“FASC” means the FASB Accounting Standards Codification, which is the single source of authoritative U.S.  GAAP not promulgated by the SEC

“GAAP” means accounting principles generally accepted in the U.S.

“Gas Purchase Commitment” means the commitment pursuant to the Eni Transaction to purchase the Eni Production at a fixed price and which expired on December 31, 2010

2

“Greater Green River Asset” means our operations and our assets in the Greater Green River Basin located in Colorado and southern Wyoming

“HCDS” means Hill County Dry System, a gas gathering system in Hill County, Texas within the Barnett Shale

“Horn River Asset” means our operations and our assets in the Horn River Basin of Northeast British Columbia

“Horseshoe Canyon Asset” means our operations and our assets in Horseshoe Canyon, the coalbed methane fields of southern and central Alberta

“KGS” means Quicksilver Gas Services LP, a publicly-traded partnership, which we formerly owned that traded under the ticker symbol of “KGS” and subsequent to the Crestwood Transaction renamed itself Crestwood Midstream Partners LP and trades under the ticker symbol “CMLP”

“KGS Secondary Offering” means the public offering of 4,000,000 KGS common units in 2009 and the underwriters’ purchase of an additional 549,200 KGS common units in 2010

“Mercury” means Mercury Exploration Company, which is owned by members of the Darden family

“NGTL” means NOVA Gas Transmission Ltd., a subsidiary of TransCanada Pipelines Limited

“NGTL Project” means the series of contracts with NGTL for the construction of a pipeline and meter station, which will serve our Horn River Asset

“SEC” means the U.S.  Securities and Exchange Commission

“Senior Secured Credit Facility” means our U.S.  senior secured revolving credit facility and our Canadian senior secured revolving credit facility

“Southern Alberta Asset” means our operations and our assets in the Southern Alberta Basin of northern Wyoming and Montana, including our Cutbank field operations and assets

3

INDEX TO QUARTERLY REPORT ON FORM 10-Q
For the Quarter Ended June 30, 2011

PART I.  FINANCIAL INFORMATION
Item 1.   Condensed Consolidated Interim Financial Statements (Unaudited)	6
Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.   Quantitative and Qualitative Disclosures About Market Risk	45
Item 4.   Controls and Procedures	47
PART II.  OTHER INFORMATION
Item 1.   Legal Proceedings	47
Item 1A. Risk Factors	47
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds	48
Item 3.   Defaults Upon Senior Securities	48
Item 4.   [Removed and Reserved]	48
Item 5.   Other Information	48
Item 6.   Exhibits	48
Signature	49
EX-31.1
EX-31.2
EX-32.1
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

Except as otherwise specified and unless the context otherwise requires, references to the “Company,” “Quicksilver,” “we,” “us,” and “our” refer to Quicksilver Resources Inc.  and its subsidiaries.  

4

Forward-Looking Information

     Certain statements contained in this Quarterly Report and other materials we file with the SEC, or in other written or oral statements made or to be made by us, other than statements of historical fact, are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.  Forward-looking statements give our current expectations or forecasts of future events.  Words such as “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements.  They can be affected by assumptions used or by known or unknown risks or uncertainties.  Consequently, no forward-looking statements can be guaranteed.  Actual results may vary materially.  You are cautioned not to place undue reliance on any forward-looking statements.  You should also understand that it is not possible to predict or identify all such factors and should not consider the following list to be a complete statement of all potential risks and uncertainties.  Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include:

• changes in general economic conditions;

• fluctuations in natural gas, NGL and oil prices;

• failure or delays in achieving expected production from exploration and development projects;

• uncertainties inherent in estimates of natural gas, NGL and oil reserves and predicting natural gas, NGL and oil reservoir performance;

• effects of hedging natural gas, NGL and oil prices;

• fluctuations in the value of certain of our assets and liabilities;

• competitive conditions in our industry;

• actions taken or non-performance by third parties, including suppliers, contractors, operators, processors, transporters, customers and counterparties;

• changes in the availability and cost of capital;

• delays in obtaining oilfield equipment and increases in drilling and other service costs;

• delays in construction of transportation pipelines and gathering and treating facilities;

• operating hazards, natural disasters, weather-related delays, casualty losses and other matters beyond our control;

• failure or inability to convert drilling licenses to leases and the exploration of our leases;

• the effects of existing and future laws and governmental regulations, including environmental and climate change requirements;

• the effects of existing or future litigation; and

• certain factors discussed elsewhere in this Quarterly Report.

     This list of factors is not exhaustive, and new factors may emerge or changes to these factors may occur that would impact our business.  Additional information regarding these and other factors may be contained in our filings with the SEC, especially on Forms 10-K, 10-Q and 8-K.  All such risk factors are difficult to predict and are subject to material uncertainties that may affect actual results and may be beyond our control.  The forward-looking statements included in this Quarterly Report are made only as of the date of this Quarterly Report, and we undertake no obligation to update any of these forward-looking statements to reflect subsequent events or circumstances except to the extent required by applicable law.  

     All forward-looking statements are expressly qualified in their entirety by the foregoing cautionary statements.  

5

PART I.  FINANCIAL INFORMATION

ITEM 1.  Condensed Consolidated Interim Financial Statements (Unaudited)

QUICKSILVER RESOURCES INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

In thousands, except for per share data – Unaudited

	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Revenue:
Production	$	207,706		$	211,687		$	398,006		$	413,250
Sales of purchased natural gas		19,560			16,821			39,986			33,045
Other		21,180			62			22,641			4,433
Total revenue		248,446			228,570			460,633			450,728
Operating expense:
Lease operating		24,484			21,523			45,693			41,488
Gathering, processing and transportation		46,726			16,658			91,088			32,659
Production and ad valorem taxes		8,506			8,910			16,087			17,416
Costs of purchased natural gas		19,557			3,756			39,300			37,063
Other operating		23			970			183			2,224
Depletion, depreciation and accretion		54,704			50,669			107,175			97,426
Impairment		-			-			49,063			-
General and administrative		15,770			17,217			34,161			37,740
Total expense		169,770			119,703			382,750			266,016
Operating income		78,676			108,867			77,883			184,712
Income (loss) from earnings of BBEP		(26,207	)		23,168			(47,091	)		7,179
Other income - net		123,178			53,050			124,299			53,393
Interest expense		(47,552	)		(46,122	)		(93,730	)		(90,639	)
Income before income taxes		128,095			138,963			61,361			154,645
Income tax expense		(19,508	)		(48,219	)		(23,532	)		(53,301	)
Net income		108,587			90,744			37,829			101,344
Net income attributable to noncontrolling interests		-			(3,941	)		-			(6,353	)
Net income attributable to Quicksilver	$	108,587		$	86,803		$	37,829		$	94,991
Other comprehensive income (loss) net of tax:
Reclassification adjustments related to settlements of derivative contracts - net of income tax		(10,798	)		(46,089	)		(27,017	)		(72,358	)
Net change in derivative fair value - net of income tax		10,482			14,087			(6,713	)		112,693
Foreign currency translation adjustment		(1,572	)		(9,715	)		10,432			(2,755	)
Other comprehensive income (loss)		(1,888	)		(41,717	)		(23,298	)		37,580
Comprehensive income	$	106,669		$	45,086		$	14,531		$	132,571
Earnings per common share - basic	$	0.63		$	0.51		$	0.22		$	0.56
Earnings per common share - diluted	$	0.61		$	0.49		$	0.22		$	0.54

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

QUICKSILVER RESOURCES INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
In thousands, except for share data – Unaudited

	June 30,			December 31,
	2011			2010
ASSETS
Current assets
Cash	$	2		$	54,937
Accounts receivable - net of allowance for doubtful accounts		72,044			63,380
Derivative assets at fair value		62,961			89,205
Other current assets		30,569			30,650
Total current assets		165,576			238,172
Investments in equity affiliates		12,620			83,341
Property, plant and equipment - net
Oil and gas properties, full cost method (including unevaluated costs of $411,434 and $304,269, respectively)		3,003,738			2,834,645
Other property and equipment		288,215			233,200
Property, plant and equipment - net		3,291,953			3,067,845
Assets of midstream operations held for sale		27,526			27,178
Derivative assets at fair value		56,094			57,557
Other assets		35,414			38,241
	$	3,589,183		$	3,512,334
LIABILITIES AND EQUITY
Current liabilities
Current portion of long-term debt	$	147,347		$	143,478
Accounts payable		105,696			167,857
Accrued liabilities		139,161			122,904
Derivative liabilities at fair value		2,362			-
Current deferred tax liability		16,520			28,861
Total current liabilities		411,086			463,100
Long-term debt		1,834,370			1,746,716
Liabilities of midstream operations held for sale		1,465			1,431
Asset retirement obligations		58,959			56,235
Derivative liabilities at fair value		344			-
Other liabilities		28,461			28,461
Deferred income taxes		174,352			156,983
Commitments and contingencies (Note 8)
Stockholders’ equity
Preferred stock, par value $0.01, 10,000,000 shares authorized, none outstanding		-			-
Common stock, $0.01 par value, 400,000,000 shares authorized, and 176,655,595 and 175,524,816 shares issued, respectively		1,767			1,755
Paid in capital in excess of par value		725,865			714,869
Treasury stock of 5,373,482 and 5,050,450 shares, respectively		(46,288	)		(41,487	)
Accumulated other comprehensive income		106,889			130,187
Retained earnings		291,913			254,084
Total stockholders’ equity		1,080,146			1,059,408
	$	3,589,183		$	3,512,334

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

QUICKSILVER RESOURCES INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
In thousands – Unaudited

	Quicksilver Resources Inc. Stockholders’ Equity
								Accumulated
			Additional					Other
	Common		Paid-in		Treasury			Comprehensive			Retained			Noncontrolling
	Stock		Capital		Stock			Income			Earnings			Interest			Total
Balances at December 31. 2009	$	1,745	$	730,265	$	(36,363	)	$	121,336		$	(180,985	)	$	60,824		$	696,822
Net income		-		-		-			-			94,991			6,353			101,344
Hedge derivative contract settlements reclassified into earnings from AOCI, net of income tax of $38,226		-		-		-			(72,358	)		-			-			(72,358	)
Net change in derivative fair value, net of income tax of $56,906		-		-		-			112,693			-			-			112,693
Currency translation adjustment		-		-		-			(2,755	)		-			-			(2,755	)
Issuance & vesting of stock compensation		8		10,187		(4,804	)		-			-			190			5,581
Stock option exercises		2		1,207		-			-			-			-			1,209
Issuance of KGS common units		-		6,746		-			-			-			4,308			11,054
Distributions paid on KGS common units		-		-		-			-			-			(8,808	)		(8,808	)
Balances at June 30, 2010	$	1,755	$	748,405	$	(41,167	)	$	158,916		$	(85,994	)	$	62,867		$	844,782
Balances at December 31. 2010	$	1,755	$	714,869	$	(41,487	)	$	130,187		$	254,084		$	-		$	1,059,408
Net income		-		-		-			-			37,829			-			37,829
Hedge derivative contract settlements reclassified into earnings from AOCI, net of income tax of $12,703		-		-		-			(27,017	)		-			-			(27,017	)
Net change in derivative fair value, net of income tax of $3,924		-		-		-			(6,713	)		-			-			(6,713	)
Currency translation adjustment		-		-		-			10,432			-			-			10,432
Issuance & vesting of stock compensation		11		10,376		(4,801	)		-			-			-			5,586
Stock option exercises		1		620		-			-			-			-			621
Balances at June 30, 2011	$	1,767	$	725,865	$	(46,288	)	$	106,889		$	291,913		$	-		$	1,080,146

The accompanying notes are an integral part of these condensed consolidated financial statements.

8

QUICKSILVER RESOURCES INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
In thousands – Unaudited

	For the Six Months Ended
	June 30,
	2011			2010
Operating activities:
Net income	$	37,829		$	101,344
Adjustments to reconcile net income to net cash provided by operating activities:
Depletion, depreciation and accretion		107,175			97,426
Impairment expense		49,063			-
Deferred income tax expense		17,667			52,243
Non-cash gain from commodity derivatives		(19,115	)		-
Non-cash gain from hedge ineffectiveness		(818	)		(27,852	)
Stock-based compensation		10,386			11,529
Non-cash interest expense		7,872			10,178
Gain on disposition of BBEP Units		(123,752	)		(35,426	)
Loss from BBEP in excess of cash distributions		60,050			826
Other		1,111			(469	)
Changes in assets and liabilities
Accounts receivable		(8,608	)		22,858
Derivative assets at fair value		-			18,682
Prepaid expenses and other assets		(4,426	)		(11,144	)
Accounts payable		(25,859	)		(20,169	)
Accrued and other liabilities		14,777			26,481
Net cash provided by operating activities		123,352			246,507
Investing activities:
Capital expenditures		(396,156	)		(356,402	)
Proceeds from sale of BBEP Units		134,423			-
Proceeds from sale of properties and equipment		3,123			864
Net cash used by investing activities		(258,610	)		(355,538	)
Financing activities:
Issuance of debt		256,445			540,032
Repayments of debt		(170,172	)		(409,613	)
Debt issuance costs paid		-			(109	)
Gas Purchase Commitment repayments		-			(16,592	)
Issuance of KGS common units - net of offering costs		-			11,054
Distributions paid on KGS common units		-			(8,808	)
Proceeds from exercise of stock options		622			1,209
Taxes paid on vesting of KGS equity compensation		-			(1,144	)
Purchase of treasury stock		(4,801	)		(4,804	)
Net cash provided by financing activities		82,094			111,225
Effect of exchange rate changes in cash		(1,771	)		(671	)
Net increase (decrease) in cash		(54,935	)		1,523
Cash at beginning of period		54,937			1,785
Cash at end of period	$	2		$	3,308

The accompanying notes are an integral part of these condensed consolidated financial statements.

9

QUICKSILVER RESOURCES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unaudited

1.          ACCOUNTING POLICIES AND DISCLOSURES

     The accompanying condensed consolidated interim financial statements have not been audited.  In management’s opinion, the accompanying condensed consolidated interim financial statements contain all adjustments necessary to fairly present our financial position as of June 30, 2011 and our results of operations and cash flows for the three and six months ended June 30, 2011 and 2010.  All such adjustments are of a normal recurring nature.  The results for interim periods are not necessarily indicative of annual results.

     The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during each reporting period.  Management believes its estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties, which may cause actual results to differ materially from management’s estimates.

     Certain disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our 2010 Annual Report on Form 10-K.

Recently Issued Accounting Standards

          Accounting standards-setting organizations frequently issue new or revised accounting rules.  We regularly review all new pronouncements to determine their impact, if any, on our financial statements.  No pronouncements materially affecting our financial statements have been issued since the filing of our 2010 Annual Report on Form 10-K.

2.  CRESTWOOD TRANSACTION AND MIDSTREAM OPERATIONS

          In October 2010, we completed the sale of all of our interests in KGS to Crestwood.  We received net proceeds of $700 million and recognized a gain of $473.2 million during the fourth quarter of 2010.  We have the right to collect up to an additional $72 million in future earn-out payments in 2012 and 2013, although we have recognized no assets related to these opportunities.

          Our board of directors also approved a plan for disposal of the HCDS, which is included in our midstream segment.  Subsequent to our board of directors’ approval, we conducted an impairment analysis of the HCDS and recognized a charge for impairment in the third quarter of 2010.

          The operating results of these midstream operations, as classified in our statement of income, are summarized below:

	For the Three			For the Six
	Months Ended			Months Ended
	June 30, 2010			June 30, 2010
	(In thousands)
Revenue from third parties	$	4,423		$	8,167
GPT expense (1)		(18,758	)		(35,280	)
Ad valorem taxes		1,122			2,655
Other operations		878			2,152
DD&A		6,384			12,510
General and administrative expense		617			1,745
Operating results of midstream operations		14,180			24,385
Interest and other expense		(2,308	)		(4,390	)
Results of midstream operations before income tax		11,872			19,995
Income tax expense		(4,195	)		(7,073	)
Results of midstream operations, net of income tax	$	7,677		$	12,922

10

⁽¹⁾ Our KGS operations earned revenue from gathering and processing of our natural gas and NGL production.  This revenue was consolidated as a reduction of processing, gathering and transportation expense for purposes of presenting our consolidated statements of income.

          Details of balance sheet items for these midstream operations are summarized below:

	June 30,		December 31,
	2011		2010
	(In thousands)
Assets:
Accounts receivable - net	$	40	$	57
Property, plant and equipment - net		27,486		27,121
Total	$	27,526	$	27,178
Liabilities:
Other non-current liabilities	$	1,465	$	1,431
Total	$	1,465	$	1,431

          Note 3 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains additional information regarding the Crestwood Transaction.

3.   DERIVATIVES AND FAIR VALUE MEASUREMENTS

          The following table categorizes our commodity derivative instruments based upon the use of input levels:

	June 30,		December 31,
	2011		2010
	(In thousands)
Level 2 inputs	$	97,234	$	146,762
Level 3 inputs		19,115		-
Total	$	116,349	$	146,762

          The fair value of “Level 2” derivative instruments included in these disclosures was estimated using prices quoted in active markets for the periods covered by the derivatives and the value reported by counterparties.  The fair value of derivative instruments designated “Level 3” was estimated using prices quoted in markets where there is insufficient market activity for consideration as “Level 2” instruments.  Estimates were determined by applying the net differential between the prices in each derivative and market prices for future periods to the amounts stipulated in each contract to arrive at an estimated future value.  This estimated future value was discounted on each contract at rates commensurate with federal treasury instruments with similar contractual lives.

          The following table identifies the changes in Level 3 fair values for the three and six months ended June 30, 2011:

(In thousands)
Balance at beginning of period	$	-
Total gains or losses for the period:
Included in earnings		19,115
Balance at end of period	$	19,115
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held at the reporting date	$	19,115

11

Commodity Price Derivatives

          As of June 30, 2011, we had price collars and swaps covering our anticipated natural gas and NGL production as follows:

	Daily Production
Production	Volume
Year	Gas		NGL
	MMcfd		MBbld
2011		190		10.5
2012		165		4.0
2013		105		-
2014-2015		65		-
2016-2021		35		-

Interest Rate Derivatives

          In 2010, we executed early settlements of our interest rate swaps that were designated as fair value hedges of our senior notes due 2015 and our senior subordinated notes.  We received cash of $41.5 million in the settlements, including $10.7 million for interest previously accrued and earned.  At the time of the early settlements, we recorded the resulting gain as a fair value adjustment to our debt and began to recognize the deferred gain of $30.8 million as a reduction of interest expense over the lives of our senior notes due 2015 and our senior subordinated notes.

          The remaining $25.1 million deferral of the 2010 early settlements from all interest rate swaps will continue to be recognized as a reduction of interest expense over the life of the associated underlying debt instruments currently scheduled as follows:

(In thousands)
2011	$	2,495
2012		5,284
2013		5,735
2014		6,225
2015		4,802
2016		569
	$	25,110

Additional Fair Value Disclosures:

	Asset Derivatives				Liability Derivatives
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
	(In thousands)				(In thousands)
Derivatives designated as hedges(1):
Commodity contracts reported in:
Current derivative assets	$	75,084	$	97,863	$	21,107	$	8,658
Noncurrent derivative assets		47,544		63,419		1,581		5,862
Current derivative liabilities		-		-		2,362		-
Noncurrent derivative liabilities		-		-		344		-
Total derivatives designated as hedges	$	122,628	$	161,282	$	25,394	$	14,520
Derivatives not designated as hedges(2):
Commodity contracts reported in:
Current derivative assets	$	8,984	$	-	$	-	$	-
Noncurrent derivative assets		10,131		-		-		-
Total derivatives not designated as hedges:	$	19,115	$	-	$	-	$	-
Total derivatives	$	141,743	$	161,282	$	25,394	$	14,520

(1)	The fair value of each hedge derivative is determined using Level 2 inputs.
(2)	The fair value of each derivative not designated as a hedge is determined using Level 3 inputs.

12

          The changes in the carrying value of our derivatives for the three and six months ended June 30, 2011 and 2010 are presented below:

	For the Three Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	96,203		$	(23,263	)	$	(5,030	)	$	230,718		$	202,425
Change in net amounts receivable and payable		(167	)		-			209			1,362			1,571
Net settlements reported in revenue		(15,546	)		-			-			(57,076	)		(57,076	)
Net settlements reported in interest expense		-			-			(4,267	)		-			(4,267	)
Cash settlements reported in long-term debt		-			-			(4,422	)		-			(4,422	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			17,102			-			-			17,102
Change in fair value of effective interest swaps		-			-			26,750			-			26,750
Ineffectiveness reported in other revenue		872			-			-			(2,983	)		(2,983	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gains reported in OCI		15,872			-			-			21,373			21,373
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

	For the Six Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	146,762		$	(6,625	)	$	4,108		$	107,881		$	105,364
Change in net amounts receivable and payable		(384	)		-			(4,788	)		(865	)		(5,653	)
Net settlements reported in revenue		(39,328	)		-			-			(81,633	)		(81,633	)
Net settlements reported in interest expense		-			-			(6,237	)		-			(6,237	)
Cash settlements reported in long-term debt		-			-			(18,682	)		-			(18,682	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			464			-			-			464
Change in fair value of effective interest swaps		-			-			38,839			-			38,839
Ineffectiveness reported in other revenue		818			-			-			(1,588	)		(1,588	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gain (losses) reported in OCI		(10,634	)		-			-			169,599			169,599
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

          Gains and losses from the effective portion of derivative assets and liabilities held in AOCI expected to be reclassified into earnings during the twelve months ending June 30, 2012 would result in a gain of $40.1 million net of income taxes.  Hedge derivative ineffectiveness resulted in net gains of $0.8 million and losses of $1.6 million for the six months ended June 30, 2011 and 2010, respectively.

13

4.  INVESTMENT IN BBEP

          At June 30, 2011, we owned 8.6 million BBEP Units, or 15% of BBEP, whose price closed at $19.46 per unit as of that date.  Our ownership interest in BBEP was reduced in February 2011 when BBEP issued approximately 4.9 million BBEP Units.  During the six months ended June 30, 2011, we have continued to reduce our ownership through the sale of approximately 7.1 million BBEP Units at a weighted average unit sales price of $18.99.  We recognized a gain of $123.8 million as other income for the difference between our weighted average carrying value of $1.51 per BBEP Unit and the net sales proceeds.  In July 2011, underwriters exercised their option to purchase 600,000 additional shares for proceeds of $11.4 million, which reduced our total ownership in BBEP to 13.5% at July 31, 2011.

          Changes in the balance of our investment in BBEP for the six months ended June 30, 2011 were as follows:

(In thousands)
Balance at December 31, 2010	$	83,341
Equity loss in BBEP		(47,091	)
Distributions from BBEP		(12,959	)
BBEP Units sold		(10,671	)
Ending investment balance	$	12,620

          We account for our investment in BBEP Units using the equity method, utilizing a one-quarter lag from BBEP’s publicly available information.  Summarized estimated financial information for BBEP is as follows:

	For the Three Months Ended					For the Six Months Ended
	March 31,					March 31,
	2011			2010		2011			2010
	(In thousands)					(In thousands)
Revenue (1)	$	(12,704	)	$	133,166	$	5,461		$	171,429
Operating expense		73,937			69,277		153,420			142,549
Operating income (loss)		(86,641	)		63,889		(147,959	)		28,880
Interest and other (2)		9,074			5,835		19,063			11,694
Income tax expense (benefit)		(1,002	)		144		(1,441	)		(1,030	)
Noncontrolling interests		34			71		69			90
Net income (loss) available to BBEP	$	(94,747	)	$	57,839	$	(165,650	)	$	18,126

(1)	For the three months ended March 31, 2011 and 2010, unrealized losses of $112.6 million and unrealized gains of $39.9 million on commodity derivatives were recognized, respectively.  For the six months ended March 31, 2011 and 2010, unrealized losses of $194.9 million and $14.8 million on commodity derivatives were recognized, respectively.
(2)	The three months ended March 31, 2011 and 2010 included unrealized gains of $1.4 million and $0.7 million, respectively, from interest rate swaps.  The six months ended March 31, 2011 and 2010 included unrealized gains of $4.5 million and $2.4 million, respectively, from interest rate swaps.

	As of		As of
	March 31, 2011		December 31, 2010
	(In thousands)
Current assets	$	113,100	$	130,017
Property, plant and equipment		1,708,353		1,722,295
Other assets		49,199		77,855
Current liabilities		120,957		101,317
Long-term debt		413,240		528,116
Other non-current liabilities		141,304		91,477
Total equity		1,195,151		1,209,257

14

5.  PROPERTY, PLANT AND EQUIPMENT

          Property, plant and equipment consisted of the following:  

	June 30,			December 31,
	2011			2010
	(In thousands)
Oil and gas properties
Subject to depletion	$	5,027,226		$	4,805,161
Unevaluated costs		411,434			304,269
Accumulated depletion		(2,434,922	)		(2,274,785	)
Net oil and gas properties		3,003,738			2,834,645
Other plant and equipment
Pipelines and processing facilities		295,767			235,676
General properties		73,779			70,267
Accumulated depreciation		(81,331	)		(72,743	)
Net other property and equipment		288,215			233,200
Property, plant and equipment, net of accumulated depletion and depreciation	$	3,291,953		$	3,067,845

Ceiling Test Analysis  

          We recorded impairment expense of $49.1 million for our Canadian oil and gas properties at March 31, 2011.  We computed the March 31, 2011 ceiling amount using an AECO price of $3.59 Mcf of natural gas, calculated as the unweighted average of the preceding 12-month first-day-of-the-month prices.  The AECO natural gas price used to compute the ceiling amount at March 31, 2011 was 12% lower than the AECO price used in computing the ceiling amount at December 31, 2010.  Our Canadian ceiling test prepared at June 30, 2011 resulted in no additional impairment of our Canadian oil and gas properties.  Our U.S. ceiling tests prepared at March 31, 2011 and June 30, 2011 resulted in no impairment of our U.S. oil and gas properties.  

          Notes 2 and 8 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contain additional information regarding our property, plant and equipment and our quarterly ceiling test analysis.  

6.  LONG-TERM DEBT

          Long-term debt consisted of the following:  

	June 30,			December 31,
	2011			2010
	(In thousands)
Senior Secured Credit Facility	$	116,640		$	21,114
Senior notes due 2015, net of unamortized discount		466,356			470,866
Senior notes due 2016, net of unamortized discount		582,514			583,605
Senior notes due 2019, net of unamortized discount		293,750			293,496
Senior subordinated notes due 2016		350,000			350,000
Convertible debentures, net of unamortized discount		147,347			143,478
Total debt		1,956,607			1,862,559
Unamortized deferred gain - terminated interest rate swaps		25,110			27,635
Current portion of long-term debt		(147,347	)		(143,478	)
Long-term debt	$	1,834,370		$	1,746,716

15

Senior Secured Credit Facility  

          The Senior Secured Credit Facility borrowing base and commitments remained at $1 billion and the aggregate letter of credit capacity was $175 million.  At June 30, 2011, there was $803 million available under the facility.  

Convertible Debentures  

          The convertible debentures due November 1, 2024 are contingently convertible into shares of our common stock.  The debentures bear interest at an annual rate of 1.875% payable semi-annually on May 1 and November 1.  Additionally, holders of the debentures can require us to repurchase all or a portion of their debentures on November 1, 2011, 2014 and 2019 at a price equal to the principal amount thereof plus accrued and unpaid interest.  The debentures are convertible into shares of our common stock at a rate of 65.4418 shares for each $1,000 debenture, subject to adjustment.  Generally, except upon the occurrence of specified events including certain changes of control, holders of the debentures are not entitled to exercise their conversion rights unless the closing price of our stock is at least $18.34 (120% of the conversion price per share) for at least 20 trading days during the period of 30 consecutive trading days ending on the last trading day of the preceding fiscal quarter.  Upon conversion, we have the option to deliver any combination of our common stock and cash.  Should all debentures be converted to our common stock, an additional 9,816,270 shares, subject to adjustment, would become outstanding; however, as of July 1, 2011, the debentures were not convertible based on share prices for the quarter ended June 30, 2011.  

          Because we may be required to repurchase these obligations at the option of the holders on November 1, 2011, we have reported them as current obligations in our June 30, 2011 and December 31, 2010 balance sheets.  To the extent that the holders of these obligations do not elect to put them to us on November 1, 2011, any remaining obligations will be reclassified to long-term after that date.  

          At June 30, 2011 and December 31, 2010, the remaining unamortized discount on the debentures was $2.7 million and $6.5 million, respectively, resulting in a carrying value of $147.3 million and $143.5 million, respectively.  The remaining discount will be accreted to face value through October 2011.  For the six months ended June 30, 2011 and 2010, interest expense on our convertible debentures, recognized at an effective interest rate of 6.75%, was $5.3 million and $5.0 million, respectively, including contractual interest of $1.4 million for each period.  

          During June 2011, we repurchased the following senior notes in open market transactions:  

	Repurchase		Face		Loss on
Instrument	Price		Value		Repurchase
	(In thousands)
Senior notes due 2015	$	5,250	$	5,000	$	250
Senior notes due 2016		2,701		2,380		321
	$	7,951	$	7,380	$	571

          In July 2011, we repurchased 2015 and 2019 senior notes with a face value of $16 million and $2 million, respectively, for $19.0 million.  

16

Summary of All Outstanding Debt  

          The following table summarizes significant aspects of our long-term debt at June 30, 2011:  

Priority on Collateral and Structural Seniority (2)

Highest priority

Lowest priority

Equal priority

Senior Secured

2015

2016

2019

Senior

Convertible

Credit Facility

Senior Notes

Senior Notes

Senior Notes

Subordinated Notes

Debentures (1)

Principal amount

$1.0 billion (3)

$470 million

$597.6 million

$300.0 million

$350 million

$150 million

Scheduled maturity date (5)

February 9, 2013

August 1, 2015

January 1, 2016

August 15, 2019

April 1, 2016

November 1, 2024

Interest rate on outstanding borrowings at June 30, 2011 (4)

3.29

%

8.25

%

11.75

%

9.125

%

7.125

%

1.875

%

Base interest rate options

LIBOR, ABR or specified (5)

N/A

N/A

N/A

N/A

N/A

Financial covenants (5)

- Minimum current ratio of 1.0

N/A

N/A

N/A

N/A

N/A

- Minimum EBITDA to interest expense

ratio of 2.5

Significant restrictive

- Incurrence of debt

- Incurrence of debt

- Incurrence of debt

- Incurrence of debt

- Incurrence of debt

N/A

covenants (6)

- Incurrence of liens

- Incurrence of liens

- Incurrence of liens

- Incurrence of liens

- Incurrence of liens

- Payment of dividends

- Payment of dividends

- Payment of dividends

- Payment of dividends

- Payment of dividends

- Equity purchases

- Equity purchases

- Equity purchases

- Equity purchases

- Equity purchases

- Asset sales

- Asset sales

- Asset sales

- Asset sales

- Asset sales

- Affiliate transactions

- Affiliate transactions

- Affiliate transactions

- Affiliate transactions

- Affiliate transactions

- Limitations on derivatives

Optional redemption (6)

Any time

August 1,

July 1,

August 15,

April 1,

November 8, 2011

2012: 103.875 2013: 101.938 2014: par

2013: 105.875 2014: 102.938 2015: par

2014: 104.563 2015: 103.042 2016: 101.521 2017: par

2011: 103.563 2012: 102.375 2013: 101.188 2014: par

and thereafter

Make-whole redemption (6)

N/A

Callable prior to

Callable prior to

Callable prior to

Callable prior to

N/A

August 1, 2012 at

July 1, 2013 at

August 15, 2014 at

April 1, 2011 at

make-whole call price of

make-whole call price of

make-whole call price of

make-whole call price of

Treasury + 50 bps

Treasury + 50 bps

Treasury + 50 bps

Treasury + 50 bps

Change of control (6)

Event of default

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 100% of principal plus accrued interest

Equity clawback (6)

N/A

Redeemable until August 1, 2011 at 107.75%, plus accrued interest for up to 35%

Redeemable until July 1, 2012 at 111.75%, plus accrued interest for up to 35%

Redeemable until August 15, 2012 at 109.125%, plus accrued interest for up to 35%

N/A

N/A

Subsidiary guarantors (6)

Cowtown Pipeline Funding, Inc.

Cowtown Pipeline Funding, Inc.

Cowtown Pipeline Funding, Inc.

Cowtown Pipeline Funding, Inc.

Cowtown Pipeline Funding, Inc.

N/A

Cowtown Pipeline Management, Inc.

Cowtown Pipeline Management, Inc.

Cowtown Pipeline Management, Inc.

Cowtown Pipeline Management, Inc.

Cowtown Pipeline Management, Inc.

Cowtown Pipeline L.P.

Cowtown Pipeline L.P.

Cowtown Pipeline L.P.

Cowtown Pipeline L.P.

Cowtown Pipeline L.P.

Cowtown Gas Processing L.P.

Cowtown Gas Processing L.P.

Cowtown Gas Processing L.P.

Cowtown Gas Processing L.P.

Cowtown Gas Processing L.P.

Quicksilver Resources Canada Inc.

Estimated fair value (7)

$116.6 million

$491.8 million

$679.8 million

$322.9 million

$341.3 million

$159.1 million

(1)	As discussed in “Convertible Debentures” above, holders of the convertible debentures can require us to repurchase all or a part of the debentures on November 1, 2011.
(2)	The Senior Secured Credit Facility is secured by a first perfected lien on substantially all our assets including a portion of our BBEP Units. The other debt presented is based upon structural seniority and priority of payment.
(3)	The principal amount for the Senior Secured Credit Facility represents the borrowing base and commitments as of June 30, 2011.

17

(4)	Represents the weighted average borrowing rate payable to lenders and excludes effects of interest rate derivatives.
(5)	Amounts outstanding under the Senior Secured Credit Facility bear interest, at our election, at (i) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%, (ii) bankers’ acceptance rate (as defined in the credit facilities) plus an applicable margin between 2.00% and 3.00%, (iii) ABR, which is the greatest of (a) the prime rate announced by JPMorgan, (b) the federal funds rate plus 0.50% and (c) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus 1.0%, plus, in each case under scenario (ii), an applicable margin between 1.125% to 2.125%, or (iv) the specified rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%.
(6)	The information presented in this table is qualified in all respects by reference to the full text of the covenants, provisions and related definitions contained in the documents governing the various components of our debt.
(7)	The estimated fair value is determined based on market quotations on the balance sheet date for fixed rate obligations.  We consider debt with market-based interest rates to have a fair value equal to its carrying value.

          Note 11 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our long-term debt.  

7.  ASSET RETIREMENT OBLIGATIONS

          The following table provides a reconciliation of the changes in the estimated asset retirement obligation for the six months ended June 30, 2011:  

(In thousands)
Beginning asset retirement obligations	$	57,809
Additional liability incurred		4,091
Change in estimates		(2,716	)
Accretion expense		1,275
Asset retirement costs incurred		(1,395	)
Gain on settlement of liability		261
Currency translation adjustment		1,208
Ending asset retirement obligations		60,533
Less current portion		(1,574	)
Long-term asset retirement obligation	$	58,959

18

8.  COMMITMENTS AND CONTINGENCIES  

Contractual Obligations and Commitments  

          There have been no significant changes to our contractual obligations and commitments as reported in our 2010 Annual Report except for a series of contracts with NGTL and additional one-year drilling rig contracts.  

          In April 2011, we entered into the NGTL Project, which will serve our Horn River Asset.  Under these agreements, we agreed to provide financial assurances in the form of letters of credit to NGTL during the construction phase of the project, which is expected to continue through 2014.  Assuming the project is fully constructed and based on estimated costs of C$296.8 million, including taxes of C$31.8 million, we expect to provide cumulative letters of credit as follows:  

	NGTL Cumulative
	Financial Assurances
	(C$ in thousands)		(US$ in thousands)
June 1, 2011 (1)	$	32,648	$	33,849
March 1, 2012		68,264		70,776
October 1, 2012		109,816		113,857
July 1, 2013		148,400		153,861
October 1, 2013		296,800		307,722

⁽¹⁾ A letter of credit for C$32,648 is outstanding for the NGTL Project as of June 30, 2011.

          Should other companies subscribe to the project, then our financial assurances under the agreements will be reduced.  If the project is terminated by NGTL, then we would be responsible for all of the costs incurred or for which NGTL is liable, and we would have the option to purchase NGTL’s rights in the project for a nominal fee.  Should the project be terminated by NGTL, we are required to pay NGTL an additional C$26.4 million.  No amounts have been recognized on our consolidated balance sheet as of June 30, 2011.  Upon completion of the project, all construction-related guarantees will expire.  

          We have also entered into agreements to deliver production from our Horn River Asset to NGTL over a ten-year period.  These agreements will be extended in the event NGTL has either not received 1 Tcf of gas from us and other third parties, or recovered its costs as of the end of the ten-year period.  In such event, the extension will be for delivery of minimum volumes of 106 MMcfd until such time that 1 Tcf of gas is delivered.  

          Also under the agreements, we are required to treat the gas to meet NGTL pipeline specifications.  Such treatment will require us to construct treating facilities.  We will develop our plans to address the treating requirements prior to the commissioning of the assets being constructed by NGTL.  

          In July 2011, we entered into two additional drilling rig contracts, each with a term of one year and combined aggregate commitments of $13.0 million.  

          At June 30, 2011, we had $38.9 million in surety bonds issued to fulfill contractual, legal or regulatory requirements and $80.8 million in letters of credit outstanding against the Senior Secured Credit Facility, including $33.8 million for the NGTL Project and $28.9 million issued to provide credit support for surety bonds.  Surety bonds and letters of credit generally have an annual renewal option.  

Contingencies  

          On March 10, 2011, the Court denied our motions for summary judgment on Eagle’s remaining tort claims.  In so doing, the Court indicated that we could move for reconsideration of those motions after the Court made a ruling as to the appropriate law to apply to those claims.  The Court made its choice of law ruling on May 24, 2011, and we moved for reconsideration of our summary judgment motions on Eagle’s tort claims on June 8, 2011.  The motion for reconsideration is now pending.  

          On March 31, 2011, the Court denied Eagle’s motion for summary judgment on our contract claims.  On June 29, 2011, Eagle filed a motion for reconsideration of the Court’s order granting summary judgment in our favor on Eagle’s contract claims.  That motion is now pending.  

19

          Note 14 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our contractual obligations, commitments and contingencies for which there are no other significant updates during the six months ended June 30, 2011.  

9.  QUICKSILVER STOCKHOLDERS’ EQUITY  

Common Stock, Preferred Stock and Treasury Stock  

          We are authorized to issue 400 million shares of common stock with a $0.01 par value per share and 10 million shares of preferred stock with a $0.01 par value per share.  At June 30, 2011 and December 31, 2010, we had 171.3 million and 170.5 million shares of common stock outstanding, respectively.  

          Note 16 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains additional information about our equity-based compensation plan.  

Stock Options  

          Options to purchase shares of common stock were granted in 2011 with an estimated fair value of $7.6 million.  The following summarizes the values from and assumptions for the Black-Scholes option pricing model for stock options issued during the six months ended June 30, 2011:  

	2011
Wtd avg grant date fair value	$9.16
Wtd avg grant date	Jan 3, 2011
Wtd avg risk-free interest rate	2.38%
Expected life (in years)	6.0
Wtd avg volatility	66.8%
Expected dividends	-

          The following table summarizes our stock option activity for the six months ended June 30, 2011:

				Wtd Avg		Wtd Avg		Aggregate
				Exercise		Remaining		Intrinsic
	Shares			Price		Contractual Life		Value
						(In years)		(In thousands)
Outstanding at January 1, 2011		3,348,642		$	11.10
Granted		834,970			14.88
Exercised		(100,149	)		6.21
Cancelled		(176,636	)		13.71
Outstanding at June 30, 2011		3,906,827		$	11.91		7.9	$	17,079
Exercisable at June 30, 2011		1,949,505		$	11.62		7.2	$	11,450

          We estimate that a total of 3.8 million stock options will become vested including those options already exercisable.  Compensation expense related to stock options of $3.5 million was recognized for each of the six months ended June 30, 2011 and 2010.  Cash received from the exercise of stock options totaled $0.6 million for the six months ended June 30, 2011.  The total intrinsic value of those options exercised was $0.8 million.  

20

Restricted Stock

          The following table summarizes our restricted stock and stock unit activity for the six months ended June 30, 2011:

	Payable in shares					Payable in cash
				Wtd Avg					Wtd Avg
				Grant Date					Grant Date
	Shares			Fair Value		Shares			Fair Value
Outstanding at January 1, 2011		2,329,089		$	11.27		372,633		$	10.31
Granted		1,144,724			14.85		214,515			14.88
Vested		(1,090,230	)		12.07		(137,463	)		9.50
Cancelled		(114,094	)		11.98		(48,693	)		13.25
Outstanding at June 30, 2011		2,269,489		$	12.66		400,992		$	13.11

          As of December 31, 2010, the unrecognized compensation cost related to outstanding unvested restricted stock was $13.9 million, which is expected to be recognized in expense through December 2013.  Grants of restricted stock and RSUs during the six months ended June 30, 2011 had an estimated grant date fair value of $17.0 million.  The fair value of RSUs settled in cash was $5.9 million at June 30, 2011.  For the six months ended June 30, 2011 and 2010, compensation expense of $6.8 million and $6.7 million, respectively, was recognized.  The total fair value of shares vested during the six months ended June 30, 2011 was $13.2 million.

10.  EARNINGS PER SHARE

          The following is a reconciliation of the numerator and denominator used for the computation of basic and diluted net income per common share:

	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
	(In thousands, except per share data)
Net income attributable to Quicksilver	$	108,587		$	86,803		$	37,829		$	94,991
Basic income allocable to participating securities (1)		(1,331	)		(1,179	)		(454	)		(1,264	)
Basic net income attributable to Quicksilver	$	107,256		$	85,624		$	37,375		$	93,727
Impact of assumed conversions – interest on 1.875% convertible debentures, net of income taxes		1,880			1,787			-			3,552
Income available to stockholders assuming conversion of convertible debentures	$	109,136		$	87,411		$	37,375		$	97,279
Weighted average common shares – basic		168,984			167,976			168,928			167,915
Effect of dilutive securities (2):
Share-based compensation awards		868			766			858			814
Contingently convertible debentures		9,816			9,816			-			9,816
Weighted average common shares – diluted		179,668			178,558			169,786			178,545
Earnings per common share - basic	$	0.63		$	0.51		$	0.22		$	0.56
Earnings per common share - diluted	$	0.61		$	0.49		$	0.22		$	0.54

(1)	Restricted share awards that contain nonforfeitable rights to dividends are participating securities and, therefore, are included in computing earnings using the two-class method.  Participating securities, however, do not participate in undistributed net losses.
(2)	For the six months ended June 30, 2011, the effects of 9.8 million shares associated with our contingently convertible debt were antidilutive, and excluded from the diluted share calculations.  For the three and six

21

months ended June, 2011, stock options and unvested restricted stock units representing 1.9 million shares were antidilutive and, therefore, excluded from the diluted share calculations.  For the three and six months ended June 30, 2010, the effects of unvested restricted stock units representing 1.3 million shares were antidilutive and, therefore, excluded from the diluted share calculations.

11.  CONDENSED CONSOLIDATING FINANCIAL INFORMATION

          Note 18 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our guarantor, non-guarantor, restricted and unrestricted subsidiaries.  After completing the Crestwood Transaction during the fourth quarter of 2010, we no longer have any unrestricted subsidiaries except for two newly created subsidiaries that held no material assets or liability as of June 30, 2011.

          The following tables present financial information about Quicksilver and our restricted subsidiaries for the three- and six-month periods covered by the consolidated financial statements.

Condensed Consolidating Balance Sheets

	June 30, 2011
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	226,504	$	87,167	$	45,540	$	(193,635	)	$	165,576
Property and equipment		2,597,280		67,637		627,036		-			3,291,953
Assets of midstream operations		-		27,526		-		-			27,526
Investment in subsidiaries (equity method)		276,769		-		-		(264,149	)		12,620
Other assets		328,042		-		7,086		(243,620	)		91,508
Total assets	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
LIABILITIES AND EQUITY
Current liabilities	$	469,626	$	107,061	$	28,034	$	(193,635	)	$	411,086
Long-term liabilities		1,878,823		20,373		440,910		(243,620	)		2,096,486
Liabilities of midstream operations		-		1,465		-		-			1,465
Stockholders’ equity		1,080,146		53,431		210,718		(264,149	)		1,080,146
Total liabilities and equity	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
	December 31, 2010
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	295,697	$	86,582	$	49,424	$	(193,531	)	$	238,172
Property and equipment		2,417,680		68,390		581,775		-			3,067,845
Assets of midstream operations		-		27,178		-		-			27,178
Investment in subsidiaries (equity method)		367,845		-		-		(284,504	)		83,341
Other assets		339,227		-		191		(243,620	)		95,798
Total assets	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334
LIABILITIES AND EQUITY
Current liabilities	$	496,631	$	106,627	$	53,373	$	(193,531	)	$	463,100
Long-term liabilities		1,864,410		20,346		347,259		(243,620	)		1,988,395
Liabilities of midstream operations		-		1,431		-		-			1,431
Stockholders’ equity		1,059,408		53,746		230,758		(284,504	)		1,059,408
Total liabilities and equity	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334

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Condensed Consolidating Statements of Income

	For the Three Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	202,788		$	1,222		$	45,383		$	(947	)	$	248,446
Operating expenses		142,389			782			27,546			(947	)		169,770
Equity in net earnings of subsidiaries		11,855			-			-			(11,855	)		-
Operating income		72,254			440			17,837			(11,855	)		78,676
Loss from earnings of BBEP		(26,207	)		-			-			-			(26,207	)
Interest expense and other		77,085			-			(1,459	)		-			75,626
Income tax expense		(14,545	)		(154	)		(4,809	)		-			(19,508	)
Net income	$	108,587		$	286		$	11,569		$	(11,855	)	$	108,587

	For the Three Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	195,394		$	1,566		$	28,700		$	(629	)	$	225,031		$	27,194		$	(23,655	)	$	228,570
Operating expenses		103,657			2,470			23,797			(629	)		129,295			14,063			(23,655	)		119,703
Equity in net earnings of subsidiaries		5,544			6,172			-			(5,544	)		6,172			-			(6,172	)		-
Operating income		97,281			5,268			4,903			(5,544	)		101,908			13,131			(6,172	)		108,867
Income from earnings of BBEP		23,168			-			-			-			23,168			-			-			23,168
Interest expense and other		11,658			-			(1,785	)		-			9,873			(2,945	)		-			6,928
Income tax expense		(45,304	)		(1,843	)		(999	)		-			(48,146	)		(73	)		-			(48,219	)
Net income	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	10,113		$	(6,172	)	$	90,744
Net income attributable to noncontrolling interests		-			-			-			-			-			(3,941	)		-			(3,941	)
Net income attributable to Quicksilver	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	6,172		$	(6,172	)	$	86,803

	For the Six Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	382,359		$	2,489		$	77,724		$	(1,939	)	$	460,633
Operating expenses		279,559			2,804			102,326			(1,939	)		382,750
Equity in net earnings of subsidiaries		(21,954	)		-			-			21,954			-
Operating income (loss)		80,847			(315	)		(24,602	)		21,954			77,883
Loss from earnings of BBEP		(47,091	)		-			-			-			(47,091	)
Interest expense and other		33,815			-			(3,246	)		-			30,569
Income tax (expense) benefit		(29,741	)		109			6,100			-			(23,532	)
Net income (loss)	$	37,829		$	(206	)	$	(21,748	)	$	21,954		$	37,829

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	377,894		$	3,211		$	64,549		$	(1,325	)	$	444,329		$	51,933		$	(45,534	)	$	450,728
Operating expenses		231,498			4,353			47,142			(1,325	)		281,668			29,882			(45,534	)		266,016
Equity in net earnings of subsidiaries		16,146			9,949			-			(16,146	)		9,949			-			(9,949	)		-
Operating income		162,542			8,807			17,407			(16,146	)		172,610			22,051			(9,949	)		184,712
Income from earnings of BBEP		7,179			-			-			-			7,179			-			-			7,179
Interest expense and other		(28,401	)		-			(3,222	)		-			(31,623	)		(5,623	)		-			(37,246	)
Income tax expense benefit		(46,329	)		(3,082	)		(3,764	)		-			(53,175	)		(126	)		-			(53,301	)
Net income	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	16,302		$	(9,949	)	$	101,344
Net income attributable to noncontrolling interests		-			-			-			-			-			(6,353	)		-			(6,353	)
Net income attributable to Quicksilver	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	9,949		$	(9,949	)	$	94,991

23

Condensed Consolidating Statements of Cash Flows

	For the Six Months Ended June 30, 2011
				Restricted			Restricted					Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating		Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net cash flow provided by operations	$	96,029		$	1,137		$	26,186		$	-	$	123,352
Capital expenditures		(275,753	)		(1,137	)		(119,266	)		-		(396,156	)
Proceeds from sale of BBEP units		134,423			-			-			-		134,423
Proceeds from sale of properties and equipment		1,925			-			1,198			-		3,123
Net cash flow used by investing activities		(139,405	)		(1,137	)		(118,068	)		-		(258,610	)
Issuance of debt		153,500			-			102,945			-		256,445
Repayments of debt		(160,880	)		-			(9,292	)		-		(170,172	)
Proceeds from exercise of stock options		622			-			-			-		622
Purchase of treasury stock		(4,801	)		-			-			-		(4,801	)
Net cash flow provided (used) by financing activities		(11,559	)		-			93,653			-		82,094
Effect of exchange rates on cash		-			-			(1,771	)		-		(1,771	)
Net decrease in cash and equivalents		(54,935	)		-			-			-		(54,935	)
Cash and equivalents at beginning of period		54,937			-			-			-		54,937
Cash and equivalents at end of period	$	2		$	-		$	-		$	-	$	2

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted		Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary		and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash flow provided by operating activities	$	187,555		$	100		$	43,850		$	-	$	231,505		$	26,749		$	(11,747	)	$	246,507
Capital expenditures		(271,897	)		(100	)		(46,987	)		-		(318,984	)		(34,845	)		(2,573	)		(356,402	)
Distribution to parent		80,276			-			-			-		80,276			(80,276	)		-			-
Proceeds from sale of properties and equipment		864			-			-			-		864			-			-			864
Net cash flow used by investing activities		(190,757	)		(100	)		(46,987	)		-		(237,844	)		(115,121	)		(2,573	)		(355,538	)
Issuance of debt		376,000			-			39,532			-		415,532			124,500			-			540,032
Repayments of debt		(352,500	)		-			(34,013	)		-		(386,513	)		(23,100	)		-			(409,613	)
Debt issuance costs		(109	)		-			-			-		(109	)		-			-			(109	)
Gas Purchase Commitment - net		(16,592	)		-			-			-		(16,592	)		-			-			(16,592	)
Issuance of KGS common units		-			-			-			-		-			11,054			-			11,054
Distributions to parent		-			-						-		-			(14,320	)		14,320			-
Distributions to noncontrolling interests		-			-			-			-		-			(8,808	)		-			(8,808	)
Proceeds from exercise of stock options		1,209			-			-			-		1,209			-			-			1,209
Treasury transactions - equity		(4,804	)		-			-			-		(4,804	)		(1,144	)		-			(5,948	)
Net cash flow provided by financing activities		3,204			-			5,519			-		8,723			88,182			14,320			111,225
Effect of exchange rates on cash		-			-			(671	)		-		(671	)		-			-			(671	)
Net increase (decrease) in cash and equivalents		2			-			1,711					1,713			(190	)		-			1,523
Cash and equivalents at beginning of period		5			-			1,034			-		1,039			746			-			1,785
Cash and equivalents at end of period	$	7		$	-		$	2,745				$	2,752		$	556		$	-		$	3,308

12.  SEGMENT INFORMATION

          We operate in two geographic segments, the U.S. and Canada, where we are engaged in the exploration and production segment of the oil and gas industry.  Prior to the Crestwood Transaction, our processing and gathering segment provided natural gas gathering and processing services predominantly through KGS.  Revenue earned by KGS prior to the Crestwood Transaction for the gathering and processing of our gas was eliminated on a consolidated basis as is the GPT expense recognized by our producing properties.  We evaluate performance based on operating income and property and equipment costs incurred.

24

	Exploration & Production					Gathering &									Quicksilver
	U.S.		Canada			Processing			Corporate			Elimination			Consolidated
	(In thousands)
For the Three Months Ended June 30:
2011
Revenue	$	202,788	$	45,383		$	1,222		$	-		$	(947	)		248,446
DD&A		41,580		12,087			466			571			-			54,704
Operating income (loss)		75,615		18,962			440			(16,341	)		-			78,676
Property and equipment costs incurred		136,454		23,640			1,339			-			-			161,433
2010
Revenue	$	195,395	$	28,701		$	28,181		$	-		$	(23,707	)	$	228,570
DD&A		31,708		11,152			7,356			453			-			50,669
Operating income (loss)		106,642		5,834			14,061			(17,670	)		-			108,867
Property and equipment costs incurred		246,917		4,550			9,317			1,347			-			262,131
For the Six Months Ended June 30:
2011
Revenue	$	382,359	$	77,724		$	2,489		$	-		$	(1,939	)	$	460,633
DD&A		80,335		23,511			2,179			1,150			-			107,175
Impairment expense		-		49,063			-			-			-			49,063
Operating income (loss)		135,862		(22,352	)		(316	)		(35,311	)		-			77,883
Property and equipment costs incurred		259,146		98,868			1,730			506			-			360,250
2010
Revenue	$	377,894	$	64,549		$	53,985		$	-		$	(45,700	)	$	450,728
DD&A		59,656		22,437			14,413			920			-			97,426
Operating income (loss)		178,921		19,267			25,183			(38,659	)		-			184,712
Property and equipment costs incurred		324,284		35,134			36,951			1,967			-			398,336
Property, plant and equipment - net
June 30, 2011	$	2,582,715	$	627,036		$	67,637		$	14,565		$	-		$	3,291,953
December 31, 2010		2,403,039		581,775			68,389			14,642			-			3,067,845
Investment in equity affiliates
June 30, 2011	$	12,620	$	-		$	-		$	-		$	-		$	12,620
December 31, 2010		83,341		-			-			-			-			83,341

13.  SUPPLEMENTAL CASH FLOW INFORMATION

          Cash paid (received) for interest and income taxes was as follows:

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Interest, net of capitalized interest	$	86,198	$	55,713
Income taxes		5,904		(6,917	)

          Other significant non-cash transactions were as follows:

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Working capital related to capital expenditures	$	64,285	$	102,878
Conveyance of 3,619,901 BBEP common units for producing properties		-		54,407

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14.  TRANSACTIONS WITH RELATED PARTIES

          As of June 30, 2011, members of the Darden family and entities controlled by them beneficially own approximately 32% of our outstanding common stock.  Thomas Darden, Glenn Darden and Anne Darden Self are officers and directors of Quicksilver.

          We paid $0.1 million and $0.5 million in the first six months of 2011 and 2010, respectively for rent on buildings owned by entities controlled by members of the Darden family.  Rental rates were determined based on comparable rates charged by third parties.

          During the first six months of 2011 and 2010, we paid $0.3 million and $0.2 million, respectively, for use of an airplane owned by an entity controlled by members of the Darden family.  Usage rates were determined based upon comparable rates charged by third parties.

          Payments received from Mercury for sublease rentals, employee insurance coverage and administrative services were $0.2 million for the first six months of 2010.  In late 2010, Mercury changed carriers for its employees’ health insurance plan, thereby reducing our charges to, and payments from, Mercury.  Those 2011 payments received from Mercury were negligible.

26

ITEM 2.          Management’s Discussion and Analysis of Financial Condition and Results of Operations

          The following Management’s Discussion and Analysis (“MD&A”) is intended to help readers of our financial statements understand our business, results of operations, financial condition, liquidity and capital resources.  MD&A is provided as a supplement to, and should be read in conjunction with, the other sections of this Quarterly Report.  Prior to the Crestwood Transaction, we conducted our operations in two segments: (1) our more dominant exploration and production segment, and (2) our significantly smaller gathering and processing segment.  Except as otherwise specifically noted, or as the context requires otherwise, and except to the extent that differences between these segments or our geographic segments are material to an understanding of our business taken as a whole, we present this MD&A on a consolidated basis.

          Our MD&A includes the following sections:

• 2011 Highlights – a summary of significant activities and events affecting Quicksilver

• 2011 Capital Program – a summary of our planned capital expenditures during 2011

• Results of Operations – an analysis of our consolidated results of operations for the three- and six-month periods presented in our financial statements

• Liquidity, Capital Resources and Financial Position – an analysis of our cash flows, sources and uses of cash, contractual obligations and commercial commitments

2011 HIGHLIGHTS

Strategic Alternatives for Quicksilver

          On March 24, 2011, an investor group, consisting of members of the Darden family and an entity controlled by them, announced its decision not to pursue a previously announced plan to take the Company private.  As a result, our Board of Directors disbanded its transaction committee and the Board of Directors as a whole are working together to evaluate and pursue strategic and growth opportunities for Quicksilver.

Horn River Basin Update

          We had four wells tied into sales lines and producing as of December 31, 2010.  Through June 2011, we have spent $48.8 million for construction of infrastructure to gather, compress and deliver gas to third-party processing facilities, completion activities for a fifth well, and drilling activities on three other wells, bringing our total count of wells drilled to eight.  We have also entered into a series of contracts with NGTL for the extension of their mainline pipeline that will connect to midstream facilities we have committed to construct, which we believe will enhance our take away capacity from Horn River.

Sale of BBEP Units

          During the six months ended June 30, 2011, we sold approximately 7.1 million BBEP Units.  We received $134.4 million for those units and recognized total gains of $123.8 million in our income statement as other income.  Note 4 to the condensed consolidated financials contains additional information about BBEP Units sold subsequent to June 30, 2011.

Increase in Production

          Daily production increased 19% during the second quarter of 2011 from the 2010 second quarter.  The production increase is discussed further in “Results of Operations” below.

27

2011 CAPITAL PROGRAM

          We incurred capital costs of $360.3 million for the first six months of 2011 and we expect our 2011 capital program of approximately $696 million to be allocated as follows:

			Greater
			Green				Southern
	Barnett		River		West		Alberta				Total		Horn		Horseshoe				Total		Total
	Shale		Basin		Texas		Basin		Other		U.S.		River		Canyon		Other		Canada		Company
	(In millions, except wells)
Drilling and completion	$	240.0	$	53.5	$	3.0	$	0.4	$	-	$	296.9	$	90.2	$	3.0	$	-	$	93.2	$	390.1
Leasehold acquisition		23.0		92.4		29.0		0.1		-		144.5		1.0		3.0		-		4.0		148.5
Midstream infrastructure		29.4		5.0		-		-		-		34.4		63.1		-		-		63.1		97.5
Corporate and other assets		-		-		-		-		41.7		41.7		1.1		0.1		17.5		18.7		60.4
Total forecasted capital	$	292.4	$	150.9	$	32.0	$	0.5	$	41.7	$	517.5	$	155.4	$	6.1	$	17.5	$	179.0	$	696.5

          For all of 2011, we continue to expect our average production to be greater than our reported six-month 2011 production rate as we continue to develop our acreage in the Barnett Shale and conduct further exploration on our Horn River Asset, the Greater Green River Basin Asset and the Southern Alberta Asset.

RESULTS OF OPERATIONS

Three Months Ended June 30, 2011 and 2010

          The following discussion compares the results of operations for the three months ended June 30, 2011 and 2010, or the 2011 quarter and 2010 quarter, respectively.  “Other U.S.” refers to the combined amounts for our Greater Green River Asset and Southern Alberta Basin Asset.

Revenue

Production Revenue:

	Natural Gas				NGL						Oil				Total
	2011		2010		2011			2010			2011		2010		2011		2010
								(In millions)
Barnett Shale	$	98.7	$	74.5	$	59.6		$	37.3		$	4.1	$	3.1	$	162.4	$	114.9
Other U.S.		0.2		0.5		0.3			0.3			3.1		2.4		3.6		3.2
Hedging		21.5		67.9		(12.6	)		(4.0	)		-		-		8.9		63.9
U.S.		120.4		142.9		47.3			33.6			7.2		5.5		174.9		182.0
Horseshoe Canyon		20.2		21.2		-			-			-		-		20.2		21.2
Horn River		5.8		1.9		-			-			-		-		5.8		1.9
Hedging		6.8		6.5		-			-			-		-		6.8		6.5
Canada		32.8		29.6		-			-			-		-		32.8		29.6
Consolidated	$	153.2	$	172.5	$	47.3		$	33.6		$	7.2	$	5.5	$	207.7	$	211.6

28

Average Daily Production Volume:

	Natural Gas				NGL				Oil				Equivalent Total
	2011		2010		2011		2010		2011		2010		2011		2010
	(MMcfd)				(Bbld)				(Bbld)				(MMcfed)
Barnett Shale		256.9		205.5		13,165		11,762		448		461		338.6		278.8
Other U.S.		0.7		1.4		22		52		375		403		3.1		4.2
U.S.		257.6		206.9		13,187		11,814		823		864		341.7		283.0
Horseshoe Canyon		58.2		60.8		4		5		-		-		58.3		60.8
Horn River		17.3		6.1		-		-		-		-		17.2		6.1
Canada		75.5		66.9		4		5		-		-		75.5		66.9
Consolidated		333.1		273.8		13,191		11,819		823		864		417.2		349.9

Average Realized Price:

	Natural Gas				NGL						Oil				Equivalent Total
	2011		2010		2011			2010			2011		2010		2011		2010
	(per Mcf)				(per Bbl)						(per Bbl)				(per Mcfe)
Barnett Shale	$	4.22	$	3.99	$	49.79		$	34.90		$	99.76	$	72.96	$	5.27	$	4.53
Other U.S.		3.99		3.73		78.25			60.09			92.12		67.11		12.54		8.55
Hedging		0.92		3.61		(10.47	)		(3.76	)		-		-		0.29		2.48
U.S.		5.14		7.59		39.36			31.25			96.28		70.24		5.62		7.07
Horseshoe Canyon	$	3.82	$	3.84	$	77.84		$	62.58		$	-	$	-	$	3.82	$	3.84
Horn River		3.65		3.49		-			-			-		-		3.65		3.49
Hedging		0.99		1.06		-			-			-		-		0.99		1.06
Canada	$	4.78	$	4.87	$	77.84		$	62.58		$	-	$	-	$	4.78	$	4.87
Consolidated	$	5.06	$	6.93	$	39.38		$	31.27		$	96.28	$	70.24	$	5.47	$	6.65

          The following table summarizes the changes in our production revenue:

	Natural
	Gas			NGL			Oil			Total
	(In thousands)
Revenue for the 2010 quarter	$	172,535		$	33,627		$	5,525		$	211,687
Volume variances		21,269			4,375			(262	)		25,382
Hedge revenue variances		(46,059	)		(8,529	)		-			(54,588	)
Price variances		5,478			17,796			1,951			25,225
Revenue for the 2011 quarter	$	153,223		$	47,269		$	7,214		$	207,706

          Natural gas revenue for the 2011 quarter decreased from the 2010 quarter despite a 19% increase in production.  Realized natural gas prices, before hedge settlements, were higher in the U.S. for the 2011 quarter as compared to the 2010 quarter.  A 25% increase in natural gas volume from our Barnett Shale Asset was primarily the result of wells tied into sales lines since the 2010 quarter.  Canadian natural gas production increased because of a 184% production increase from our Horn River Asset offset by a 4% decrease in production from our Horseshoe Canyon Asset due to decreased capital spending.  

          The increase in NGL revenue for the 2011 quarter resulted from a 43% increase in realized prices, before hedge losses, received for our Barnett Shale production, which increased 12% compared to the 2010 quarter.

          Utilization of derivatives to hedge our sales of natural gas and NGL may result in realized prices varying from market prices that we receive from the sale of our production.  Our revenue from natural gas and NGL production for the 2011 quarter and 2010 quarter were higher by $15.7 million and $70.4 million, respectively, because of our hedging activities.

29

Sales of Purchased Natural Gas and Costs of Purchased Natural Gas

	Three Months Ended
	June 30,
	2011		2010
	(In thousands)
Sales of purchased natural gas
Purchases from Eni	$	15,482	$	13,946
Purchases from others		4,078		2,875
Total		19,560		16,821
Costs of purchased natural gas sold
Purchases from Eni		15,493		17,883
Purchases from others		4,064		2,975
Unrealized valuation gain on Gas Purchase Commitment		-		(17,102	)
Total		19,557		3,756
Net sales and purchases of natural gas	$	3	$	13,065

          As the Gas Purchase Commitment with Eni expired on December 31, 2010, no unrealized valuation gain or loss was recognized for the 2011 quarter.

Other Revenue

	Three Months Ended
	June 30,
	2011		2010
	(In thousands)
Midstream revenue from third parties
KGS	$	-	$	2,117
Canada		786		567
Other Texas		275		361
Total midstream revenue		1,061		3,045
Unrealized gains on commodity derivatives		19,115		-
Gains (losses) from hedge ineffectiveness		872		(2,983	)
Other		132		-
Total	$	21,180	$	62

          In the 2011 quarter, we recognized $19.1 million of unrealized gains on commodity derivatives that we entered into during 2011 that have not been designated as hedges for accounting purposes.  Midstream revenue was lower from the 2010 quarter primarily as a result of the sale of our interests in KGS in October 2010.

30

Operating Expense

Lease Operating

	Three Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Barnett Shale
Cash expense	$	14,003	$	0.45	$	11,982	$	0.47
Equity compensation		211		0.01		218		0.01
	$	14,214	$	0.46	$	12,200	$	0.48
Other U.S.
Cash expense	$	1,370	$	4.81	$	1,239	$	3.29
Equity compensation		44		0.16		44		0.11
	$	1,414	$	4.97	$	1,283	$	3.40
Total U.S.
Cash expense	$	15,373	$	0.49	$	13,221	$	0.51
Equity compensation		255		0.01		262		0.01
	$	15,628	$	0.50	$	13,483	$	0.52
Horseshoe Canyon
Cash expense	$	8,246	$	1.56	$	7,375	$	1.33
Equity compensation		105		0.02		274		0.05
	$	8,351	$	1.58	$	7,649	$	1.38
Horn River
Cash expense	$	505	$	0.32	$	391	$	0.70
Equity compensation		-		-		-		-
	$	505	$	0.32	$	391	$	0.70
Total Canada
Cash expense	$	8,751	$	1.27	$	7,766	$	1.28
Equity compensation		105		0.02		274		0.04
	$	8,856	$	1.29	$	8,040	$	1.32
Total Company
Cash expense	$	24,124	$	0.63	$	20,987	$	0.66
Equity compensation		360		0.01		536		0.02
	$	24,484	$	0.64	$	21,523	$	0.68

          Lease operating expense for the 2011 quarter in the U.S. increased 16% when compared to the 2010 quarter.  This increase was primarily associated with the increase in production from new wells.  A 21% increase in production volume in our Barnett Shale Asset for the 2011 quarter as compared to 2010 quarter increased lease operating expense slightly, but also contributed to the decrease in per Mcfe expense as our fixed costs have been spread across higher production for the 2011 quarter as compared to the 2010 quarter.

          Lease operating expense for the 2011 quarter in Canada increased 10% when compared to the 2010 quarter.  The increase in Horseshoe Canyon lease operating expense was due to higher additional well repair and maintenance costs for the 2011 quarter and changes in the Canadian dollar relative to the U.S. dollar.

31

Gathering, Processing and Transportation

	Three Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Barnett Shale	$	42,004	$	1.35	$	14,221	$	0.56
Other U.S.		-		-		6		0.01
Total U.S.		42,004		1.35		14,227		0.55
Horseshoe Canyon		1,215		0.23		1,034		0.19
Horn River		3,507		2.24		1,397		2.50
Total Canada		4,722		0.69		2,431		0.40
Total	$	46,726	$	1.23	$	16,658	$	0.52

          GPT expense increased for the 2011 quarter compared to the 2010 quarter primarily due to the loss of fees earned by KGS for gathering and processing production from our Barnett Shale Asset following the closing of the Crestwood Transaction and the increase in Barnett Shale production.  KGS’ revenue earned from gathering and processing production from our Barnett Shale Asset was $18.3 million, or $0.71 per Mcfe, for the 2010 quarter.  Canadian GPT expense increased for the 2011 quarter as compared to the 2010 quarter both in total dollars and on a per Mcfe basis primarily as a result of higher gathering fees in addition to increased production from our Horn River Asset for the 2011 quarter.

Production and Ad Valorem Taxes

	Three Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Production taxes
U.S.	$	2,891	$	0.09	$	2,696	$	0.10
Canada		61		0.01		209		0.03
Total production taxes		2,952		0.07		2,905		0.09
Ad valorem taxes
U.S.	$	4,859		0.16	$	4,969		0.19
Canada		695		0.10		1,036		0.17
Total ad valorem taxes		5,554		0.15		6,005		0.19
Total	$	8,506	$	0.22	$	8,910	$	0.28

32

Depletion, Depreciation and Accretion

	Three Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Depletion
U.S.	$	39,879	$	1.28	$	30,233	$	1.17
Canada		9,901		1.44		9,542		1.57
Total depletion		49,780		1.31		39,775		1.25
Depreciation of other fixed assets
U.S.	$	2,434	$	0.08	$	8,959	$	0.35
Canada		1,810		0.26		1,160		0.19
Total depreciation		4,244		0.11		10,119		0.32
Accretion		680		0.02		775		0.02
Total	$	54,704	$	1.44	$	50,669	$	1.59

          U.S. depletion for the 2011 quarter reflected a 9% increase in the U.S. depletion rate and a 21% increase in U.S. production when compared to the 2010 quarter.  Canadian depletion increased $0.4 million as a result of a13% increase in Canadian production volumes partially offset by an 8% decrease in the Canadian depletion rate when compared to the 2010 quarter.

          U.S. depreciation for the 2010 quarter included KGS’ depreciation of $5.6 million.

General and Administrative

	Three Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Cash expense	$	11,222	$	0.30	$	12,143	$	0.38
Equity compensation		4,548		0.12		5,074		0.16
Total	$	15,770	$	0.42	$	17,217	$	0.54

          General and administrative expense for the 2011 quarter was lower than the 2010 quarter because the 2010 quarter included $0.6 million of KGS general and administrative expense recognized in the 2010 quarter, prior to the Crestwood Transaction.

Loss from Earnings of BBEP

          We record our portion of BBEP’s earnings during the quarter in which its financial statements become publicly available.  As a result, our 2011 quarter and 2010 quarter results of operations include BBEP’s earnings for the three months ended March 31, 2011 and 2010, respectively.

          We recognized a loss of $26.2 million and income of $23.2 million for equity earnings from our investment in BBEP for the 2011 quarter and 2010 quarter, respectively.  BBEP continues to experience significant volatility in its net earnings primarily due to changes in the unrealized value of its derivative instruments for which it does not employ hedge accounting.

Other Income

          We recognized a gain of $122.5 million in the 2011 quarter from the sale of 7.0 million BBEP Units in June 2011.  In the 2010 quarter we conveyed BBEP Units as consideration in the acquisition of additional working interests in the Lake Arlington properties and settled our litigation with BBEP and another third party for which we recognized $35.4 million and $18.0 million, respectively.

33

Interest Expense

	Three Months Ended
	June 30,
	2011			2010
	(In thousands)
Interest costs on debt outstanding	$	43,917		$	42,390
Add:
Fees paid on letters of credit outstanding		1,010			2
Premium paid - senior notes repurchased		571			-
Non-cash interest (1)		3,992			5,103
Interest capitalized		(1,938	)		(1,373	)
Interest expense	$	47,552		$	46,122

        ⁽¹⁾   Amortization of deferred financing costs, original issue discount net of interest swap settlement amortization.

          Interest costs on debt outstanding for the 2011 quarter were higher when compared to the 2010 quarter primarily because the 2010 quarter included $3.0 million received from interest rate swaps, which was offset by $2.3 million attributable to KGS.  The 2011 quarter increase was impacted by fees for issuance of letters of credit.

          Also included in interest expense for the 2011 quarter were losses recognized from the premium paid for repurchase of our 2015 and 2016 senior notes described below:

	Repurchase		Face		Loss on
Instrument	Price		Value		Repurchase
	(In thousands)
Senior notes due 2015	$	5,250	$	5,000	$	250
Senior notes due 2016		2,701		2,380		321
	$	7,951	$	7,380	$	571

          In July 2011, we repurchased 2015 and 2019 senior notes with a face value of $16 million and $2 million, respectively, for $19.0 million.

Income Taxes

	Three Months Ended
	June 30,
	2011			2010
Income tax expense (in thousands)	$	19,508		$	48,219
Effective tax rate		15.2	%		34.7	%

          Our income tax provision for the 2011 quarter reflects changes in the projected effective tax rate for 2011 from -6.0% to 38.4% including the effects of our recognition of an assessment of $0.6 million in Canada related to a predecessor’s activities in 1997 .  The effective tax rate for the 2011 quarter reflects a projection of a full year of Canadian taxable loss taxed at a projected effective rate of 20.5% partially offset by projection of a full year of U.S. taxable income taxed at a projected effective rate of 37.1%.  U.S. and consolidated earnings relate to gains associated with our sales of BBEP units and the unrealized derivative gains included in other revenue.

34

RESULTS OF OPERATIONS

Six Months Ended June 30, 2011 and 2010

          The following discussion compares the results of operations for the six months ended June 30, 2011 and 2010, or the 2011 period and 2010 period, respectively.  “Other U.S.” refers to the combined amounts for our Greater Green River Asset and Southern Alberta Basin Asset.

Revenue

Production Revenue:

	Natural Gas				NGL						Oil				Total
	2011		2010		2011			2010			2011		2010		2011		2010
	(In millions)
Barnett Shale	$	188.1	$	156.1	$	106.0		$	78.4		$	6.8	$	6.2	$	300.9	$	240.7
Other U.S.		0.7		1.5		0.3			0.4			6.0		4.8		7.0		6.7
Hedging		45.4		116.2		(19.8	)		(13.6	)		-		-		25.6		102.6
U.S.		234.2		273.8		86.5			65.2			12.8		11.0		333.5		350.0
Horseshoe Canyon		41.1		50.1		0.1			0.1			-		-		41.2		50.2
Horn River		9.2		5.0		-			-			-		-		9.2		5.0
Hedging		14.1		8.0		-			-			-		-		14.1		8.0
Canada		64.4		63.1		0.1			0.1			-		-		64.5		63.2
Consolidated	$	298.6	$	336.9	$	86.6		$	65.3		$	12.8	$	11.0	$	398.0	$	413.2

Average Daily Production Volume:

	Natural Gas				NGL				Oil				Equivalent Total
	2011		2010		2011		2010		2011		2010		2011		2010
	(MMcfd)				(Bbld)				(Bbld)				(MMcfed)
Barnett Shale		252.2		189.5		12,352		11,514		392		467		328.6		261.4
Other U.S.		0.7		1.8		24		35		378		393		3.2		4.4
U.S.		252.9		191.3		12,376		11,549		770		860		331.8		265.8
Horseshoe Canyon		58.8		61.6		5		8		-		-		58.8		61.6
Horn River		14.2		6.8		-		-		-		-		14.2		6.8
Canada		73.0		68.4		5		8		-		-		73.0		68.4
Consolidated		325.9		259.7		12,381		11,557		770		860		404.8		334.2

Average Realized Price:

	Natural Gas				NGL						Oil				Equivalent Total
	2011		2010		2011			2010			2011		2010		2011		2010
	(per Mcf)				(per Bbl)						(per Bbl)				(per Mcfe)
Barnett Shale	$	4.12	$	4.55	$	47.42		$	37.63		$	95.92	$	73.30	$	5.06	$	5.09
Other U.S.		4.22		4.52		77.89			66.51			87.95		67.78		12.02		8.41
Hedging		0.99		3.36		(8.83	)		(6.51	)		-		-		0.43		2.13
U.S.	$	5.11	$	7.91	$	38.65		$	31.20		$	92.02	$	70.79	$	5.55	$	7.28
Horseshoe Canyon	$	3.86	$	4.49	$	75.33		$	68.69		$	-	$	-	$	3.87	$	4.50
Horn River		3.60		4.09		-			-			-		-		3.60		4.09
Hedging		1.07		0.64		-			-			-		-		1.07		0.64
Canada	$	4.88	$	5.10	$	75.33		$	68.69		$	-	$	-	$	4.88	$	5.10
Consolidated	$	5.06	$	7.17	$	38.66		$	31.23		$	92.02	$	70.79	$	5.43	$	6.83

35

          The following table summarizes the changes in our production revenue:

	Natural
	Gas			NGL			Oil			Total
	(In thousands)
Revenue for the 2010 period	$	336,915		$	65,318		$	11,017		$	413,250
Volume variances		54,204			5,629			(1,157	)		58,676
Hedge revenue variances		(64,705	)		(6,158	)		-			(70,863	)
Price variances		(27,865	)		21,851			2,957			(3,057	)
Revenue for the 2011 period	$	298,549		$	86,640		$	12,817		$	398,006

          Natural gas revenue for the 2011 period decreased from the 2010 period despite a 25% increase in production.  Realized prices, including hedge settlements, were lower for the 2011 period as compared to the 2010 period, which more than offset production increases.  The 33% increase in natural gas volume from our Barnett Shale Asset was primarily the result of wells tied into sales lines since the 2010 period.  The Canadian natural gas production increase was the result of a 109% production increase from additional producing wells in our Horn River Asset offset by a 5% decrease in production from our Horseshoe Canyon Asset due to decreased capital spending.

          The increase in NGL revenue for the 2011 period resulted from a 26% increase in realized prices, before hedge losses, and an increase in production from our Barnett Shale Asset compared to the 2010 period.

          Utilization of derivatives to hedge our sales of natural gas and NGL may result in realized prices varying from market prices that we receive from the sale of our production.  Our production revenue for the 2011 period and 2010 period was higher by $39.7 million and $110.6 million, respectively, because of our hedging activities.

Sales of Purchased Natural Gas and Costs of Purchased Natural Gas

	Six Months Ended June 30,
	2011		2010
	(In thousands)
Sales of purchased natural gas
Purchases from Eni	$	29,399	$	26,565
Purchases from others		10,587		6,480
Total		39,986		33,045
Costs of purchased natural gas sold
Purchases from Eni		29,287		30,401
Purchases from others		10,013		7,126
Unrealized valuation gain on Gas Purchase Commitment		-		(464	)
Total		39,300		37,063
Net sales and purchases of natural gas	$	686	$	(4,018	)

          As the Gas Purchase Commitment with Eni expired on December 31, 2010, no unrealized valuation gain or loss was recognized for the 2011 period.

36

Other Revenue

	Six Months Ended June 30,
	2011		2010
	(In thousands)
Midstream revenue from third parties
KGS	$	-	$	4,100
Canada		1,630		1,208
Other Texas		550		713
Total midstream revenue		2,180		6,021
Unrealized gains on commodity derivatives		19,115		-
Gains (losses) from hedge ineffectiveness		818		(1,588	)
Other		528		-
Total	$	22,641	$	4,433

          We recognized $19.1 million in the 2011 period for unrealized gains on commodity derivatives that have not been designated as hedges for accounting purposes.  Midstream revenue for the 2011 period was lower primarily as a result of the sale of our interests in KGS in October 2010.

37

Operating Expense

Lease Operating

	Six Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Barnett Shale
Cash expense	$	25,109	$	0.42	$	22,091	$	0.47
Equity compensation		480		0.01		429		0.01
	$	25,589	$	0.43	$	22,520	$	0.48
Other U.S.
Cash expense	$	2,617	$	4.54	$	3,196	$	3.97
Equity compensation		99		0.17		86		0.11
	$	2,716	$	4.71	$	3,282	$	4.08
Total U.S.
Cash expense	$	27,726	$	0.46	$	25,287	$	0.53
Equity compensation		579		0.01		515		0.01
	$	28,305	$	0.47	$	25,802	$	0.54
Horseshoe Canyon
Cash expense	$	15,985	$	1.50	$	14,265	$	1.28
Equity compensation		269		0.03		601		0.05
	$	16,254	$	1.53	$	14,866	$	1.33
Horn River
Cash expense	$	1,134	$	0.44	$	820	$	0.67
Equity compensation		-		-		-		-
	$	1,134	$	0.44	$	820	$	0.67
Total Canada
Cash expense	$	17,119	$	1.30	$	15,085	$	1.22
Equity compensation		269		0.02		601		0.05
	$	17,388	$	1.32	$	15,686	$	1.27
Total Company
Cash expense	$	44,845	$	0.61	$	40,372	$	0.67
Equity compensation		848		0.01		1,116		0.02
	$	45,693	$	0.62	$	41,488	$	0.69

          Lease operating expense for the 2011 period in the U.S. increased 10% when compared to the 2010 period.  This increase was primarily associated with the increase in production from new wells.  An increase in production volume from our Barnett Shale Asset for the 2011 period as compared to 2010 period increased lease operating expense slightly, but also contributed to the 10% decrease in per Mcfe expense as our fixed costs have been spread across higher production for the 2011 period compared to the 2010 period.

          Lease operating expense for the 2011 period in Canada increased 11% when compared to the 2010 period.  The $1.4 million increase in Horseshoe Canyon lease operating expense was due to additional well repair and maintenance during the 2011 period.  The increase in Horn River lease operating expense of $0.3 million for the 2011 period was primarily the result of higher road repair and maintenance costs in the 2011 period and increased production from the 2010 period.

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Gathering, Processing and Transportation

	Six Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
				Mcfe				Mcfe
Barnett Shale	$	82,389	$	1.39	$	27,479	$	0.58
Other U.S.		7		0.01		12		0.01
Total U.S.		82,396		1.37		27,491		0.57
Horseshoe Canyon		2,235		0.21		2,419		0.22
Horn River		6,457		2.52		2,749		2.25
Total Canada		8,692		0.66		5,168		0.42
Total	$	91,088	$	1.24	$	32,659	$	0.54

          GPT expense increased for the 2011 period compared to the 2010 period primarily due to the loss of fees earned by KGS for gathering and processing production from our Barnett Shale Asset following the closing of the Crestwood Transaction and the increase in Barnett Shale production.  KGS’ revenue earned from gathering and processing production from our Barnett Shale Asset was $34.3 million, or $0.71 per Mcfe, for the 2010 period.  Canadian GPT expense increased for the 2011 period as compared to the 2010 period both in total dollars and on a per Mcfe basis primarily as a result of higher gathering fees and increased production from our Horn River Asset for the 2011 period.

Production and Ad Valorem Taxes

	Six Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
Production taxes			Mcfe				Mcfe
U.S.	$	4,575	$	0.08	$	4,918	$	0.10
Canada		75		0.01		348		0.03
Total production taxes		4,650		0.06		5,266		0.09
Ad valorem taxes
U.S.		10,090		0.17		10,507		0.22
Canada		1,347		0.10		1,643		0.13
Total ad valorem taxes		11,437		0.16		12,150		0.20
Total	$	16,087	$	0.22	$	17,416	$	0.29

          Production taxes for the 2011 period reflect the refund of 2008 severance taxes for our Alliance Leasehold in the amount of $0.8 million, which was recorded as a reduction to U.S. production taxes.  This decrease was partially offset by an increase in production volume from our Barnett Shale Asset when compared to the 2010 period.  The 2011 period includes increased U.S. ad valorem taxes on producing wells added during 2010, particularly in areas with higher ad valorem tax rates, and increases to ad valorem tax rates assessed by taxing entities in Texas.  The 2010 period included $2.6 million of ad valorem taxes attributable to KGS.

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Depletion, Depreciation and Accretion

	Six Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
Depletion			Mcfe				Mcfe
U.S.	$	77,024	$	1.28	$	56,490	$	1.17
Canada		19,756		1.49		19,316		1.56
Total depletion		96,780		1.32		75,806		1.25
Depreciation of other fixed assets
U.S.	$	6,057		0.10	$	17,864		0.37
Canada		3,029		0.23		2,243		0.18
Total depreciation		9,086		0.12		20,107		0.33
Accretion		1,309		0.02		1,513		0.03
Total	$	107,175	$	1.46	$	97,426	$	1.61

          U.S. depletion for the 2011 period reflected an increase in the U.S. depletion rate and an increase in U.S. production when compared to the 2010 period.  Canadian depletion increased slightly for the 2011 period when compared to the 2010 period as a result of an increase in production volumes partially offset by a decrease of 4% in the Canadian depletion rate.

          U.S. depreciation for the 2010 period included KGS’ $11.0 million in depreciation.

Impairment Expense

          As required under GAAP, we perform quarterly ceiling tests to assess impairment of our oil and gas properties.  We also assess our fixed assets reported outside the full-cost pool when circumstances indicate impairment may have occurred.  The calculation of impairment expense is more fully described in Note 5 to the condensed consolidated financial statements in Item 1 of this Quarterly Report.

          In the first quarter of 2011, we recognized a $49.1 million non-cash charge for impairment of our Canadian oil and gas properties.  The AECO natural gas price used to prepare the March 31, 2011 estimate of the ceiling limit for our Canadian full-cost pool decreased approximately 12% from the AECO price used at December 31, 2010 when we also recognized an impairment charge for our Canadian oil and gas properties.  Our Canadian ceiling test prepared at June 30, 2011 resulted in no additional impairment of our Canadian oil and gas properties.  Our U.S. ceiling tests prepared at March 31, 2011 and June 30, 2011 resulted in no impairment of our U.S. oil and gas properties.

General and Administrative

	Six Months Ended June 30,
	2011				2010
	(In thousands, except per unit amounts)
			Per				Per
			Mcfe				Mcfe
Cash expense	$	24,624	$	0.34	$	27,802	$	0.46
Equity compensation		9,537		0.13		9,938		0.16
Total	$	34,161	$	0.47	$	37,740	$	0.62

          General and administrative costs for the 2011 period are lower than the 2010 period primarily because the 2010 period included KGS general and administrative expense of $1.7 million.

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Loss from Earnings of BBEP

          We record our portion of BBEP’s earnings during the quarter in which its financial statements become publicly available.  As a result, our 2011 period and 2010 period results of operations include BBEP’s earnings for the six months ended March 31, 2011 and 2010, respectively.

          We recognized losses of $47.1 million and income of $7.2 million for equity earnings from our investment in BBEP for the 2011 period and 2010 period, respectively.  BBEP continues to experience significant volatility in its net earnings primarily due to changes in the value of its derivative instruments for which it does not employ hedge accounting.

Other Income

          Gains of $123.8 million were recognized in the 2011 period from the sale of 7.1 million BBEP Units.  In the 2010 period, we conveyed BBEP Units as consideration in the acquisition of additional working interests in the Lake Arlington properties and settled our litigation with BBEP and another third party for which we recognized $35.4 million and $18.0 million, respectively.

Interest Expense

	Six Months Ended June 30,
	2011			2010
	(In thousands)
Interest costs on debt outstanding	$	87,114		$	83,159
Add:
Fees paid on letters of credit outstanding		1,259			108
Premium paid - senior notes repurchased		571			-
Non-cash interest (1)		7,872			10,178
Interest capitalized		(3,086	)		(2,806	)
Interest expense	$	93,730		$	90,639

          ⁽¹⁾    Amortization of deferred financing costs, original issue discount net of interest swap settlement amortization.

          Interest costs on debt outstanding for the 2011 period were higher when compared to the 2010 period primarily because of an $8.3 million decrease in interest rate swap gains and settlements recognized, a $1.2 million increase in fees paid for issuance of letters of credit and a $0.6 million loss from the early repayment of $7.4 million of senior notes at par value.  Offsetting this increase was $4.4 million of interest expense recognized in the 2010 period that was attributable to KGS and lower outstanding debt balances during the 2011 period.

          Additional information about the loss on debt extinguishment can be found in the discussion of interest expense for the 2011 quarter.

Income Taxes

	Six Months Ended
	June 30,
	2011			2010
Income tax expense (in thousands)	$	23,532		$	53,301
Effective tax rate		38.4	%		34.5	%

          Our income tax provision for the 2011 period has decreased from the income tax provision recognized for the 2010 period.  The effective tax rate for the 2011 period reflects a projection of a full year of Canadian taxable loss partially offset by projection of a full year of U.S. taxable income.  The increase in the 2011 effective income tax rate resulted from the lower applicable tax rate applied to our Canadian taxable loss and U.S. taxable income taxed at a higher U.S. effective tax rate.  The increase in the tax rate from the quarter ended March 31, 2011 to the quarter ended June 30, 2011 is most significantly related to U.S. tax effect of the gains associated with the sale of BBEP Units and

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unrealized derivative gains included in other revenue.  We expect that the effective tax rate of 38.4% for the 2011 period will be our effective tax rate for all of 2011, based upon our projection of pretax income and estimated permanent differences for 2011.

Quicksilver Resources Inc. and its Restricted Subsidiaries

          Information about Quicksilver and our restricted and unrestricted subsidiaries is included in Note 11 to our condensed consolidated financial statements included in Item 1 of this Quarterly Report.

          The combined results of operations for Quicksilver and our restricted subsidiaries are substantially similar to our consolidated results of operations, which are discussed above under “Results of Operations.”  The combined financial position of Quicksilver and our restricted subsidiaries and our consolidated financial position are the same.  The combined operating cash flows, financing cash flows and investing cash flows for Quicksilver and our restricted subsidiaries are substantially similar to our consolidated operating cash flows, financing cash flows and investing cash flows, which are discussed below in “Cash Flow Activity.”

LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION

Cash Flow Activity

          Our financial condition and results of operations, including our liquidity and profitability, are significantly affected by the prices that we realize for our natural gas, NGL and oil production and the volumes of natural gas, NGL and oil that we produce.

          The natural gas, NGLs and oil that we produce are commodity products for which established trading markets exist.  Accordingly, product pricing is generally influenced by the relationship between supply and demand for these products.  Product supply is affected primarily by fluctuations in production volumes, and product demand is affected by the state of the economy in general, the availability and price of alternative fuels and a variety of other factors.  Prices for our products historically have been volatile, and we have no meaningful influence over the timing and extent of price changes for our products.  Although we have mitigated our near term exposure to such price declines through derivative financial instruments covering substantial portions of our expected near-term production, we cannot confidently predict whether or when market prices for natural gas, NGL and oil will increase or decrease.

          The volumes that we produce may be significantly affected by the rates at which we acquire leaseholds and other mineral interests and explore, exploit and develop our leasehold and other mineral interests through drilling and production activities.  These activities require substantial capital expenditures, and our ability to fund these activities through cash flow from our operations, borrowings and other sources may be affected by instability in the capital markets.

          For the remainder of 2011 through 2021, price collars and swaps cover a portion of our natural gas and NGL revenue.  The following summarizes future production hedged with commodity derivatives as of June 30, 2011:

Production	Daily Production Volume
Year	Gas		NGL
	MMcfd		MBbld
2011		190		10.5
2012		165		4.0
2013		105		-
2014-2015		65		-
2016-2021		35		-

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          The following summarizes our cash flow activity for the 2011 period and 2010 period:

	Six Months Ended
	June 30,
	2011			2010
	(In thousands)
Net cash provided by operating activities	$	123,352		$	246,507
Net cash used by investing activities		(258,610	)		(355,538	)
Net cash provided by financing activities		82,094			111,225

Operating Cash Flows

          Net cash provided by operations for the 2011 period decreased from the 2010 period, primarily due to lower realized prices (including hedging effects) and higher net payments to KGS for GPT costs partially offset by an additional $5.0 million in additional BBEP distributions in the 2011 period.  In addition, the 2010 period included nonrecurring cash receipts for income tax refunds, litigation settlement and interest rate swap settlements and terminations totaling $41.8 million.

Investing Cash Flows

          During the 2011 period, we sold 7.1 million BBEP Units for an average price of $18.99 or total proceeds of $134.4 million that was used to repay borrowings outstanding under our Senior Secured Credit Facility.

          Our costs incurred for property, plant and equipment for the 2011 period and 2010 period were as follows:

	United States		Canada		Consolidated
	(In thousands)
For the Six Months Ended June 30, 2011
Exploration and development	$	246,515	$	49,870	$	296,385
Gathering and processing		9,671		48,754		58,425
Administrative		5,196		244		5,440
Total	$	261,382	$	98,868	$	360,250
For the Six Months Ended June 30, 2010
Exploration and development	$	322,565	$	25,585	$	348,150
Gathering and processing (1)		36,857		9,245		46,102
Administrative		3,780		304		4,084
Total	$	363,202	$	35,134	$	398,336

          ⁽¹⁾  Represents KGS’ capital expenditures in the U.S.

          Our 2011 period capital costs incurred have decreased $101.8 million and increased $63.7 million for the U.S. and Canada, respectively.  Our capital expenditures for gathering and processing during the 2011 period include construction of infrastructure to gather, compress and deliver our Horn River gas production to third-party processing facilities.  Our Canadian exploration and development costs for the 2011 period reflect a higher level of drilling and completion activities.  Completion activities have been in process for our fifth well and drilling activities are ongoing for three additional wells.

Financing Cash Flows

          Net financing cash flows in the 2011 period include $7.4 million of purchases and retirement of our senior notes, net borrowings of $93.7 million under our Senior Secured Credit Facility and activity for our stock compensation plan.  Financing cash flows in the 2010 period included net borrowings of $29.0 million under our Senior Secured Credit facility and $101.4 million under the KGS Credit Facility.  The 2010 period also included proceeds of $11.1 million from the KGS Secondary Offering partially offset by repayments of $16.6 million under the Gas Purchase Commitment.

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Liquidity and Borrowing Capacity

          At June 30, 2011, the borrowing base and commitments under the Senior Secured Credit Facility, which matures February 9, 2013, were $1.0 billion and the aggregate letter of credit capacity was $175 million.  The Senior Secured Credit Facility provides us an option to increase availability by up to $250 million, with a maximum of $1.45 billion with lender consents and additional commitments.  We can also extend the maturity date up to two additional years with lenders’ approval.  At June 30, 2011, there was $803 million available under the facility.  Our ability to remain in compliance with the financial covenants in our credit facilities may be affected by events beyond our control, including market prices for our products.  Any future inability to comply with these covenants, unless waived by the requisite lenders, could adversely affect our liquidity by rendering us unable to borrow further under our credit facilities and by accelerating the maturity of our indebtedness.  Additional information about our senior note repurchases can be found in Note 6 to the condensed consolidated financial statements.

          Additional information about our debt and related covenants are more fully described in Note 6 to the condensed consolidated financial statements in Item 1 of this Quarterly Report.

          We believe that our capital resources are adequate to meet the requirements of our existing business.  We continue to anticipate that our 2011 capital expenditure program will be substantially funded by cash flow from operations, utilization of our Senior Secured Credit Facility and asset transactions.

          Depending upon conditions in the capital markets and other factors, we will from time to time consider the issuance of debt or other securities, other possible capital markets transactions or the sale of assets, the proceeds of which could be used to refinance current indebtedness or for other corporate purposes.  We will also consider from time to time additional acquisitions of, and investments in, assets or businesses that complement our existing asset portfolio.  Acquisition transactions, if any, are expected to be financed through cash on hand and from operations, bank borrowings, the issuance of debt or other securities, the sale of assets or a combination of those sources.

Financial Position

          The following impacted our balance sheet as of June 30, 2011, as compared to our balance sheet as of December 31, 2010:

• Our net property, plant and equipment balance increased $224.1 million from December 31, 2010 to June 30, 2011.  We have incurred capital expenditures of $360.3 million during 2011 and also recognized assets for retirement obligations established for new wells and facilities.  Changes to U.S. -Canadian exchange rates further increased our property, plant and equipment balances $19.3 million. Offsetting the increases was $154.9 million of DD&A and impairment expense.

• The valuation of our current and non-current derivative assets and liabilities was $30.4 million lower on a net basis for June 30, 2011 as compared to December 31, 2010.  The decrease was the result of 2011 settlements received of $39.7 million partially offset by unrealized valuation gains of $8.5 million for our remaining commodity derivatives.

• Our investment in BBEP Units decreased $70.7 million during the 2011 period.  In addition to recognizing $47.1 million in losses from the earnings of BBEP, we received $13.0 million in dividends from BBEP and retired $10.7 million of our investment balance in connection with the sale of 7.1 million BBEP Units.

• The $62.2 million decrease in accounts payable was primarily due to Texas ad valorem taxes of $17.4 million included in accounts payable as of December 31, 2010 and a $36.6 million reduction in accrued capital expenditures from December 31, 2010.

• Long-term debt increased $93.7 million for net borrowings under the Senior Secured Credit Facility.  The increase was partially offset by the repurchase of $7.4 million of our senior notes due 2015 and 2016 and recognition of a portion of the gains deferred from our 2010-settled interest rate swap derivatives.

Contractual Obligations and Commercial Commitments

          There have been no significant changes to our contractual obligations and commitments as reported in our 2010 Annual Report except for contracts we entered into with NOVA Gas Transmission Ltd.  (“NGTL”) in April 2011 and the two drilling rig contracts we entered into in July 2011 with a term of one year and aggregate commitments of $13.0 million.  Note 8 to the condensed consolidated financial statements found in this Quarterly Report contains additional information about our NGTL contracts and drilling rig contracts.

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Critical Accounting Estimates

          Management’s discussion and analysis of financial condition and results of operations are based on our condensed consolidated interim financial statements and related footnotes contained within this report.  The process of preparing financial statements in conformity with GAAP requires the use of estimates and assumptions to determine certain of the assets, liabilities, revenue and expense.  Our more critical accounting estimates used in the preparation of the consolidated financial statements were discussed in our 2010 Annual Report on Form 10-K.  These critical estimates, for which no significant changes occurred during the six months ended June 30, 2011, include estimates and assumptions for:

•	oil and gas reserves	•	stock-based compensation
•	full cost ceiling calculations	•	income taxes
•	derivative instruments

          These estimates and assumptions are based upon what we believe is the best information available at the time we make the estimate or assumption.  The estimates and assumptions could change materially as conditions within and beyond our control change.  Accordingly, actual results could differ materially from those estimates and assumptions.

OFF-BALANCE SHEET ARRANGEMENTS

          Our contracts with NGTL provide financial assurances to it during the construction phase of the NGTL Project, which is expected to continue through 2014.  Assuming the project is fully constructed at estimated costs of C$296.8 million, we expect to provide letters of credit through 2014.  Note 8 to the condensed consolidated financial statements found in this Quarterly Report contains additional information about our contracts with NGTL.

RECENTLY ISSUED ACCOUNTING STANDARDS

          No pronouncements materially affecting our financial statements have been issued since the filing of our 2010 Annual Report on Form 10-K.

ITEM 3.   Quantitative and Qualitative Disclosures About Market Risk

Commodity Price Risk

          We have internal control policies and procedures for managing commodity price and interest rate risk within our organization.  The possibility of decreasing prices received for our production is among the several risks that we face.  We seek to manage this risk by entering into derivative contracts which we strive to treat as financial hedges.  We have mitigated the downside risk of adverse price movements through the use of derivatives but, in doing so, we have also limited our ability to benefit from favorable price movements.  This commodity price strategy enhances our ability to execute our development, exploitation and exploration programs, meet debt service requirements and pursue acquisition opportunities even in periods of price volatility or depression.

          We enter into financial derivative contracts to mitigate our exposure to commodity price risk associated with anticipated future production and to increase the predictability of our revenue.  Utilization of our financial hedging program will most often result in realized prices from the sale of our natural gas, and NGLs that vary from market prices.  As a result of settlements of derivative contracts, our revenue from natural gas, and NGL production was greater by $39.7 million and $110.6 million for the 2011 period and 2010 period, respectively.  Other revenue was $0.8 million higher and $1.6 million lower, respectively, for the 2011 period and 2010 period due to hedge ineffectiveness.

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          The following table details our open derivative positions at June 30, 2011:

					Weighted Avg
		Production	Remaining Contract		Price Per Mcf			Fair Value
Product	Type	Hedged	Period	Volume	or Bbl			Total
								(In thousands)
Gas	Collar	Canada	Apr 2011-Dec 2011	10 MMcfd	$	6.00- 7.00		$	2,851
Gas	Collar	Canada	Apr 2011-Dec 2011	10 MMcfd		6.00- 7.00			2,851
Gas	Collar	Canada	Apr 2011-Dec 2011	20 MMcfd		6.00- 7.00			5,703
Gas	Collar	U.S.	Apr 2011-Dec 2011	10 MMcfd		6.25- 7.50			3,295
Gas	Collar	U.S.	Apr 2011-Dec 2011	10 MMcfd		6.25- 7.50			3,295
Gas	Collar	U.S.	Apr 2011-Dec 2011	20 MMcfd		6.25- 7.50			6,590
Gas	Collar	U.S.	Apr 2011-Dec 2012	20 MMcfd		6.50- 7.15			20,005
Gas	Collar	U.S.	Apr 2011-Dec 2012	20 MMcfd		6.50- 7.18			20,088
Gas	Collar	U.S.	Jan 2012-Dec 2012	20 MMcfd		6.50- 8.01			12,700
Gas	Basis	Canada	Apr 2011-Dec 2011	10 MMcfd		(1	)		127
Gas	Basis	Canada	Apr 2011-Dec 2011	10 MMcfd		(1	)		127
Gas	Basis	Canada	Apr 2011-Dec 2011	20 MMcfd		(1	)		253
Gas	Swap	Canada	Apr 2011-Dec 2013	10 MMcfd	$	5.00			998
Gas	Swap	Canada	Jan 2012-Dec 2021	5 MMcfd		6.20			2,577
Gas	Swap	Canada	Jan 2012-Dec 2021	5 MMcfd		6.23			3,038
Gas	Swap	Canada	Jan 2012-Dec 2021	10 MMcfd		6.22			5,769
Gas	Swap	U.S.	Apr 2011-Dec 2013	10 MMcfd		5.00			998
Gas	Swap	U.S.	Apr 2011-Dec 2013	10 MMcfd		5.00			998
Gas	Swap	U.S.	Apr 2011-Dec 2013	10 MMcfd		5.00			998
Gas	Swap	U.S.	Apr 2011-Dec 2015	10 MMcfd		6.00			13,049
Gas	Swap	U.S.	Apr 2011-Dec 2015	20 MMcfd		6.00			26,098
Gas	Swap	U.S.	Jan 2012-Dec 2021	5 MMcfd		6.20			2,577
Gas	Swap	U.S.	Jan 2012-Dec 2021	5 MMcfd		6.20			2,577
Gas	Swap	U.S.	Jan 2012-Dec 2021	5 MMcfd		6.20			2,577
NGL	Swap	U.S.	Apr 2011-Dec 2011	3 MBbld		36.06			(7,650	)
NGL	Swap	U.S.	Apr 2011-Dec 2011	2 MBbld		36.31			(5,010	)
NGL	Swap	U.S.	Apr 2011-Dec 2011	1 MBbld		40.50			(1,735	)
NGL	Swap	U.S.	Apr 2011-Dec 2011	1.5 MBbld		40.42			(2,622	)
NGL	Swap	U.S.	Apr 2011-Dec 2011	3 MBbld		41.95			(4,400	)
NGL	Swap	U.S.	Jan 2012-Dec 2012	1 MBbld		42.81			(822	)
NGL	Swap	U.S.	Jan 2012-Dec 2012	1 MBbld		43.07			(728	)
NGL	Swap	U.S.	Jan 2012-Dec 2012	2 MBbld		43.94			(823	)
						Total		$	116,349

        ⁽¹⁾  Basis swaps hedge the AECO basis adjustment at a deduction of $0.39 per Mcf from NYMEX for 2011.

          The fair value of “Level 2” derivative instruments was estimated using prices quoted in active markets for the periods covered by the derivatives. The fair value of “Level 3” derivative instruments was estimated using price quoted from less active markets for the periods covered by those derivatives. The fair value of each derivative is compared to the counterparty’s value for reasonableness. Estimates were determined by applying the net differential between the prices in each derivative and market prices for future periods to the amounts stipulated in each contract to arrive at an estimated future value.  This estimated future value was discounted on each contract at rates commensurate with federal treasury instruments with similar contractual lives.

Interest Rate Risk

          In 2010, we executed early settlements of our interest rate swaps that were designated as fair value hedges of our senior notes due 2015 and our senior subordinated notes.  We deferred gains of $30.8 million as a fair value adjustment to our debt, which we began to recognize over the life of the associated debt instruments.  During the 2011 period and

46

2010 period, we recognized $2.4 million and $0.9 million of those deferred gains, respectively.  Additionally, we recognized $6.2 million received from periodic settlements in the 2010 period as reductions of interest expense.

Foreign Currency Risk

          Our Canadian subsidiary uses the Canadian dollar as its functional currency.  To the extent that business transactions in Canada are not denominated in Canadian dollars, we are exposed to foreign currency exchange rate risk.  Non-functional currency transactions for the 2011 period and the 2010 period resulted in gains of $0.9 million and losses of $0.7 million, respectively, and were included in other income.  Furthermore, the Senior Secured Credit Facility permits Canadian borrowings to be made in either U.S.  or Canadian-denominated amounts.  However, the aggregate borrowing capacity of the entire facility is calculated using the U.S.  dollar equivalent. Accordingly, there is a risk that exchange rate movements could impact our available borrowing capacity.

ITEM 4.  Controls and Procedures

Conclusions Regarding the Effectiveness of Disclosure Controls and Procedures

          We carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Securities Exchange Act Rule 13a-15.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2011, our disclosure controls and procedures were effective to provide reasonable assurance that material information required to be disclosed by us (including our consolidated subsidiaries) in reports that we file or submit under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

          There has been no change in our internal control over financial reporting during the period ended June 30, 2011 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II.  OTHER INFORMATION

ITEM 1.  Legal Proceedings

          On March 10, 2011, the Court denied our motions for summary judgment on Eagle’s remaining tort claims.  In so doing, the Court indicated that we could move for reconsideration of those motions after the Court made a ruling as to the appropriate law to apply to those claims.  The Court made its choice of law ruling on May 24, 2011, and we moved for reconsideration of our summary judgment motions on Eagle’s tort claims on June 8, 2011.  The motion for reconsideration is now pending.

          On March 31, 2011, the Court denied Eagle’s motion for summary judgment on our contract claims.  On June 29, 2011, Eagle filed a motion for reconsideration of the Court’s order granting summary judgment in our favor on Eagle’s contract claims.  That motion is now pending.

          Other than the above disclosure which amends and supplements the Form 10-Q filed on May 9, 2011, there have been no material changes in the legal proceedings described in Part I, Item 3 included in our 2010 Annual Report on Form 10-K.

ITEM 1A.  Risk Factors

          There have been no material changes in the risk factors described in Part I, Item 1A included in our 2010 Annual Report on Form 10-K other than the change described in Part II, Item 1A included in our Quarterly Report on Form 10-Q filed on May 9, 2011.

47

ITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

          The following table summarizes our repurchases of Quicksilver common stock during the quarter ended June 30, 2011:

					Total Number of		Maximum Number
	Total Number				Shares Purchased as		of Shares that May
	of Shares		Average Price		Part of Publicly		Yet Be Purchased
Period	Purchased (1)		Paid per Share		Announced Plan (2)		Under the Plan (2)
April 2011		287	$	14.13		-		-
May 2011		-		-		-		-
June 2011		-		-		-		-
Total		287	$	14.13		-		-

(1)	Represents shares of common stock surrendered by employees to satisfy income tax withholding obligations arising upon the vesting of restricted stock issued under our Amended and Restated 2006 Equity Plan.
(2)	We do not currently have in place any publicly announced, specific plans or programs to purchase equity securities.

          We have not paid cash dividends on our common stock and intend to retain our cash flows from operations for future operations and development of our business.  In addition, we have debt agreements that restrict the payment of dividends.

ITEM 3.  Defaults Upon Senior Securities

          None.

ITEM 4.  [Removed and Reserved]

ITEM 5.  Other Information

          On July 26, 2011, we received a subpoena duces tecum from the SEC requesting certain documents. The SEC has informed us that their investigation arises out of recent press reports questioning the projected decline curves and economics of shale gas wells. We understand from the SEC that a number of other shale gas producers received similar subpoenas.

ITEM 6.  Exhibits

Exhibit No.		Description
	10.1	Project and Expenditure Authorization, dated as of April 6, 2011, between Quicksilver Resources Canada Inc.  and Nova Gas Transmission Ltd.  (filed as Exhibit 10.1 to the Company’s Form 8-K, filed April 14, 2011, and included herein by reference)
	10.2	Commitment Letter Agreement, dated as of April 6, 2011, between Quicksilver Resources Canada Inc.  and Nova Gas Transmission Ltd.  (filed as Exhibit 10.2 to the Company’s Form 8-K, filed April 14, 2011, and included herein by reference)
*	31.1	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*	31.2	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*	32.1	Certification Pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
*	101.INS	XBRL Instance Document
*	101.SCH	XBRL Taxonomy Extension Schema Linkbase Document
*	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
*	101.LAB	XBRL Taxonomy Extension Labels Linkbase Document
*	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
*	101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

* Filed herewith.

48

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: August 8, 2011

Quicksilver Resources Inc.
By:	/s/ Philip Cook
Philip Cook
Senior Vice President - Chief Financial Officer (Duly Authorized Officer and Principal Financial Officer)

49

EXHIBIT INDEX

Exhibit No.		Description
	10.1	Project and Expenditure Authorization, dated as of April 6, 2011, between Quicksilver Resources Canada Inc.  and Nova Gas Transmission Ltd.  (filed as Exhibit 10.1 to the Company’s Form 8-K, filed April 14, 2011, and included herein by reference)
	10.2	Commitment Letter Agreement, dated as of April 6, 2011, between Quicksilver Resources Canada Inc.  and Nova Gas Transmission Ltd.  (filed as Exhibit 10.2 to the Company’s Form 8-K, filed April 14, 2011, and included herein by reference)
*	31.1	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*	31.2	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
*	32.1	Certification Pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
*	101.INS	XBRL Instance Document
*	101.SCH	XBRL Taxonomy Extension Schema Linkbase Document
*	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
*	101.LAB	XBRL Taxonomy Extension Labels Linkbase Document
*	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
*	101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

* Filed herewith.

50

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Glenn Darden, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Quicksilver Resources Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 8, 2011

By:	/s/ Glenn Darden
	Glenn Darden
	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Philip Cook, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Quicksilver Resources Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 8, 2011

By:	/s/ Philip Cook
	Philip Cook
	Senior Vice President – Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C.  § 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C.  § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with the Quarterly Report on Form 10-Q of Quicksilver Resources Inc.  (the “Company”) for the quarter ended June 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Philip Cook, Senior Vice President – Chief Financial Officer of the Company, and Glenn Darden, President and Chief Executive Officer of the Company, each certifies that, to his knowledge:

(1)	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.

Date: August 8, 2011

By:	/s/ Philip Cook	By:	/s/ Glenn Darden
	Philip Cook		Glenn Darden
	Senior Vice President – Chief Financial Officer		President and Chief Executive Officer

XML



Long-Term Debt (Schedule Of Long-term Debt Instruments) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Senior secured credit facility	$ 80,800
Total debt	1,956,607	1,862,559
Unamortized deferred gain - terminated interest rate swaps	25,110	27,635
Current portion of long-term debt	(147,347)	(143,478)
Long-term debt	1,834,370	1,746,716
Convertible Debentures [Member]
Convertible debentures, net of unamortized discount	147,347	143,478
Senior Secured Credit Facility [Member]
Senior secured credit facility	116,640	21,114
Senior Notes Due 2015 [Member]
Senior notes	466,356	470,866
Senior Notes Due 2016 [Member]
Senior notes	582,514	583,605
Senior Notes Due 2019 [Member]
Senior notes	293,750	293,496
Senior Subordinated Notes Due 2016 [Member]
Senior notes	$ 350,000	$ 350,000

XML



Condensed Consolidated Balance Sheets (USD $) In Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Current assets
Cash	$ 2	$ 54,937
Accounts receivable - net of allowance for doubtful accounts	72,044	63,380
Derivative assets at fair value	62,961	89,205
Other current assets	30,569	30,650
Total current assets	165,576	238,172
Investments in equity affiliates	12,620	83,341
Property, plant and equipment - net
Oil and gas properties, full cost method (including unevaluated costs of $411,434 and $304,269, respectively)	3,003,738	2,834,645
Other property and equipment	288,215	233,200
Property, plant and equipment - net of accumulated depletion and depreciation	3,291,953	3,067,845
Assets of midstream operations held for sale	27,526	27,178
Derivative assets at fair value	56,094	57,557
Other assets	35,414	38,241
Total assets	3,589,183	3,512,334
LIABILITIES AND EQUITY
Current portion of long-term debt	147,347	143,478
Accounts payable	105,696	167,857
Accrued liabilities	139,161	122,904
Derivative liabilities at fair value	2,362
Current deferred tax liability	16,520	28,861
Total current liabilities	411,086	463,100
Long-term debt	1,834,370	1,746,716
Liabilities of midstream operations held for sale	1,465	1,431
Asset retirement obligations	58,959	56,235
Derivative liabilities at fair value	344
Other liabilities	28,461	28,461
Deferred income taxes	174,352	156,983
Commitments and contingencies (Note 8)
Stockholders equity
Preferred stock, par value $0.01, 10,000,000 shares authorized, none outstanding
Common stock, $0.01 par value, 400,000,000 shares authorized, and 176,655,595 and 175,524,816 shares issued, respectively	1,767	1,755
Paid in capital in excess of par value	725,865	714,869
Treasury stock of 5,373,482 and 5,050,450 shares, respectively	(46,288)	(41,487)
Accumulated other comprehensive income	106,889	130,187
Retained earnings	291,913	254,084
Total stockholders equity	1,080,146	1,059,408
Total liabilities and equity	$ 3,589,183	$ 3,512,334

XML



Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data	Jun. 30, 2011	Dec. 31, 2010
Condensed Consolidated Balance Sheets
Unevaluated costs of oil and gas properties	$ 411,434	$ 304,269
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	176,655,595	175,524,816
Treasury stock, shares	5,373,482	5,050,450

XML



Asset Retirement Obligations (Estimated Asset Retirement Obligation Activity) (Details) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Asset Retirement Obligations
Beginning asset retirement obligations	$ 57,809
Additional liability incurred	4,091
Change in estimates	(2,716)
Accretion expense	1,275
Asset retirement costs incurred	(1,395)
Gain on settlement of liability	261
Currency translation adjustment	1,208
Ending asset retirement obligations	60,533
Less current portion	(1,574)
Long-term asset retirement obligations	$ 58,959	$ 56,235

XML



Derivatives And Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2011

Derivatives And Fair Value Measurements

Estimated Fair Value Of Derivative Instruments Under Input Levels

	June 30,		December 31,
	2011		2010
	(In thousands)
Level 2 inputs	$	97,234	$	146,762
Level 3 inputs		19,115		-
Total	$	116,349	$	146,762

Changes In Level 3 Fair Values

(In thousands)
Balance at beginning of period	$	-
Total gains or losses for the period:
Included in earnings		19,115
Balance at end of period	$	19,115
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held at the reporting date	$	19,115

Price Collars And Hedging For Anticipated NGL Production

	Daily Production
Production	Volume
Year	Gas		NGL
	MMcfd		MBbld
2011		190		10.5
2012		165		4.0
2013		105		-
2014-2015		65		-
2016-2021		35		-

Reduction Of Interest Expenses Over Life Associated With Debt Instruments

(In thousands)
2011	$	2,495
2012		5,284
2013		5,735
2014		6,225
2015		4,802
2016		569
	$	25,110

Estimated Fair Value Of Derivative Instruments

	Asset Derivatives				Liability Derivatives
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
	(In thousands)				(In thousands)
Derivatives designated as hedges(1):
Commodity contracts reported in:
Current derivative assets	$	75,084	$	97,863	$	21,107	$	8,658
Noncurrent derivative assets		47,544		63,419		1,581		5,862
Current derivative liabilities		-		-		2,362		-
Noncurrent derivative liabilities		-		-		344		-
Total derivatives designated as hedges	$	122,628	$	161,282	$	25,394	$	14,520
Derivatives not designated as hedges(2):
Commodity contracts reported in:
Current derivative assets	$	8,984	$	-	$	-	$	-
Noncurrent derivative assets		10,131		-		-		-
Total derivatives not designated as hedges:	$	19,115	$	-	$	-	$	-
Total derivatives	$	141,743	$	161,282	$	25,394	$	14,520

(1)	The fair value of each hedge derivative is determined using Level 2 inputs.
(2)	The fair value of each derivative not designated as a hedge is determined using Level 3 inputs.

Carrying Value Of Derivatives

	For the Three Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	96,203		$	(23,263	)	$	(5,030	)	$	230,718		$	202,425
Change in net amounts receivable and payable		(167	)		-			209			1,362			1,571
Net settlements reported in revenue		(15,546	)		-			-			(57,076	)		(57,076	)
Net settlements reported in interest expense		-			-			(4,267	)		-			(4,267	)
Cash settlements reported in long-term debt		-			-			(4,422	)		-			(4,422	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			17,102			-			-			17,102
Change in fair value of effective interest swaps		-			-			26,750			-			26,750
Ineffectiveness reported in other revenue		872			-			-			(2,983	)		(2,983	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gains reported in OCI		15,872			-			-			21,373			21,373
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

	For the Six Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	146,762		$	(6,625	)	$	4,108		$	107,881		$	105,364
Change in net amounts receivable and payable		(384	)		-			(4,788	)		(865	)		(5,653	)
Net settlements reported in revenue		(39,328	)		-			-			(81,633	)		(81,633	)
Net settlements reported in interest expense		-			-			(6,237	)		-			(6,237	)
Cash settlements reported in long-term debt		-			-			(18,682	)		-			(18,682	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			464			-			-			464
Change in fair value of effective interest swaps		-			-			38,839			-			38,839
Ineffectiveness reported in other revenue		818			-			-			(1,588	)		(1,588	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gain (losses) reported in OCI		(10,634	)		-			-			169,599			169,599
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

XML



Document And Entity Information	6 Months Ended
	Jun. 30, 2011	Jul. 29, 2011
Document And Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Entity Registrant Name	QUICKSILVER RESOURCES INC
Entity Central Index Key	0001060990
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		171,117,635

XML



Property, Plant And Equipment (Property, Plant And Equipment) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Property, Plant And Equipment
Subject to depletion	$ 5,027,226	$ 4,805,161
Unevaluated costs	411,434	304,269
Accumulated depletion	(2,434,922)	(2,274,785)
Net oil and gas properties	3,003,738	2,834,645
Pipelines and processing facilities	295,767	235,676
General properties	73,779	70,267
Accumulated depreciation	(81,331)	(72,743)
Net other property and equipment	288,215	233,200
Property, plant and equipment - net of accumulated depletion and depreciation	$ 3,291,953	$ 3,067,845

XML



Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2011

Mar. 31, 2011

Long-Term Debt

Schedule Of Long-Term Debt Instruments

	June 30,			December 31,
	2011			2010
	(In thousands)
Senior Secured Credit Facility	$	116,640		$	21,114
Senior notes due 2015, net of unamortized discount		466,356			470,866
Senior notes due 2016, net of unamortized discount		582,514			583,605
Senior notes due 2019, net of unamortized discount		293,750			293,496
Senior subordinated notes due 2016		350,000			350,000
Convertible debentures, net of unamortized discount		147,347			143,478
Total debt		1,956,607			1,862,559
Unamortized deferred gain - terminated interest rate swaps		25,110			27,635
Current portion of long-term debt		(147,347	)		(143,478	)
Long-term debt	$	1,834,370		$	1,746,716

Repurchase Of Senior Notes

	Repurchase		Face		Loss on
Instrument	Price		Value		Repurchase
	(In thousands)
Senior notes due 2015	$	5,250	$	5,000	$	250
Senior notes due 2016		2,701		2,380		321
	$	7,951	$	7,380	$	571

Schedule Of Outstanding Debt

Priority on Collateral and Structural Seniority (2)

Highest priority

Lowest priority

Equal priority

Senior Secured

2015

2016

2019

Senior

Convertible

Credit Facility

Senior Notes

Senior Notes

Senior Notes

Subordinated Notes

Debentures (1)

Principal amount

$1.0 billion (3)

$470 million

$597.6 million

$300.0 million

$350 million

$150 million

Scheduled maturity date (5)

February 9, 2013

August 1, 2015

January 1, 2016

August 15, 2019

April 1, 2016

November 1, 2024

Interest rate on outstanding borrowings at June 30, 2011 (4)

3.29

%

8.25

%

11.75

%

9.125

%

7.125

%

1.875

%

Base interest rate options

LIBOR, ABR or specified (5)

N/A

N/A

N/A

N/A

N/A

Financial covenants (5)

- Minimum current ratio of 1.0 - Minimum EBITDA to interest expense ratio of 2.5

N/A

N/A

N/A

N/A

N/A

Significant restrictive covenants (6)

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions - Limitations on derivatives

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

N/A

Optional redemption (6)

Any time

August 1,

July 1,

August 15,

April 1,

November 8, 2011

2012: 103.875 2013: 101.938 2014: par

2013: 105.875 2014: 102.938 2015: par

2014: 104.563 2015: 103.042 2016: 101.521 2017: par

2011: 103.563 2012: 102.375 2013: 101.188 2014: par

and thereafter

Make-whole redemption (6)

N/A

Callable prior to August 1, 2012 at make-whole call price of Treasury + 50 bps

Callable prior to July 1, 2013 at make-whole call price of Treasury + 50 bps

Callable prior to August 15, 2014 at make-whole call price of Treasury + 50 bps

Callable prior to April 1, 2011 at make-whole call price of Treasury + 50 bps

N/A

Change of control (6)

Event of default

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 100% of principal plus accrued interest

Equity clawback (6)

N/A

Redeemable until August 1, 2011 at 107.75%, plus accrued interest for up to 35%

Redeemable until July 1, 2012 at 111.75%, plus accrued interest for up to 35%

Redeemable until August 15, 2012 at 109.125%, plus accrued interest for up to 35%

N/A

N/A

Subsidiary guarantors (6)

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P. Quicksilver Resources Canada Inc.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

N/A

Estimated fair value (7)

$116.6 million

$491.8 million

$679.8 million

$322.9 million

$341.3 million

$159.1 million

(1)	As discussed in Convertible Debentures above, holders of the convertible debentures can require us to repurchase all or a part of the debentures on November 1, 2011.
(2)	The Senior Secured Credit Facility is secured by a first perfected lien on substantially all our assets including a portion of our BBEP Units. The other debt presented is based upon structural seniority and priority of payment.
(3)	The principal amount for the Senior Secured Credit Facility represents the borrowing base and commitments as of June 30, 2011.

(4)	Represents the weighted average borrowing rate payable to lenders and excludes effects of interest rate derivatives.
(5)	Amounts outstanding under the Senior Secured Credit Facility bear interest, at our election, at (i) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%, (ii) bankers acceptance rate (as defined in the credit facilities) plus an applicable margin between 2.00% and 3.00%, (iii) ABR, which is the greatest of (a) the prime rate announced by JPMorgan, (b) the federal funds rate plus 0.50% and (c) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus 1.0%, plus, in each case under scenario (ii), an applicable margin between 1.125% to 2.125%, or (iv) the specified rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%.
(6)	The information presented in this table is qualified in all respects by reference to the full text of the covenants, provisions and related definitions contained in the documents governing the various components of our debt.
(7)	The estimated fair value is determined based on market quotations on the balance sheet date for fixed rate obligations.  We consider debt with market-based interest rates to have a fair value equal to its carrying value.

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Property, Plant And Equipment (Narrative) (Details) (USD $)	1 Months Ended	6 Months Ended
	Mar. 31, 2011	Jun. 30, 2011
Impairment related to oil and gas properties		$ 49,063,000
Percentage decrease of AECO stated price	12
Canadian Oil and Gas Properties [Member]
Impairment related to oil and gas properties	49,100,000
Ceiling amount using AECO price	$ 3.59

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Property, Plant And Equipment

6 Months Ended

Jun. 30, 2011

Property, Plant And Equipment

Property, Plant And Equipment

5.  PROPERTY, PLANT AND EQUIPMENT

          Property, plant and equipment consisted of the following:  

	June 30,			December 31,
	2011			2010
	(In thousands)
Oil and gas properties
Subject to depletion	$	5,027,226		$	4,805,161
Unevaluated costs		411,434			304,269
Accumulated depletion		(2,434,922	)		(2,274,785	)
Net oil and gas properties		3,003,738			2,834,645
Other plant and equipment
Pipelines and processing facilities		295,767			235,676
General properties		73,779			70,267
Accumulated depreciation		(81,331	)		(72,743	)
Net other property and equipment		288,215			233,200
Property, plant and equipment, net of accumulated depletion and depreciation	$	3,291,953		$	3,067,845

Ceiling Test Analysis  

          We recorded impairment expense of $49.1 million for our Canadian oil and gas properties at March 31, 2011.  We computed the March 31, 2011 ceiling amount using an AECO price of $3.59 Mcf of natural gas, calculated as the unweighted average of the preceding 12-month first-day-of-the-month prices.  The AECO natural gas price used to compute the ceiling amount at March 31, 2011 was 12% lower than the AECO price used in computing the ceiling amount at December 31, 2010.  Our Canadian ceiling test prepared at June 30, 2011 resulted in no additional impairment of our Canadian oil and gas properties.  Our U.S. ceiling tests prepared at March 31, 2011 and June 30, 2011 resulted in no impairment of our U.S. oil and gas properties.  

          Notes 2 and 8 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contain additional information regarding our property, plant and equipment and our quarterly ceiling test analysis.  

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Asset Retirement Obligations (Tables)

6 Months Ended

Jun. 30, 2011

Asset Retirement Obligations

Estimated Asset Retirement Obligation Activity

(In thousands)
Beginning asset retirement obligations	$	57,809
Additional liability incurred		4,091
Change in estimates		(2,716	)
Accretion expense		1,275
Asset retirement costs incurred		(1,395	)
Gain on settlement of liability		261
Currency translation adjustment		1,208
Ending asset retirement obligations		60,533
Less current portion		(1,574	)
Long-term asset retirement obligation	$	58,959

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Investment In BBEP (Narrative) (Details) (USD $)	1 Months Ended	6 Months Ended		1 Months Ended	6 Months Ended
	Jul. 31, 2011	Jun. 30, 2011	Jun. 30, 2010	Feb. 28, 2011 BBEP [Member]	Jun. 30, 2011 BBEP [Member]	Jul. 31, 2011 BBEP [Member]
Additional working interest					15.00%
Closing price of BBEP		19.46
Common units of investee disposed, units					7,100,000
Common units of investee owned, units					8,600,000
Commons units issued by investee				4,900,000
Fair value per share					$ 18.99
Purchase Price per Share		$ 1.51
Gain on sale and disposition of BBEP units		$ 123,752,000	$ 35,426,000
Units acquired by underwriters	600,000
Proceeds from exercised options, by underwriters	$ 11,400,000
Total interest in BBEP						13.50%

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Derivatives And Fair Value Measurements (Changes In Level 3 Fair Values) (Details) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011
Derivatives And Fair Value Measurements
Beginning balance
Included in earnings	19,115
Ending balance	19,115
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held at the reporting date	$ 19,115

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Property, Plant And Equipment (Tables)

6 Months Ended

Jun. 30, 2011

Property, Plant And Equipment

Property, Plant And Equipment

	June 30,			December 31,
	2011			2010
	(In thousands)
Oil and gas properties
Subject to depletion	$	5,027,226		$	4,805,161
Unevaluated costs		411,434			304,269
Accumulated depletion		(2,434,922	)		(2,274,785	)
Net oil and gas properties		3,003,738			2,834,645
Other plant and equipment
Pipelines and processing facilities		295,767			235,676
General properties		73,779			70,267
Accumulated depreciation		(81,331	)		(72,743	)
Net other property and equipment		288,215			233,200
Property, plant and equipment, net of accumulated depletion and depreciation	$	3,291,953		$	3,067,845

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Earnings Per Share

6 Months Ended

Jun. 30, 2011

Earnings Per Share

Earnings Per Share

10.  EARNINGS PER SHARE

          The following is a reconciliation of the numerator and denominator used for the computation of basic and diluted net income per common share:

	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
	(In thousands, except per share data)
Net income attributable to Quicksilver	$	108,587		$	86,803		$	37,829		$	94,991
Basic income allocable to participating securities (1)		(1,331	)		(1,179	)		(454	)		(1,264	)
Basic net income attributable to Quicksilver	$	107,256		$	85,624		$	37,375		$	93,727
Impact of assumed conversions interest on 1.875% convertible debentures, net of income taxes		1,880			1,787			-			3,552
Income available to stockholders assuming conversion of convertible debentures	$	109,136		$	87,411		$	37,375		$	97,279
Weighted average common shares basic		168,984			167,976			168,928			167,915
Effect of dilutive securities (2):
Share-based compensation awards		868			766			858			814
Contingently convertible debentures		9,816			9,816			-			9,816
Weighted average common shares diluted		179,668			178,558			169,786			178,545
Earnings per common share - basic	$	0.63		$	0.51		$	0.22		$	0.56
Earnings per common share - diluted	$	0.61		$	0.49		$	0.22		$	0.54

(1)

Restricted share awards that contain nonforfeitable rights to dividends are participating securities and, therefore, are included in computing earnings using the two-class method.  Participating securities, however, do not participate in undistributed net losses.

(2)

For the six months ended June 30, 2011, the effects of 9.8 million shares associated with our contingently convertible debt were antidilutive, and excluded from the diluted share calculations.  For the three and six months ended June, 2011, stock options and unvested restricted stock units representing 1.9 million shares were antidilutive and, therefore, excluded from the diluted share calculations.  For the three and six months ended June 30, 2010, the effects of unvested restricted stock units representing 1.3 million shares were antidilutive and, therefore, excluded from the diluted share calculations.

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Accounting Policies And Disclosures

6 Months Ended

Jun. 30, 2011

Accounting Policies And Disclosures

Accounting Policies And Disclosures

1.          ACCOUNTING POLICIES AND DISCLOSURES

     The accompanying condensed consolidated interim financial statements have not been audited.  In managements opinion, the accompanying condensed consolidated interim financial statements contain all adjustments necessary to fairly present our financial position as of June 30, 2011 and our results of operations and cash flows for the three and six months ended June 30, 2011 and 2010.  All such adjustments are of a normal recurring nature.  The results for interim periods are not necessarily indicative of annual results.

     The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during each reporting period.  Management believes its estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties, which may cause actual results to differ materially from management's estimates.

     Certain disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our 2010 Annual Report on Form 10-K.

Recently Issued Accounting Standards

          Accounting standards-setting organizations frequently issue new or revised accounting rules.  We regularly review all new pronouncements to determine their impact, if any, on our financial statements.  No pronouncements materially affecting our financial statements have been issued since the filing of our 2010 Annual Report on Form 10-K.

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Crestwood Transaction And Midstream Operations (Balance Sheet Items) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Property, plant and equipment, net	$ 3,291,953	$ 3,067,845
Total assets	3,589,183	3,512,334
Other non-current liabilities	28,461	28,461
Midstream Operations [Member]
Accounts receivable, net	40	57
Property, plant and equipment, net	27,486	27,121
Total assets	27,526	27,178
Other non-current liabilities	1,465	1,431
Total	$ 1,465	$ 1,431

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Asset Retirement Obligations

6 Months Ended

Jun. 30, 2011

Asset Retirement Obligations

Asset Retirement Obligations

7.  ASSET RETIREMENT OBLIGATIONS

          The following table provides a reconciliation of the changes in the estimated asset retirement obligation for the six months ended June 30, 2011:  

(In thousands)
Beginning asset retirement obligations	$	57,809
Additional liability incurred		4,091
Change in estimates		(2,716	)
Accretion expense		1,275
Asset retirement costs incurred		(1,395	)
Gain on settlement of liability		261
Currency translation adjustment		1,208
Ending asset retirement obligations		60,533
Less current portion		(1,574	)
Long-term asset retirement obligation	$	58,959

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Segment Information

6 Months Ended

Jun. 30, 2011

Segment Information

Segment Information

12.  SEGMENT INFORMATION

          We operate in two geographic segments, the U.S. and Canada, where we are engaged in the exploration and production segment of the oil and gas industry.  Prior to the Crestwood Transaction, our processing and gathering segment provided natural gas gathering and processing services predominantly through KGS.  Revenue earned by KGS prior to the Crestwood Transaction for the gathering and processing of our gas was eliminated on a consolidated basis as is the GPT expense recognized by our producing properties.  We evaluate performance based on operating income and property and equipment costs incurred.

	Exploration & Production					Gathering &									Quicksilver
	U.S.		Canada			Processing			Corporate			Elimination			Consolidated
	(In thousands)
For the Three Months Ended June 30:
2011
Revenue	$	202,788	$	45,383		$	1,222		$	-		$	(947	)		248,446
DD&A		41,580		12,087			466			571			-			54,704
Operating income (loss)		75,615		18,962			440			(16,341	)		-			78,676
Property and equipment costs incurred		136,454		23,640			1,339			-			-			161,433
2010
Revenue	$	195,395	$	28,701		$	28,181		$	-		$	(23,707	)	$	228,570
DD&A		31,708		11,152			7,356			453			-			50,669
Operating income (loss)		106,642		5,834			14,061			(17,670	)		-			108,867
Property and equipment costs incurred		246,917		4,550			9,317			1,347			-			262,131
For the Six Months Ended June 30:
2011
Revenue	$	382,359	$	77,724		$	2,489		$	-		$	(1,939	)	$	460,633
DD&A		80,335		23,511			2,179			1,150			-			107,175
Impairment expense		-		49,063			-			-			-			49,063
Operating income (loss)		135,862		(22,352	)		(316	)		(35,311	)		-			77,883
Property and equipment costs incurred		259,146		98,868			1,730			506			-			360,250
2010
Revenue	$	377,894	$	64,549		$	53,985		$	-		$	(45,700	)	$	450,728
DD&A		59,656		22,437			14,413			920			-			97,426
Operating income (loss)		178,921		19,267			25,183			(38,659	)		-			184,712
Property and equipment costs incurred		324,284		35,134			36,951			1,967			-			398,336
Property, plant and equipment - net
June 30, 2011	$	2,582,715	$	627,036		$	67,637		$	14,565		$	-		$	3,291,953
December 31, 2010		2,403,039		581,775			68,389			14,642			-			3,067,845
Investment in equity affiliates
June 30, 2011	$	12,620	$	-		$	-		$	-		$	-		$	12,620
December 31, 2010		83,341		-			-			-			-			83,341

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Commitments And Contingencies

6 Months Ended

Jun. 30, 2011

Commitments And Contingencies

Commitments And Contingencies

8.  COMMITMENTS AND CONTINGENCIES  

Contractual Obligations and Commitments  

          There have been no significant changes to our contractual obligations and commitments as reported in our 2010 Annual Report except for a series of contracts with NGTL and additional one-year drilling rig contracts.  

          In April 2011, we entered into the NGTL Project, which will serve our Horn River Asset.  Under these agreements, we agreed to provide financial assurances in the form of letters of credit to NGTL during the construction phase of the project, which is expected to continue through 2014.  Assuming the project is fully constructed and based on estimated costs of C$296.8 million, including taxes of C$31.8 million, we expect to provide cumulative letters of credit as follows:  

	NGTL Cumulative
	Financial Assurances
	(C$ in thousands)		(US$ in thousands)
June 1, 2011 (1)	$	32,648	$	33,849
March 1, 2012		68,264		70,776
October 1, 2012		109,816		113,857
July 1, 2013		148,400		153,861
October 1, 2013		296,800		307,722

⁽¹⁾ A letter of credit for C$32,648 is outstanding for the NGTL Project as of June 30, 2011.

          Should other companies subscribe to the project, then our financial assurances under the agreements will be reduced.  If the project is terminated by NGTL, then we would be responsible for all of the costs incurred or for which NGTL is liable, and we would have the option to purchase NGTLs rights in the project for a nominal fee.  Should the project be terminated by NGTL, we are required to pay NGTL an additional C$26.4 million.  No amounts have been recognized on our consolidated balance sheet as of June 30, 2011.  Upon completion of the project, all construction-related guarantees will expire.  

          We have also entered into agreements to deliver production from our Horn River Asset to NGTL over a ten-year period.  These agreements will be extended in the event NGTL has either not received 1 Tcf of gas from us and other third parties, or recovered its costs as of the end of the ten-year period.  In such event, the extension will be for delivery of minimum volumes of 106 MMcfd until such time that 1 Tcf of gas is delivered.  

          Also under the agreements, we are required to treat the gas to meet NGTL pipeline specifications.  Such treatment will require us to construct treating facilities.  We will develop our plans to address the treating requirements prior to the commissioning of the assets being constructed by NGTL.  

          In July 2011, we entered into two additional drilling rig contracts, each with a term of one year and combined aggregate commitments of $13.0 million.  

          At June 30, 2011, we had $38.9 million in surety bonds issued to fulfill contractual, legal or regulatory requirements and $80.8 million in letters of credit outstanding against the Senior Secured Credit Facility, including $33.8 million for the NGTL Project and $28.9 million issued to provide credit support for surety bonds.  Surety bonds and letters of credit generally have an annual renewal option.  

Contingencies  

          On March 10, 2011, the Court denied our motions for summary judgment on Eagles remaining tort claims.  In so doing, the Court indicated that we could move for reconsideration of those motions after the Court made a ruling as to the appropriate law to apply to those claims.  The Court made its choice of law ruling on May 24, 2011, and we moved for reconsideration of our summary judgment motions on Eagles tort claims on June 8, 2011.  The motion for reconsideration is now pending.  

          On March 31, 2011, the Court denied Eagles motion for summary judgment on our contract claims.  On June 29, 2011, Eagle filed a motion for reconsideration of the Courts order granting summary judgment in our favor on Eagles contract claims.  That motion is now pending.  

          Note 14 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our contractual obligations, commitments and contingencies for which there are no other significant updates during the six months ended June 30, 2011.  

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Supplemental Cash Flow Information (Tables)

6 Months Ended

Jun. 30, 2011

Supplemental Cash Flow Information

Cash Paid (Received) For Interest And Income Taxes

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Interest, net of capitalized interest	$	86,198	$	55,713
Income taxes		5,904		(6,917	)

Other Non-Cash Transactions

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Working capital related to capital expenditures	$	64,285	$	102,878
Conveyance of 3,619,901 BBEP common units for producing properties		-		54,407

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Long-Term Debt

6 Months Ended

Jun. 30, 2011

Long-Term Debt

Long-Term Debt

6.  LONG-TERM DEBT

          Long-term debt consisted of the following:  

	June 30,			December 31,
	2011			2010
	(In thousands)
Senior Secured Credit Facility	$	116,640		$	21,114
Senior notes due 2015, net of unamortized discount		466,356			470,866
Senior notes due 2016, net of unamortized discount		582,514			583,605
Senior notes due 2019, net of unamortized discount		293,750			293,496
Senior subordinated notes due 2016		350,000			350,000
Convertible debentures, net of unamortized discount		147,347			143,478
Total debt		1,956,607			1,862,559
Unamortized deferred gain - terminated interest rate swaps		25,110			27,635
Current portion of long-term debt		(147,347	)		(143,478	)
Long-term debt	$	1,834,370		$	1,746,716

Senior Secured Credit Facility  

          The Senior Secured Credit Facility borrowing base and commitments remained at $1 billion and the aggregate letter of credit capacity was $175 million.  At June 30, 2011, there was $803 million available under the facility.  

Convertible Debentures  

          The convertible debentures due November 1, 2024 are contingently convertible into shares of our common stock.  The debentures bear interest at an annual rate of 1.875% payable semi-annually on May 1 and November 1.  Additionally, holders of the debentures can require us to repurchase all or a portion of their debentures on November 1, 2011, 2014 and 2019 at a price equal to the principal amount thereof plus accrued and unpaid interest.  The debentures are convertible into shares of our common stock at a rate of 65.4418 shares for each $1,000 debenture, subject to adjustment.  Generally, except upon the occurrence of specified events including certain changes of control, holders of the debentures are not entitled to exercise their conversion rights unless the closing price of our stock is at least $18.34 (120% of the conversion price per share) for at least 20 trading days during the period of 30 consecutive trading days ending on the last trading day of the preceding fiscal quarter.  Upon conversion, we have the option to deliver any combination of our common stock and cash.  Should all debentures be converted to our common stock, an additional 9,816,270 shares, subject to adjustment, would become outstanding; however, as of July 1, 2011, the debentures were not convertible based on share prices for the quarter ended June 30, 2011.  

          Because we may be required to repurchase these obligations at the option of the holders on November 1, 2011, we have reported them as current obligations in our June 30, 2011 and December 31, 2010 balance sheets.  To the extent that the holders of these obligations do not elect to put them to us on November 1, 2011, any remaining obligations will be reclassified to long-term after that date.  

          At June 30, 2011 and December 31, 2010, the remaining unamortized discount on the debentures was $2.7 million and $6.5 million, respectively, resulting in a carrying value of $147.3 million and $143.5 million, respectively.  The remaining discount will be accreted to face value through October 2011.  For the six months ended June 30, 2011 and 2010, interest expense on our convertible debentures, recognized at an effective interest rate of 6.75%, was $5.3 million and $5.0 million, respectively, including contractual interest of $1.4 million for each period.  

          During June 2011, we repurchased the following senior notes in open market transactions:  

	Repurchase		Face		Loss on
Instrument	Price		Value		Repurchase
	(In thousands)
Senior notes due 2015	$	5,250	$	5,000	$	250
Senior notes due 2016		2,701		2,380		321
	$	7,951	$	7,380	$	571

          In July 2011, we repurchased 2015 and 2019 senior notes with a face value of $16 million and $2 million, respectively, for $19.0 million.  

Summary of All Outstanding Debt  

          The following table summarizes significant aspects of our long-term debt at June 30, 2011:  

Priority on Collateral and Structural Seniority (2)

Highest priority

Lowest priority

Equal priority

Senior Secured

2015

2016

2019

Senior

Convertible

Credit Facility

Senior Notes

Senior Notes

Senior Notes

Subordinated Notes

Debentures (1)

Principal amount

$1.0 billion (3)

$470 million

$597.6 million

$300.0 million

$350 million

$150 million

Scheduled maturity date (5)

February 9, 2013

August 1, 2015

January 1, 2016

August 15, 2019

April 1, 2016

November 1, 2024

Interest rate on outstanding borrowings at June 30, 2011 (4)

3.29

%

8.25

%

11.75

%

9.125

%

7.125

%

1.875

%

Base interest rate options

LIBOR, ABR or specified (5)

N/A

N/A

N/A

N/A

N/A

Financial covenants (5)

- Minimum current ratio of 1.0 - Minimum EBITDA to interest expense ratio of 2.5

N/A

N/A

N/A

N/A

N/A

Significant restrictive covenants (6)

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions - Limitations on derivatives

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions

N/A

Optional redemption (6)

Any time

August 1,

July 1,

August 15,

April 1,

November 8, 2011

2012: 103.875 2013: 101.938 2014: par

2013: 105.875 2014: 102.938 2015: par

2014: 104.563 2015: 103.042 2016: 101.521 2017: par

2011: 103.563 2012: 102.375 2013: 101.188 2014: par

and thereafter

Make-whole redemption (6)

N/A

Callable prior to August 1, 2012 at make-whole call price of Treasury + 50 bps

Callable prior to July 1, 2013 at make-whole call price of Treasury + 50 bps

Callable prior to August 15, 2014 at make-whole call price of Treasury + 50 bps

Callable prior to April 1, 2011 at make-whole call price of Treasury + 50 bps

N/A

Change of control (6)

Event of default

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 101% of principal plus accrued interest

Put at 100% of principal plus accrued interest

Equity clawback (6)

N/A

Redeemable until August 1, 2011 at 107.75%, plus accrued interest for up to 35%

Redeemable until July 1, 2012 at 111.75%, plus accrued interest for up to 35%

Redeemable until August 15, 2012 at 109.125%, plus accrued interest for up to 35%

N/A

N/A

Subsidiary guarantors (6)

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P. Quicksilver Resources Canada Inc.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.

N/A

Estimated fair value (7)

$116.6 million

$491.8 million

$679.8 million

$322.9 million

$341.3 million

$159.1 million

(1)	As discussed in Convertible Debentures above, holders of the convertible debentures can require us to repurchase all or a part of the debentures on November 1, 2011.
(2)	The Senior Secured Credit Facility is secured by a first perfected lien on substantially all our assets including a portion of our BBEP Units. The other debt presented is based upon structural seniority and priority of payment.
(3)	The principal amount for the Senior Secured Credit Facility represents the borrowing base and commitments as of June 30, 2011.

(4)	Represents the weighted average borrowing rate payable to lenders and excludes effects of interest rate derivatives.
(5)	Amounts outstanding under the Senior Secured Credit Facility bear interest, at our election, at (i) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%, (ii) bankers acceptance rate (as defined in the credit facilities) plus an applicable margin between 2.00% and 3.00%, (iii) ABR, which is the greatest of (a) the prime rate announced by JPMorgan, (b) the federal funds rate plus 0.50% and (c) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus 1.0%, plus, in each case under scenario (ii), an applicable margin between 1.125% to 2.125%, or (iv) the specified rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%.
(6)	The information presented in this table is qualified in all respects by reference to the full text of the covenants, provisions and related definitions contained in the documents governing the various components of our debt.
(7)	The estimated fair value is determined based on market quotations on the balance sheet date for fixed rate obligations.  We consider debt with market-based interest rates to have a fair value equal to its carrying value.

          Note 11 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our long-term debt.  

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Long-Term Debt (Schedule Of Outstanding Debt) (Details) (USD $)	6 Months Ended
	Jun. 30, 2011
Highest [Member] | Senior Secured Credit Facility [Member]
Scheduled maturity date	Feb. 09, 2013	[1],[2],[3]
Debt instrument, interest percentage	3.29%	[2],[3],[4]
Base interest rate options	LIBOR, ABR or specified (5)	[2],[3]
Financial covenants	- Minimum current ratio of 1.0 - Minimum EBITDA to interest expense ratio of 2.5	[1],[2],[3]
Significant restrictive covenants	- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions - Limitations on derivatives	[2],[3],[5]
Make-whole redemption	N/A	[2],[3],[5]
Change of control	Event of default	[2],[3],[5]
Equity clawback	N/A	[2],[3],[5]
Subsidiary guarantors	Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P. Quicksilver Resources Canada Inc.	[2],[3],[5]
Estimated fair value	$ 116,600,000	[2],[3],[6]
Equal [Member] | Senior Notes Due 2015 [Member]
Principal amount	470,000,000	[3]
Scheduled maturity date	Aug. 01, 2015	[1],[3]
Debt instrument, interest percentage	8.25%	[3],[4]
Base interest rate options	N/A	[3]
Financial covenants	N/A	[1],[3]
Significant restrictive covenants	- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions	[3],[5]
Optional redemption	1,000	[3],[5]
Make-whole redemption	Callable prior to August 1, 2012 at make-whole call price of Treasury + 50 bps	[3],[5]
Change of control	Put at 101% of principal plus accrued interest	[3],[5]
Equity clawback	Redeemable untilAugust 1, 2011 at107.75%, plus accruedinterest for up to 35%	[3],[5]
Subsidiary guarantors	Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.	[3],[5]
Estimated fair value	491,800,000	[3],[6]
Equal [Member] | Senior Notes Due 2016 [Member]
Principal amount	597,600,000	[3]
Scheduled maturity date	Jan. 01, 2016	[1],[3]
Debt instrument, interest percentage	11.75%	[3],[4]
Base interest rate options	N/A	[3]
Financial covenants	N/A	[1],[3]
Significant restrictive covenants	- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions	[3],[5]
Optional redemption	1,000	[3],[5]
Make-whole redemption	Callable prior to July 1, 2013 at make-whole call price of Treasury + 50 bps	[3],[5]
Change of control	Put at 101% of principal plus accrued interest	[3],[5]
Equity clawback	Redeemable untilJuly 1, 2012 at111.75%, plus accruedinterest for up to 35%	[3],[5]
Subsidiary guarantors	Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.	[3],[5]
Estimated fair value	679,800,000	[3],[6]
Equal [Member] | Senior Notes Due 2019 [Member]
Principal amount	300,000,000	[3]
Scheduled maturity date	Aug. 15, 2019	[1],[3]
Debt instrument, interest percentage	9.125%	[3],[4]
Base interest rate options	N/A	[3]
Financial covenants	N/A	[1],[3]
Significant restrictive covenants	- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions	[3],[5]
Optional redemption	15,000	[3],[5]
Make-whole redemption	Callable prior to August 15, 2014 at make-whole call price of Treasury + 50 bps	[3],[5]
Change of control	Put at 101% of principal plus accrued interest	[3],[5]
Equity clawback	Redeemable untilAugust 15, 2012 at109.125%, plus accrued interestfor up to 35%	[3],[5]
Subsidiary guarantors	Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.	[3],[5]
Estimated fair value	322,900,000	[3],[6]
Lowest [Member] | Convertible Debentures [Member]
Principal amount	150,000,000	[3],[7]
Scheduled maturity date	Nov. 01, 2024	[1],[3],[7]
Debt instrument, interest percentage	1.875%	[3],[4],[7]
Base interest rate options	N/A	[3],[7]
Financial covenants	N/A	[1],[3],[7]
Significant restrictive covenants	N/A	[3],[5],[7]
Make-whole redemption	N/A	[3],[5],[7]
Change of control	Put at 100% of principal plus accrued interest	[3],[5],[7]
Equity clawback	N/A	[3],[5],[7]
Subsidiary guarantors	N/A	[3],[5],[7]
Estimated fair value	159,100,000	[3],[6],[7]
Lowest [Member] | Senior Subordinated Notes Due 2016 [Member]
Principal amount	350,000,000	[3]
Scheduled maturity date	Apr. 01, 2016	[1],[3]
Debt instrument, interest percentage	7.125%	[3],[4]
Base interest rate options	N/A	[3]
Financial covenants	N/A	[1],[3]
Significant restrictive covenants	- Incurrence of debt - Incurrence of liens - Payment of dividends - Equity purchases - Asset sales - Affiliate transactions	[3],[5]
Optional redemption	1,000	[3],[5]
Make-whole redemption	Callable prior to April 1, 2011 at make-whole call price of Treasury + 50 bps	[3],[5]
Change of control	Put at 101% of principal plus accrued interest	[3],[5]
Equity clawback	N/A	[3],[5]
Subsidiary guarantors	Cowtown Pipeline Funding, Inc. Cowtown Pipeline Management, Inc. Cowtown Pipeline L.P. Cowtown Gas Processing L.P.	[3],[5]
Estimated fair value	$ 341,300,000	[3],[6]

[1] Amounts outstanding under the Senior Secured Credit Facility bear interest, at our election, at (i) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%, (ii) bankers acceptance rate (as defined in the credit facilities) plus an applicable margin between 2.00% and 3.00%, (iii) ABR, which is the greatest of (a) the prime rate announced by JPMorgan, (b) the federal funds rate plus 0.50% and (c) the Adjusted Eurodollar Rate (as defined in the credit facilities) plus 1.0%, plus, in each case under scenario (ii), an applicable margin between 1.125% to 2.125%, or (iv) the specified rate (as defined in the credit facilities) plus an applicable margin between 2.00% to 3.00%.

[2] The principal amount for the Senior Secured Credit Facility represents the borrowing base and commitments as of June 30, 2011.

[3] The Senior Secured Credit Facility is secured by a first perfected lien on substantially all our assets including a portion of our BBEP Units. The other debt presented is based upon structural seniority and priority of payment.

[4] Represents the weighted average borrowing rate payable to lenders and excludes effects of interest rate derivatives.

[5] The information presented in this table is qualified in all respects by reference to the full text of the covenants, provisions and related definitions contained in the documents governing the various components of our debt.

[6] The estimated fair value is determined based on market quotations on the balance sheet date for fixed rate obligations. We consider debt with market-based interest rates to have a fair value equal to its carrying value.

[7] As discussed in Convertible Debentures above, holders of the convertible debentures can require us to repurchase all or a part of the debentures on November 1, 2011.

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Condensed Consolidated Statements Of Equity (Parenthetical) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Condensed Consolidated Statements Of Equity
Income tax effect related to hedge derivative contract settlements reclassified into earnings from accumulated other comprehensive income	$ 12,703	$ 38,226
Income tax effect related to net change in derivative fair value	$ 3,924	$ 56,906

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Crestwood Transaction And Midstream Operations

6 Months Ended

Jun. 30, 2011

Crestwood Transaction And Midstream Operations

Crestwood Transaction And Midstream Operations

2.  CRESTWOOD TRANSACTION AND MIDSTREAM OPERATIONS

          In October 2010, we completed the sale of all of our interests in KGS to Crestwood.  We received net proceeds of $700 million and recognized a gain of $473.2 million during the fourth quarter of 2010.  We have the right to collect up to an additional $72 million in future earn-out payments in 2012 and 2013, although we have recognized no assets related to these opportunities.

          Our board of directors also approved a plan for disposal of the HCDS, which is included in our midstream segment.  Subsequent to our board of directors approval, we conducted an impairment analysis of the HCDS and recognized a charge for impairment in the third quarter of 2010.

          The operating results of these midstream operations, as classified in our statement of income, are summarized below:

	For the Three			For the Six
	Months Ended			Months Ended
	June 30, 2010			June 30, 2010
	(In thousands)
Revenue from third parties	$	4,423		$	8,167
GPT expense (1)		(18,758	)		(35,280	)
Ad valorem taxes		1,122			2,655
Other operations		878			2,152
DD&A		6,384			12,510
General and administrative expense		617			1,745
Operating results of midstream operations		14,180			24,385
Interest and other expense		(2,308	)		(4,390	)
Results of midstream operations before income tax		11,872			19,995
Income tax expense		(4,195	)		(7,073	)
Results of midstream operations, net of income tax	$	7,677		$	12,922

⁽¹⁾ Our KGS operations earned revenue from gathering and processing of our natural gas and NGL production.  This revenue was consolidated as a reduction of processing, gathering and transportation expense for purposes of presenting our consolidated statements of income.

          Details of balance sheet items for these midstream operations are summarized below:

	June 30,		December 31,
	2011		2010
	(In thousands)
Assets:
Accounts receivable - net	$	40	$	57
Property, plant and equipment - net		27,486		27,121
Total	$	27,526	$	27,178
Liabilities:
Other non-current liabilities	$	1,465	$	1,431
Total	$	1,465	$	1,431

          Note 3 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains additional information regarding the Crestwood Transaction.

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Derivatives And Fair Value Measurements (Estimated Fair Value Of Derivative Instruments) (Details) (USD $) In Thousands											6 Months Ended
	Jun. 30, 2011	Dec. 31, 2010	Jun. 30, 2011 Designated As Hedging Instrument [Member] Asset Derivatives [Member]		Dec. 31, 2010 Designated As Hedging Instrument [Member] Asset Derivatives [Member]		Jun. 30, 2011 Designated As Hedging Instrument [Member] Liability Derivatives [Member]		Dec. 31, 2010 Designated As Hedging Instrument [Member] Liability Derivatives [Member]		Jun. 30, 2011 Non Designated As Hedging Instrument [Member] Asset Derivatives [Member]		Jun. 30, 2011 Asset Derivatives [Member]	Dec. 31, 2010 Asset Derivatives [Member]	Jun. 30, 2011 Liability Derivatives [Member]	Dec. 31, 2010 Liability Derivatives [Member]
Current derivative assets	$ 62,961	$ 89,205	$ 75,084	[1]	$ 97,863	[1]	$ 21,107	[1]	$ 8,658	[1]	$ 8,984	[2]
Noncurrent derivative assets	56,094	57,557	47,544	[1]	63,419	[1]	1,581	[1]	5,862	[1]	10,131	[2]
Current derivative liabilities	2,362						2,362	[1]
Noncurrent derivative liabilities	344						344	[1]
Total derivatives designated as hedges			122,628	[1]	161,282	[1]	25,394	[1]	14,520	[1]
Total derivatives not designated as hedges											19,115	[2]
Total derivatives													$ 141,743	$ 161,282	$ 25,394	$ 14,520

[1] The fair value of each hedge derivative is determined using Level 2 inputs.

[2] The fair value of each derivative not designated as a hedge is determined using Level 3 inputs.

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2011

Segment Information

Operating Income And Property And Equipment Costs Incurred

	Exploration & Production					Gathering &									Quicksilver
	U.S.		Canada			Processing			Corporate			Elimination			Consolidated
	(In thousands)
For the Three Months Ended June 30:
2011
Revenue	$	202,788	$	45,383		$	1,222		$	-		$	(947	)		248,446
DD&A		41,580		12,087			466			571			-			54,704
Operating income (loss)		75,615		18,962			440			(16,341	)		-			78,676
Property and equipment costs incurred		136,454		23,640			1,339			-			-			161,433
2010
Revenue	$	195,395	$	28,701		$	28,181		$	-		$	(23,707	)	$	228,570
DD&A		31,708		11,152			7,356			453			-			50,669
Operating income (loss)		106,642		5,834			14,061			(17,670	)		-			108,867
Property and equipment costs incurred		246,917		4,550			9,317			1,347			-			262,131
For the Six Months Ended June 30:
2011
Revenue	$	382,359	$	77,724		$	2,489		$	-		$	(1,939	)	$	460,633
DD&A		80,335		23,511			2,179			1,150			-			107,175
Impairment expense		-		49,063			-			-			-			49,063
Operating income (loss)		135,862		(22,352	)		(316	)		(35,311	)		-			77,883
Property and equipment costs incurred		259,146		98,868			1,730			506			-			360,250
2010
Revenue	$	377,894	$	64,549		$	53,985		$	-		$	(45,700	)	$	450,728
DD&A		59,656		22,437			14,413			920			-			97,426
Operating income (loss)		178,921		19,267			25,183			(38,659	)		-			184,712
Property and equipment costs incurred		324,284		35,134			36,951			1,967			-			398,336
Property, plant and equipment - net
June 30, 2011	$	2,582,715	$	627,036		$	67,637		$	14,565		$	-		$	3,291,953
December 31, 2010		2,403,039		581,775			68,389			14,642			-			3,067,845
Investment in equity affiliates
June 30, 2011	$	12,620	$	-		$	-		$	-		$	-		$	12,620
December 31, 2010		83,341		-			-			-			-			83,341

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Stock-Based Compensation (Stock Option Activity) (Details) (USD $) In Thousands, except Share data, unless otherwise specified	6 Months Ended
	Jun. 30, 2011
Stock-Based Compensation
Outstanding at January 1, 2011	3,348,642
Granted	834,970
Exercised	(100,149)
Cancelled	(176,636)
Outstanding at June 30, 2011	3,906,827
Beginning weighted average exercise price	$ 11.10
Granted weighted average exercise price	$ 14.88
Exercised weighted average exercise price	$ 6.21
Cancelled weighted average exercise price	$ 13.71
Ending weighted average exercise price	$ 11.91
Ending balance weighted average remaining contractual life	7.9
Ending balance aggregate intrinsic value	$ 17,079
Exercisable shares	1,949,505
Exercisable weighted average exercise price	$ 11.62
Exercisable weighted average remaining contractual life	7.2
Exercisable aggregate intrinsic value	$ 11,450

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Earnings Per Share (Reconciliation Of Components Used To Compute Basic And Diluted Net Income Per Common Share) (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2011		Jun. 30, 2010		Jun. 30, 2011		Jun. 30, 2010
Net income attributable to Quicksilver	$ 108,587		$ 86,803		$ 37,829		$ 94,991
Basic income allocable to participating securities	(1,331)	[1]	(1,179)	[1]	(454)	[1]	(1,264)	[1]
Basic net income attributable to Quicksilver	107,256		85,624		37,375		93,727
Impact of assumed conversions - interest on 1.875% convertible debentures, net of income taxes	1,880		1,787				3,552
Income available to stockholders assuming conversion of convertible debentures	$ 109,136		$ 87,411		$ 37,375		$ 97,279
Weighted average common shares - basic	168,984,000		167,976,000		168,928,000		167,915,000
Share-based compensation awards	868,000	[2]	766,000	[2]	858,000	[2]	814,000	[2]
Contingently convertible debentures	9,816,000	[2]	9,816,000	[2]			9,816,000	[2]
Weighted average common shares - diluted	179,668,000	[2]	178,558,000	[2]	169,786,000	[2]	178,545,000	[2]
Earnings per common share - basic	$ 0.63		$ 0.51		$ 0.22		$ 0.56
Earnings per common share - diluted	$ 0.61		$ 0.49		$ 0.22		$ 0.54
Convertible Debentures [Member]
Debt instrument, interest percentage	1.875%				1.875%
Restricted Stock [Member]
Antidilutive shares excluded from the diluted share calculation	1,900,000		1,300,000		1,900,000		1,300,000
Convertible Debt and Stock Options [Member]
Antidilutive shares excluded from the diluted share calculation	9,800,000				9,800,000

[1] Restricted share awards that contain nonforfeitable rights to dividends are participating securities and, therefore, are included in computing earnings using the two-class method. Participating securities, however, do not participate in undistributed net losses.

[2] For the six months ended June 30, 2011, the effects of 9.8 million shares associated with our contingently convertible debt were antidilutive, and excluded from the diluted share calculations. For the three and six months ended June, 2011, stock options and unvested restricted stock units representing 1.9 million shares were antidilutive and, therefore, excluded from the diluted share calculations. For the three and six months ended June 30, 2010, the effects of unvested restricted stock units representing 1.3 million shares were antidilutive and, therefore, excluded from the diluted share calculations.

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Long-Term Debt (Repurchase Of Senior Notes) (Details) (USD $)	Jun. 30, 2011
Repurchase Price	$ 7,951,000
Face Value	7,380,000
Loss on Repurchase	571,000
Long-term debt repurchase price fair value	19,000,000
Senior Notes Due 2015 [Member]
Repurchase Price	5,250,000
Face Value	5,000,000
Loss on Repurchase	250,000
Long-term debt repurchase price fair value	16,000,000
Senior Notes Due 2016 [Member]
Repurchase Price	2,701,000
Face Value	2,380,000
Loss on Repurchase	321,000
Senior Notes Due 2019 [Member]
Long-term debt repurchase price fair value	$ 2,000,000

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Segment Information (Operating Income and Property and Equipment Costs Incurred) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010
Number of geographical segments	2		2
Depletion, depreciation and accretion	$ 54,704	$ 50,669	$ 107,175	$ 97,426
Operating income (loss)	78,676	108,867	77,883	184,712
Property, plant and equipment, net	3,291,953		3,291,953		3,067,845
United States [Member]
Revenue	202,788	195,395	382,359	377,894
Depletion, depreciation and accretion	41,580	31,708	80,335	59,656
Operating income (loss)	75,615	106,642	135,862	178,921
Property and equipment costs incurred	136,454	246,917	259,146	324,284
Property, plant and equipment, net	2,582,715		2,582,715		2,403,039
Investments in equity affiliates	12,620		12,620		83,341
Canada [Member]
Revenue	45,383	28,701	77,724	64,549
Depletion, depreciation and accretion	12,087	11,152	23,511	22,437
Impairment expense			49,063
Operating income (loss)	18,962	5,834	(22,352)	19,267
Property and equipment costs incurred	23,640	4,550	98,868	35,134
Property, plant and equipment, net	627,036		627,036		581,775
Gathering And Processing [Member]
Revenue	1,222	28,181	2,489	53,985
Depletion, depreciation and accretion	466	7,356	2,179	14,413
Operating income (loss)	440	14,061	(316)	25,183
Property and equipment costs incurred	1,339	9,317	1,730	36,951
Property, plant and equipment, net	67,637		67,637		68,389
Corporate And Other [Member]
Depletion, depreciation and accretion	571	453	1,150	920
Operating income (loss)	(16,341)	(17,670)	(35,311)	(38,659)
Property and equipment costs incurred		1,347	506	1,967
Property, plant and equipment, net	14,565		14,565		14,642
Elimination [Member]
Revenue	(947)	(23,707)	(1,939)	(45,700)
Quicksilver Consolidated [Member]
Revenue	248,446	228,570	460,633	450,728
Depletion, depreciation and accretion	54,704	50,669	107,175	97,426
Impairment expense			49,063
Operating income (loss)	78,676	108,867	77,883	184,712
Property and equipment costs incurred	161,433	262,131	360,250	398,336
Property, plant and equipment, net	3,291,953		3,291,953		3,067,845
Investments in equity affiliates	$ 12,620		$ 12,620		$ 83,341

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Derivatives And Fair Value Measurements

6 Months Ended

Jun. 30, 2011

Derivatives And Fair Value Measurements

Derivatives And Fair Value Measurements

3.   DERIVATIVES AND FAIR VALUE MEASUREMENTS

          The following table categorizes our commodity derivative instruments based upon the use of input levels:

	June 30,		December 31,
	2011		2010
	(In thousands)
Level 2 inputs	$	97,234	$	146,762
Level 3 inputs		19,115		-
Total	$	116,349	$	146,762

          The fair value of Level 2 derivative instruments included in these disclosures was estimated using prices quoted in active markets for the periods covered by the derivatives and the value reported by counterparties.  The fair value of derivative instruments designated Level 3 was estimated using prices quoted in markets where there is insufficient market activity for consideration as Level 2 instruments.  Estimates were determined by applying the net differential between the prices in each derivative and market prices for future periods to the amounts stipulated in each contract to arrive at an estimated future value.  This estimated future value was discounted on each contract at rates commensurate with federal treasury instruments with similar contractual lives.

          The following table identifies the changes in Level 3 fair values for the three and six months ended June 30, 2011:

(In thousands)
Balance at beginning of period	$	-
Total gains or losses for the period:
Included in earnings		19,115
Balance at end of period	$	19,115
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held at the reporting date	$	19,115

Commodity Price Derivatives

          As of June 30, 2011, we had price collars and swaps covering our anticipated natural gas and NGL production as follows:

	Daily Production
Production	Volume
Year	Gas		NGL
	MMcfd		MBbld
2011		190		10.5
2012		165		4.0
2013		105		-
2014-2015		65		-
2016-2021		35		-

Interest Rate Derivatives

          In 2010, we executed early settlements of our interest rate swaps that were designated as fair value hedges of our senior notes due 2015 and our senior subordinated notes.  We received cash of $41.5 million in the settlements, including $10.7 million for interest previously accrued and earned.  At the time of the early settlements, we recorded the resulting gain as a fair value adjustment to our debt and began to recognize the deferred gain of $30.8 million as a reduction of interest expense over the lives of our senior notes due 2015 and our senior subordinated notes.

          The remaining $25.1 million deferral of the 2010 early settlements from all interest rate swaps will continue to be recognized as a reduction of interest expense over the life of the associated underlying debt instruments currently scheduled as follows:

(In thousands)
2011	$	2,495
2012		5,284
2013		5,735
2014		6,225
2015		4,802
2016		569
	$	25,110

Additional Fair Value Disclosures:

	Asset Derivatives				Liability Derivatives
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
	(In thousands)				(In thousands)
Derivatives designated as hedges(1):
Commodity contracts reported in:
Current derivative assets	$	75,084	$	97,863	$	21,107	$	8,658
Noncurrent derivative assets		47,544		63,419		1,581		5,862
Current derivative liabilities		-		-		2,362		-
Noncurrent derivative liabilities		-		-		344		-
Total derivatives designated as hedges	$	122,628	$	161,282	$	25,394	$	14,520
Derivatives not designated as hedges(2):
Commodity contracts reported in:
Current derivative assets	$	8,984	$	-	$	-	$	-
Noncurrent derivative assets		10,131		-		-		-
Total derivatives not designated as hedges:	$	19,115	$	-	$	-	$	-
Total derivatives	$	141,743	$	161,282	$	25,394	$	14,520

(1)	The fair value of each hedge derivative is determined using Level 2 inputs.
(2)	The fair value of each derivative not designated as a hedge is determined using Level 3 inputs.

          The changes in the carrying value of our derivatives for the three and six months ended June 30, 2011 and 2010 are presented below:

	For the Three Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	96,203		$	(23,263	)	$	(5,030	)	$	230,718		$	202,425
Change in net amounts receivable and payable		(167	)		-			209			1,362			1,571
Net settlements reported in revenue		(15,546	)		-			-			(57,076	)		(57,076	)
Net settlements reported in interest expense		-			-			(4,267	)		-			(4,267	)
Cash settlements reported in long-term debt		-			-			(4,422	)		-			(4,422	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			17,102			-			-			17,102
Change in fair value of effective interest swaps		-			-			26,750			-			26,750
Ineffectiveness reported in other revenue		872			-			-			(2,983	)		(2,983	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gains reported in OCI		15,872			-			-			21,373			21,373
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

	For the Six Months Ended June 30,
	2011			2010
	Cash Flow			Gas Purchase			Fair Value			Cash Flow
	Derivatives			Commitment			Derivatives			Derivatives			Total
	(In thousands)
Derivative fair value at beginning of period	$	146,762		$	(6,625	)	$	4,108		$	107,881		$	105,364
Change in net amounts receivable and payable		(384	)		-			(4,788	)		(865	)		(5,653	)
Net settlements reported in revenue		(39,328	)		-			-			(81,633	)		(81,633	)
Net settlements reported in interest expense		-			-			(6,237	)		-			(6,237	)
Cash settlements reported in long-term debt		-			-			(18,682	)		-			(18,682	)
Unrealized change in fair value of Gas Purchase Commitment reported in costs of purchased gas		-			464			-			-			464
Change in fair value of effective interest swaps		-			-			38,839			-			38,839
Ineffectiveness reported in other revenue		818			-			-			(1,588	)		(1,588	)
Unrealized gains reported in other revenue		19,115			-			-			-			-
Unrealized gain (losses) reported in OCI		(10,634	)		-			-			169,599			169,599
Derivative fair value at end of period	$	116,349		$	(6,161	)	$	13,240		$	193,394		$	200,473

          Gains and losses from the effective portion of derivative assets and liabilities held in AOCI expected to be reclassified into earnings during the twelve months ending June 30, 2012 would result in a gain of $40.1 million net of income taxes.  Hedge derivative ineffectiveness resulted in net gains of $0.8 million and losses of $1.6 million for the six months ended June 30, 2011 and 2010, respectively.

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Derivative And Fair Value Measurements (Carrying Value Of Derivatives) (Details) (USD $) In Thousands	3 Months Ended	6 Months Ended			3 Months Ended		6 Months Ended		3 Months Ended	6 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2010	Jun. 30, 2010	Jun. 30, 2011	Dec. 31, 2010	Jun. 30, 2011 Cash Flow Derivatives [Member]	Jun. 30, 2010 Cash Flow Derivatives [Member]	Jun. 30, 2011 Cash Flow Derivatives [Member]	Jun. 30, 2010 Cash Flow Derivatives [Member]	Jun. 30, 2010 Gas Purchase Commitment [Member]	Jun. 30, 2010 Gas Purchase Commitment [Member]	Jun. 30, 2010 Fair Value Derivatives [Member]	Jun. 30, 2010 Fair Value Derivatives [Member]
Derivative fair value	$ 202,425	$ 105,364	$ 116,349	$ 146,762	$ 96,203	$ 230,718	$ 146,762	$ 107,881	$ (23,263)	$ (6,625)	$ (5,030)	$ 4,108
Change in amounts receivable/payable-net	1,571	(5,653)			(167)	1,362	(384)	(865)			209	(4,788)
Net settlements reported in revenue	(57,076)	(81,633)			(15,546)	(57,076)	(39,328)	(81,633)
Net settlements reported in interest expense	(4,267)	6,237									(4,267)	6,237
Commitment reported in costs of purchased gas	17,102	464							17,102	464
Change in fair value of effective interest swaps	26,750	38,839									26,750	38,839
Ineffectiveness reported in other revenue	(2,983)	(1,588)			872	(2,983)	818	(1,588)
Cash settlements reported in long-tern debt	(4,422)	(18,682)									(4,422)	(18,682)
Unrealized gains reported in other revenue					19,115		19,115
Unrealized gains (losses) reported in OCI	21,373	169,599			15,872	21,373	(10,634)	169,599
Derivative fair value	$ 200,473	$ 200,473	$ 116,349	$ 146,762	$ 116,349	$ 193,394	$ 116,349	$ 193,394	$ (6,161)	$ (6,161)	$ 13,240	$ 13,240

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Commitments And Contingencies (Tables)

6 Months Ended

Jun. 30, 2011

Commitments And Contingencies

Cumulative Letters Of Credit

	NGTL Cumulative
	Financial Assurances
	(C$ in thousands)		(US$ in thousands)
June 1, 2011 (1)	$	32,648	$	33,849
March 1, 2012		68,264		70,776
October 1, 2012		109,816		113,857
July 1, 2013		148,400		153,861
October 1, 2013		296,800		307,722

⁽¹⁾ A letter of credit for C$32,648 is outstanding for the NGTL Project as of June 30, 2011.

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Supplemental Cash Flow Information (Other Non-Cash Transactions) (Details) (USD $) In Thousands, except Share data	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Supplemental Cash Flow Information
Working capital related to capital expenditures	$ 64,285	$ 102,878
Conveyance of 3,619,901 BBEP common units for producing properties		$ 54,407
Conveyance of BBEP common units, number of units	3,619,901	3,619,901

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Condensed Consolidating Financial Information (Schedule of Condensed Consolidated Statements Of Income (Loss)) (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenue	$ 248,446	$ 228,570	$ 460,633	$ 450,728
Operating expenses	169,770	119,703	382,750	266,016
Operating income (loss)	78,676	108,867	77,883	184,712
loss from earnings of BBEP	(26,207)	23,168	(47,091)	7,179
Interest expense and other	75,626	6,928	30,569	(37,246)
Income tax expense	(19,508)	(48,219)	(23,532)	(53,301)
Net income (loss)	108,587	90,744	37,829	101,344
Net income attributable to noncontrolling interests		(3,941)		(6,353)
Net income (loss) attributable to Quicksilver	108,587	86,803	37,829	94,991
Quicksilver Resources Inc. [Member]
Revenue	202,788	195,394	382,359	377,894
Operating expenses	142,389	103,657	279,559	231,498
Equity in net earnings of subsidiaries	11,855	5,544	(21,954)	16,146
Operating income (loss)	72,254	97,281	80,847	162,542
loss from earnings of BBEP	(26,207)	23,168	(47,091)	7,179
Interest expense and other	77,085	11,658	33,815	(28,401)
Income tax expense	(14,545)	(45,304)	(29,741)	(46,329)
Net income (loss)	108,587	86,803	37,829	94,991
Net income (loss) attributable to Quicksilver		86,803		94,991
Restricted Guarantor Subsidiaries [Member]
Revenue	1,222	1,566	2,489	3,211
Operating expenses	782	2,470	2,804	4,353
Equity in net earnings of subsidiaries		6,172		9,949
Operating income (loss)	440	5,268	(315)	8,807
Income tax expense	(154)	(1,843)	109	(3,082)
Net income (loss)	286	3,425	(206)	5,725
Net income (loss) attributable to Quicksilver		3,425		5,725
Restricted Non-Guarantor Subsidiaries [Member]
Revenue	45,383	28,700	77,724	64,549
Operating expenses	27,546	23,797	102,326	47,142
Operating income (loss)	17,837	4,903	(24,602)	17,407
Interest expense and other	(1,459)	(1,785)	(3,246)	(3,222)
Income tax expense	(4,809)	(999)	6,100	(3,764)
Net income (loss)	11,569	2,119	(21,748)	10,421
Net income (loss) attributable to Quicksilver		2,119		10,421
Restricted Subsidiary Eliminations [Member]
Revenue		(629)		(1,325)
Operating expenses		(629)		(1,325)
Equity in net earnings of subsidiaries		(5,544)		(16,146)
Operating income (loss)		(5,544)		(16,146)
Net income (loss)		(5,544)		(16,146)
Net income (loss) attributable to Quicksilver		(5,544)		(16,146)
Quicksilver and Restricted Subsidiaries [Member]
Revenue		225,031		444,329
Operating expenses		129,295		281,668
Equity in net earnings of subsidiaries		6,172		9,949
Operating income (loss)		101,908		172,610
loss from earnings of BBEP		23,168		7,179
Interest expense and other		9,873		(31,623)
Income tax expense		(48,146)		(53,175)
Net income (loss)		86,803		94,991
Net income (loss) attributable to Quicksilver		86,803		94,991
Unrestricted Non-Guarantor Subsidiaries [Member]
Revenue		27,194		51,933
Operating expenses		14,063		29,882
Operating income (loss)		13,131		22,051
Interest expense and other		(2,945)		(5,623)
Income tax expense		(73)		(126)
Net income (loss)		10,113		16,302
Net income attributable to noncontrolling interests		(3,941)		(6,353)
Net income (loss) attributable to Quicksilver		6,172		9,949
Consolidating Eliminations [Member]
Revenue	(947)	(23,655)	(1,939)	(45,534)
Operating expenses	(947)	(23,655)	(1,939)	(45,534)
Equity in net earnings of subsidiaries	(11,855)	(6,172)	21,954	(9,949)
Operating income (loss)	(11,855)	(6,172)	21,954	(9,949)
Net income (loss)	(11,855)	(6,172)	21,954	(9,949)
Net income (loss) attributable to Quicksilver		$ (6,172)		$ (9,949)

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Crestwood Transaction And Midstream Operations (Narrative) (Details) (USD $) In Millions	6 Months Ended	3 Months Ended
	Jun. 30, 2011	Dec. 31, 2010 K G S [Member]
Cash received from proceeds		$ 700.0
Recognized gain		473.2
Earnings in future earn-out payments	$ 72

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Derivatives And Fair Value Measurements (Reduction Of Interest Expenses Over Life Associated With Debt Instruments) (Details) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Derivatives And Fair Value Measurements
2011	$ 2,495
2012	5,284
2013	5,735
2014	6,225
2015	4,802
2016	569
Derivative assets at fair value	$ 25,110	$ (18,682)

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Condensed Consolidating Financial Information (Tables)

6 Months Ended

Jun. 30, 2011

Condensed Consolidating Financial Information

Schedule Of Condensed Consolidated Balance Sheets

	June 30, 2011
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	226,504	$	87,167	$	45,540	$	(193,635	)	$	165,576
Property and equipment		2,597,280		67,637		627,036		-			3,291,953
Assets of midstream operations		-		27,526		-		-			27,526
Investment in subsidiaries (equity method)		276,769		-		-		(264,149	)		12,620
Other assets		328,042		-		7,086		(243,620	)		91,508
Total assets	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
LIABILITIES AND EQUITY
Current liabilities	$	469,626	$	107,061	$	28,034	$	(193,635	)	$	411,086
Long-term liabilities		1,878,823		20,373		440,910		(243,620	)		2,096,486
Liabilities of midstream operations		-		1,465		-		-			1,465
Stockholders equity		1,080,146		53,431		210,718		(264,149	)		1,080,146
Total liabilities and equity	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
	December 31, 2010
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	295,697	$	86,582	$	49,424	$	(193,531	)	$	238,172
Property and equipment		2,417,680		68,390		581,775		-			3,067,845
Assets of midstream operations		-		27,178		-		-			27,178
Investment in subsidiaries (equity method)		367,845		-		-		(284,504	)		83,341
Other assets		339,227		-		191		(243,620	)		95,798
Total assets	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334
LIABILITIES AND EQUITY
Current liabilities	$	496,631	$	106,627	$	53,373	$	(193,531	)	$	463,100
Long-term liabilities		1,864,410		20,346		347,259		(243,620	)		1,988,395
Liabilities of midstream operations		-		1,431		-		-			1,431
Stockholders equity		1,059,408		53,746		230,758		(284,504	)		1,059,408
Total liabilities and equity	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334

Schedule Of Condensed Consolidated Statements Of Income (Loss)

	For the Three Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	202,788		$	1,222		$	45,383		$	(947	)	$	248,446
Operating expenses		142,389			782			27,546			(947	)		169,770
Equity in net earnings of subsidiaries		11,855			-			-			(11,855	)		-
Operating income		72,254			440			17,837			(11,855	)		78,676
Loss from earnings of BBEP		(26,207	)		-			-			-			(26,207	)
Interest expense and other		77,085			-			(1,459	)		-			75,626
Income tax expense		(14,545	)		(154	)		(4,809	)		-			(19,508	)
Net income	$	108,587		$	286		$	11,569		$	(11,855	)	$	108,587

	For the Three Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	195,394		$	1,566		$	28,700		$	(629	)	$	225,031		$	27,194		$	(23,655	)	$	228,570
Operating expenses		103,657			2,470			23,797			(629	)		129,295			14,063			(23,655	)		119,703
Equity in net earnings of subsidiaries		5,544			6,172			-			(5,544	)		6,172			-			(6,172	)		-
Operating income		97,281			5,268			4,903			(5,544	)		101,908			13,131			(6,172	)		108,867
Income from earnings of BBEP		23,168			-			-			-			23,168			-			-			23,168
Interest expense and other		11,658			-			(1,785	)		-			9,873			(2,945	)		-			6,928
Income tax expense		(45,304	)		(1,843	)		(999	)		-			(48,146	)		(73	)		-			(48,219	)
Net income	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	10,113		$	(6,172	)	$	90,744
Net income attributable to noncontrolling interests		-			-			-			-			-			(3,941	)		-			(3,941	)
Net income attributable to Quicksilver	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	6,172		$	(6,172	)	$	86,803

	For the Six Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	382,359		$	2,489		$	77,724		$	(1,939	)	$	460,633
Operating expenses		279,559			2,804			102,326			(1,939	)		382,750
Equity in net earnings of subsidiaries		(21,954	)		-			-			21,954			-
Operating income (loss)		80,847			(315	)		(24,602	)		21,954			77,883
Loss from earnings of BBEP		(47,091	)		-			-			-			(47,091	)
Interest expense and other		33,815			-			(3,246	)		-			30,569
Income tax (expense) benefit		(29,741	)		109			6,100			-			(23,532	)
Net income (loss)	$	37,829		$	(206	)	$	(21,748	)	$	21,954		$	37,829

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	377,894		$	3,211		$	64,549		$	(1,325	)	$	444,329		$	51,933		$	(45,534	)	$	450,728
Operating expenses		231,498			4,353			47,142			(1,325	)		281,668			29,882			(45,534	)		266,016
Equity in net earnings of subsidiaries		16,146			9,949			-			(16,146	)		9,949			-			(9,949	)		-
Operating income		162,542			8,807			17,407			(16,146	)		172,610			22,051			(9,949	)		184,712
Income from earnings of BBEP		7,179			-			-			-			7,179			-			-			7,179
Interest expense and other		(28,401	)		-			(3,222	)		-			(31,623	)		(5,623	)		-			(37,246	)
Income tax expense benefit		(46,329	)		(3,082	)		(3,764	)		-			(53,175	)		(126	)		-			(53,301	)
Net income	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	16,302		$	(9,949	)	$	101,344
Net income attributable to noncontrolling interests		-			-			-			-			-			(6,353	)		-			(6,353	)
Net income attributable to Quicksilver	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	9,949		$	(9,949	)	$	94,991

Schedule Of Condensed Consolidated Statements Of Cash Flows

	For the Six Months Ended June 30, 2011
				Restricted			Restricted					Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating		Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net cash flow provided by operations	$	96,029		$	1,137		$	26,186		$	-	$	123,352
Capital expenditures		(275,753	)		(1,137	)		(119,266	)		-		(396,156	)
Proceeds from sale of BBEP units		134,423			-			-			-		134,423
Proceeds from sale of properties and equipment		1,925			-			1,198			-		3,123
Net cash flow used by investing activities		(139,405	)		(1,137	)		(118,068	)		-		(258,610	)
Issuance of debt		153,500			-			102,945			-		256,445
Repayments of debt		(160,880	)		-			(9,292	)		-		(170,172	)
Proceeds from exercise of stock options		622			-			-			-		622
Purchase of treasury stock		(4,801	)		-			-			-		(4,801	)
Net cash flow provided (used) by financing activities		(11,559	)		-			93,653			-		82,094
Effect of exchange rates on cash		-			-			(1,771	)		-		(1,771	)
Net decrease in cash and equivalents		(54,935	)		-			-			-		(54,935	)
Cash and equivalents at beginning of period		54,937			-			-			-		54,937
Cash and equivalents at end of period	$	2		$	-		$	-		$	-	$	2

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted		Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary		and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash flow provided by operating activities	$	187,555		$	100		$	43,850		$	-	$	231,505		$	26,749		$	(11,747	)	$	246,507
Capital expenditures		(271,897	)		(100	)		(46,987	)		-		(318,984	)		(34,845	)		(2,573	)		(356,402	)
Distribution to parent		80,276			-			-			-		80,276			(80,276	)		-			-
Proceeds from sale of properties and equipment		864			-			-			-		864			-			-			864
Net cash flow used by investing activities		(190,757	)		(100	)		(46,987	)		-		(237,844	)		(115,121	)		(2,573	)		(355,538	)
Issuance of debt		376,000			-			39,532			-		415,532			124,500			-			540,032
Repayments of debt		(352,500	)		-			(34,013	)		-		(386,513	)		(23,100	)		-			(409,613	)
Debt issuance costs		(109	)		-			-			-		(109	)		-			-			(109	)
Gas Purchase Commitment - net		(16,592	)		-			-			-		(16,592	)		-			-			(16,592	)
Issuance of KGS common units		-			-			-			-		-			11,054			-			11,054
Distributions to parent		-			-						-		-			(14,320	)		14,320			-
Distributions to noncontrolling interests		-			-			-			-		-			(8,808	)		-			(8,808	)
Proceeds from exercise of stock options		1,209			-			-			-		1,209			-			-			1,209
Treasury transactions - equity		(4,804	)		-			-			-		(4,804	)		(1,144	)		-			(5,948	)
Net cash flow provided by financing activities		3,204			-			5,519			-		8,723			88,182			14,320			111,225
Effect of exchange rates on cash		-			-			(671	)		-		(671	)		-			-			(671	)
Net increase (decrease) in cash and equivalents		2			-			1,711					1,713			(190	)		-			1,523
Cash and equivalents at beginning of period		5			-			1,034			-		1,039			746			-			1,785
Cash and equivalents at end of period	$	7		$	-		$	2,745				$	2,752		$	556		$	-		$	3,308

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Condensed Consolidating Financial Information

6 Months Ended

Jun. 30, 2011

Condensed Consolidating Financial Information

Condensed Consolidating Financial Information

11.  CONDENSED CONSOLIDATING FINANCIAL INFORMATION

          Note 18 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains a more complete description of our guarantor, non-guarantor, restricted and unrestricted subsidiaries.  After completing the Crestwood Transaction during the fourth quarter of 2010, we no longer have any unrestricted subsidiaries except for two newly created subsidiaries that held no material assets or liability as of June 30, 2011.

          The following tables present financial information about Quicksilver and our restricted subsidiaries for the three- and six-month periods covered by the consolidated financial statements.

Condensed Consolidating Balance Sheets

	June 30, 2011
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	226,504	$	87,167	$	45,540	$	(193,635	)	$	165,576
Property and equipment		2,597,280		67,637		627,036		-			3,291,953
Assets of midstream operations		-		27,526		-		-			27,526
Investment in subsidiaries (equity method)		276,769		-		-		(264,149	)		12,620
Other assets		328,042		-		7,086		(243,620	)		91,508
Total assets	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
LIABILITIES AND EQUITY
Current liabilities	$	469,626	$	107,061	$	28,034	$	(193,635	)	$	411,086
Long-term liabilities		1,878,823		20,373		440,910		(243,620	)		2,096,486
Liabilities of midstream operations		-		1,465		-		-			1,465
Stockholders equity		1,080,146		53,431		210,718		(264,149	)		1,080,146
Total liabilities and equity	$	3,428,595	$	182,330	$	679,662	$	(701,404	)	$	3,589,183
	December 31, 2010
			Restricted		Restricted					Quicksilver
	Quicksilver		Guarantor		Non-Guarantor		Consolidating			Resources Inc.
	Resources Inc.		Subsidiaries		Subsidiaries		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets	$	295,697	$	86,582	$	49,424	$	(193,531	)	$	238,172
Property and equipment		2,417,680		68,390		581,775		-			3,067,845
Assets of midstream operations		-		27,178		-		-			27,178
Investment in subsidiaries (equity method)		367,845		-		-		(284,504	)		83,341
Other assets		339,227		-		191		(243,620	)		95,798
Total assets	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334
LIABILITIES AND EQUITY
Current liabilities	$	496,631	$	106,627	$	53,373	$	(193,531	)	$	463,100
Long-term liabilities		1,864,410		20,346		347,259		(243,620	)		1,988,395
Liabilities of midstream operations		-		1,431		-		-			1,431
Stockholders equity		1,059,408		53,746		230,758		(284,504	)		1,059,408
Total liabilities and equity	$	3,420,449	$	182,150	$	631,390	$	(721,655	)	$	3,512,334

Condensed Consolidating Statements of Income

	For the Three Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	202,788		$	1,222		$	45,383		$	(947	)	$	248,446
Operating expenses		142,389			782			27,546			(947	)		169,770
Equity in net earnings of subsidiaries		11,855			-			-			(11,855	)		-
Operating income		72,254			440			17,837			(11,855	)		78,676
Loss from earnings of BBEP		(26,207	)		-			-			-			(26,207	)
Interest expense and other		77,085			-			(1,459	)		-			75,626
Income tax expense		(14,545	)		(154	)		(4,809	)		-			(19,508	)
Net income	$	108,587		$	286		$	11,569		$	(11,855	)	$	108,587

	For the Three Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	195,394		$	1,566		$	28,700		$	(629	)	$	225,031		$	27,194		$	(23,655	)	$	228,570
Operating expenses		103,657			2,470			23,797			(629	)		129,295			14,063			(23,655	)		119,703
Equity in net earnings of subsidiaries		5,544			6,172			-			(5,544	)		6,172			-			(6,172	)		-
Operating income		97,281			5,268			4,903			(5,544	)		101,908			13,131			(6,172	)		108,867
Income from earnings of BBEP		23,168			-			-			-			23,168			-			-			23,168
Interest expense and other		11,658			-			(1,785	)		-			9,873			(2,945	)		-			6,928
Income tax expense		(45,304	)		(1,843	)		(999	)		-			(48,146	)		(73	)		-			(48,219	)
Net income	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	10,113		$	(6,172	)	$	90,744
Net income attributable to noncontrolling interests		-			-			-			-			-			(3,941	)		-			(3,941	)
Net income attributable to Quicksilver	$	86,803		$	3,425		$	2,119		$	(5,544	)	$	86,803		$	6,172		$	(6,172	)	$	86,803

	For the Six Months Ended June 30, 2011
				Restricted			Restricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	382,359		$	2,489		$	77,724		$	(1,939	)	$	460,633
Operating expenses		279,559			2,804			102,326			(1,939	)		382,750
Equity in net earnings of subsidiaries		(21,954	)		-			-			21,954			-
Operating income (loss)		80,847			(315	)		(24,602	)		21,954			77,883
Loss from earnings of BBEP		(47,091	)		-			-			-			(47,091	)
Interest expense and other		33,815			-			(3,246	)		-			30,569
Income tax (expense) benefit		(29,741	)		109			6,100			-			(23,532	)
Net income (loss)	$	37,829		$	(206	)	$	(21,748	)	$	21,954		$	37,829

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted			Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary			and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations			Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue	$	377,894		$	3,211		$	64,549		$	(1,325	)	$	444,329		$	51,933		$	(45,534	)	$	450,728
Operating expenses		231,498			4,353			47,142			(1,325	)		281,668			29,882			(45,534	)		266,016
Equity in net earnings of subsidiaries		16,146			9,949			-			(16,146	)		9,949			-			(9,949	)		-
Operating income		162,542			8,807			17,407			(16,146	)		172,610			22,051			(9,949	)		184,712
Income from earnings of BBEP		7,179			-			-			-			7,179			-			-			7,179
Interest expense and other		(28,401	)		-			(3,222	)		-			(31,623	)		(5,623	)		-			(37,246	)
Income tax expense benefit		(46,329	)		(3,082	)		(3,764	)		-			(53,175	)		(126	)		-			(53,301	)
Net income	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	16,302		$	(9,949	)	$	101,344
Net income attributable to noncontrolling interests		-			-			-			-			-			(6,353	)		-			(6,353	)
Net income attributable to Quicksilver	$	94,991		$	5,725		$	10,421		$	(16,146	)	$	94,991		$	9,949		$	(9,949	)	$	94,991

Condensed Consolidating Statements of Cash Flows

	For the Six Months Ended June 30, 2011
				Restricted			Restricted					Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Consolidating		Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net cash flow provided by operations	$	96,029		$	1,137		$	26,186		$	-	$	123,352
Capital expenditures		(275,753	)		(1,137	)		(119,266	)		-		(396,156	)
Proceeds from sale of BBEP units		134,423			-			-			-		134,423
Proceeds from sale of properties and equipment		1,925			-			1,198			-		3,123
Net cash flow used by investing activities		(139,405	)		(1,137	)		(118,068	)		-		(258,610	)
Issuance of debt		153,500			-			102,945			-		256,445
Repayments of debt		(160,880	)		-			(9,292	)		-		(170,172	)
Proceeds from exercise of stock options		622			-			-			-		622
Purchase of treasury stock		(4,801	)		-			-			-		(4,801	)
Net cash flow provided (used) by financing activities		(11,559	)		-			93,653			-		82,094
Effect of exchange rates on cash		-			-			(1,771	)		-		(1,771	)
Net decrease in cash and equivalents		(54,935	)		-			-			-		(54,935	)
Cash and equivalents at beginning of period		54,937			-			-			-		54,937
Cash and equivalents at end of period	$	2		$	-		$	-		$	-	$	2

	For the Six Months Ended June 30, 2010
				Restricted			Restricted			Restricted		Quicksilver			Unrestricted						Quicksilver
	Quicksilver			Guarantor			Non-Guarantor			Subsidiary		and Restricted			Non-Guarantor			Consolidating			Resources Inc.
	Resources Inc.			Subsidiaries			Subsidiaries			Eliminations		Subsidiaries			Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash flow provided by operating activities	$	187,555		$	100		$	43,850		$	-	$	231,505		$	26,749		$	(11,747	)	$	246,507
Capital expenditures		(271,897	)		(100	)		(46,987	)		-		(318,984	)		(34,845	)		(2,573	)		(356,402	)
Distribution to parent		80,276			-			-			-		80,276			(80,276	)		-			-
Proceeds from sale of properties and equipment		864			-			-			-		864			-			-			864
Net cash flow used by investing activities		(190,757	)		(100	)		(46,987	)		-		(237,844	)		(115,121	)		(2,573	)		(355,538	)
Issuance of debt		376,000			-			39,532			-		415,532			124,500			-			540,032
Repayments of debt		(352,500	)		-			(34,013	)		-		(386,513	)		(23,100	)		-			(409,613	)
Debt issuance costs		(109	)		-			-			-		(109	)		-			-			(109	)
Gas Purchase Commitment - net		(16,592	)		-			-			-		(16,592	)		-			-			(16,592	)
Issuance of KGS common units		-			-			-			-		-			11,054			-			11,054
Distributions to parent		-			-						-		-			(14,320	)		14,320			-
Distributions to noncontrolling interests		-			-			-			-		-			(8,808	)		-			(8,808	)
Proceeds from exercise of stock options		1,209			-			-			-		1,209			-			-			1,209
Treasury transactions - equity		(4,804	)		-			-			-		(4,804	)		(1,144	)		-			(5,948	)
Net cash flow provided by financing activities		3,204			-			5,519			-		8,723			88,182			14,320			111,225
Effect of exchange rates on cash		-			-			(671	)		-		(671	)		-			-			(671	)
Net increase (decrease) in cash and equivalents		2			-			1,711					1,713			(190	)		-			1,523
Cash and equivalents at beginning of period		5			-			1,034			-		1,039			746			-			1,785
Cash and equivalents at end of period	$	7		$	-		$	2,745				$	2,752		$	556		$	-		$	3,308

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Stock-Based Compensation (Narrative) (Details) (USD $)	1 Months Ended	6 Months Ended				6 Months Ended			12 Months Ended	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2011	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2010	Jun. 30, 2011 Restricted Stock [Member]	Jun. 30, 2011 Stock Option [Member]	Jun. 30, 2010 Stock Option [Member]	Dec. 31, 2010 KGS Phantom Unit [Member]	Jun. 30, 2011 Quicksilver Resources Inc. [Member]	Jun. 30, 2010 Quicksilver Resources Inc. [Member]
Estimated fair value of options to purchase common stock		$ 7,600,000
Common stock, shares authorized	400,000,000	400,000,000	400,000,000		400,000,000			3,800,000
Common stock, par value	$ 0.01	$ 0.01	$ 0.01		$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000	10,000,000		10,000,000
Preferred stock, par value	$ 0.01	$ 0.01	$ 0.01		$ 0.01
Expenses for all unvested stock options		3,500,000		3,500,000
Cash received from exercise of stock options		622,000	1,209,000							622,000	1,209,000
Total intrinsic values of options							800,000
Total unvested compensation		6,800,000	6,700,000
Estimated grant date fair value						17,000,000
Unrecognized compensation cost									13,900,000
Fair value of unvested RSU settled in cash	5,900,000
Total fair value of restricted shares and RSUs vested		$ 13,200,000
Common stock, shares, outstanding	171,300,000	171,300,000			170,500,000

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Condensed Consolidating Financial Information (Schedule Of Condensed Consolidated Balance Sheets) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Current assets	$ 165,576	$ 238,172
Property and equipment	3,291,953	3,067,845
Assets of midstream operations	27,526	27,178
Investment in subsidiaries (equity method)	12,620	83,341
Other assets	91,508	95,798
Total assets	3,589,183	3,512,334
Current liabilities	411,086	463,100
Long-term liabilities	2,096,486	1,988,395
Liabilities of midstream operations held for sale	1,465	1,431
Quicksilver stockholders' equity	1,080,146	1,059,408
Total liabilities and equity	3,589,183	3,512,334
Quicksilver Resources Inc. [Member]
Current assets	226,504	295,697
Property and equipment	2,597,280	2,417,680
Investment in subsidiaries (equity method)	276,769	367,845
Other assets	328,042	339,227
Total assets	3,428,595	3,420,449
Current liabilities	469,626	496,631
Long-term liabilities	1,878,823	1,864,410
Quicksilver stockholders' equity	1,080,146	1,059,408
Total liabilities and equity	3,428,595	3,420,449
Restricted Guarantor Subsidiaries [Member]
Current assets	87,167	86,582
Property and equipment	67,637	68,390
Assets of midstream operations	27,526	27,178
Total assets	182,330	182,150
Current liabilities	107,061	106,627
Long-term liabilities	20,373	20,346
Liabilities of midstream operations held for sale	1,465	1,431
Quicksilver stockholders' equity	53,431	53,746
Total liabilities and equity	182,330	182,150
Restricted Non-Guarantor Subsidiaries [Member]
Current assets	45,540	49,424
Property and equipment	627,036	581,775
Other assets	7,086	191
Total assets	679,662	631,390
Current liabilities	28,034	53,373
Long-term liabilities	440,910	347,259
Quicksilver stockholders' equity	210,718	230,758
Total liabilities and equity	679,662	631,390
Consolidating Eliminations [Member]
Current assets	(193,635)	(193,531)
Investment in subsidiaries (equity method)	(264,149)	(284,504)
Other assets	(243,620)	(243,620)
Total assets	(701,404)	(721,655)
Current liabilities	(193,635)	(193,531)
Long-term liabilities	(243,620)	(243,620)
Quicksilver stockholders' equity	(264,149)	(284,504)
Total liabilities and equity	$ (701,404)	$ (721,655)

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Investment In BBEP

6 Months Ended

Jun. 30, 2011

Investment In BBEP

Investment In BBEP

4.  INVESTMENT IN BBEP

          At June 30, 2011, we owned 8.6 million BBEP Units, or 15% of BBEP, whose price closed at $19.46 per unit as of that date.  Our ownership interest in BBEP was reduced in February 2011 when BBEP issued approximately 4.9 million BBEP Units.  During the six months ended June 30, 2011, we have continued to reduce our ownership through the sale of approximately 7.1 million BBEP Units at a weighted average unit sales price of $18.99.  We recognized a gain of $123.8 million as other income for the difference between our weighted average carrying value of $1.51 per BBEP Unit and the net sales proceeds.  In July 2011, underwriters exercised their option to purchase 600,000 additional shares for proceeds of $11.4 million, which reduced our total ownership in BBEP to 13.5% at July 31, 2011.

          Changes in the balance of our investment in BBEP for the six months ended June 30, 2011 were as follows:

(In thousands)
Balance at December 31, 2010	$	83,341
Equity loss in BBEP		(47,091	)
Distributions from BBEP		(12,959	)
BBEP Units sold		(10,671	)
Ending investment balance	$	12,620

          We account for our investment in BBEP Units using the equity method, utilizing a one-quarter lag from BBEPs publicly available information.  Summarized estimated financial information for BBEP is as follows:

	For the Three Months Ended					For the Six Months Ended
	March 31,					March 31,
	2011			2010		2011			2010
	(In thousands)					(In thousands)
Revenue (1)	$	(12,704	)	$	133,166	$	5,461		$	171,429
Operating expense		73,937			69,277		153,420			142,549
Operating income (loss)		(86,641	)		63,889		(147,959	)		28,880
Interest and other (2)		9,074			5,835		19,063			11,694
Income tax expense (benefit)		(1,002	)		144		(1,441	)		(1,030	)
Noncontrolling interests		34			71		69			90
Net income (loss) available to BBEP	$	(94,747	)	$	57,839	$	(165,650	)	$	18,126

(1)	For the three months ended March 31, 2011 and 2010, unrealized losses of $112.6 million and unrealized gains of $39.9 million on commodity derivatives were recognized, respectively.  For the six months ended March 31, 2011 and 2010, unrealized losses of $194.9 million and $14.8 million on commodity derivatives were recognized, respectively.
(2)	The three months ended March 31, 2011 and 2010 included unrealized gains of $1.4 million and $0.7 million, respectively, from interest rate swaps.  The six months ended March 31, 2011 and 2010 included unrealized gains of $4.5 million and $2.4 million, respectively, from interest rate swaps.

	As of		As of
	March 31, 2011		December 31, 2010
	(In thousands)
Current assets	$	113,100	$	130,017
Property, plant and equipment		1,708,353		1,722,295
Other assets		49,199		77,855
Current liabilities		120,957		101,317
Long-term debt		413,240		528,116
Other non-current liabilities		141,304		91,477
Total equity		1,195,151		1,209,257

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Transactions With Related Parties

6 Months Ended

Jun. 30, 2011

Transactions With Related Parties

Transactions With Related Parties

14.  TRANSACTIONS WITH RELATED PARTIES

          As of June 30, 2011, members of the Darden family and entities controlled by them beneficially own approximately 32% of our outstanding common stock.  Thomas Darden, Glenn Darden and Anne Darden Self are officers and directors of Quicksilver.

          We paid $0.1 million and $0.5 million in the first six months of 2011 and 2010, respectively for rent on buildings owned by entities controlled by members of the Darden family.  Rental rates were determined based on comparable rates charged by third parties.

          During the first six months of 2011 and 2010, we paid $0.3 million and $0.2 million, respectively, for use of an airplane owned by an entity controlled by members of the Darden family.  Usage rates were determined based upon comparable rates charged by third parties.

          Payments received from Mercury for sublease rentals, employee insurance coverage and administrative services were $0.2 million for the first six months of 2010.  In late 2010, Mercury changed carriers for its employees health insurance plan, thereby reducing our charges to, and payments from, Mercury.  Those 2011 payments received from Mercury were negligible.

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Supplemental Cash Flow Information (Cash Paid (Received) For Interest And Income Taxes) (Details) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Supplemental Cash Flow Information
Interest, net of capitalized interest	$ 86,198	$ 55,713
Income taxes	$ 5,904	$ (6,917)

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Condensed Consolidating Financial Information (Schedule of Condensed Consolidated Statements of Cash Flows) (Details) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Net cash flow provided by operations	$ 123,352	$ 246,507
Capital expenditures	(396,156)	(356,402)
Proceeds from sale of BBEP Units	134,423
Proceeds from sale of properties and equipment	3,123	864
Net cash flow used for investing activities	(258,610)	(355,538)
Issuance of debt	256,445	540,032
Repayments of debt	(170,172)	(409,613)
Purchase of treasury stock	(4,801)	(4,804)
Debt issuance costs paid		(109)
Gas Purchase Commitment - net		(16,592)
Issuance of KGS common units		11,054
Distributions to noncontrolling interests		(8,808)
Proceeds from exercise of stock options	622	1,209
Treasury transactions - equity		(5,948)
Net cash flow provided by financing activities	82,094	111,225
Effect of exchange rates on cash	(1,771)	(671)
Net decrease in cash and equivalents	(54,935)	1,523
Cash and equivalents at beginning of period	54,937	1,785
Cash and equivalents at end of period	2	3,308
Quicksilver Resources Inc. [Member]
Net cash flow provided by operations	96,029	187,555
Capital expenditures	(275,753)	(271,897)
Proceeds from sale of BBEP Units	134,423
Distribution to parent		80,276
Proceeds from sale of properties and equipment	1,925	864
Net cash flow used for investing activities	(139,405)	(190,757)
Issuance of debt	153,500	376,000
Repayments of debt	(160,880)	(352,500)
Purchase of treasury stock	(4,801)
Debt issuance costs paid		(109)
Gas Purchase Commitment - net		(16,592)
Proceeds from exercise of stock options	622	1,209
Treasury transactions - equity		(4,804)
Net cash flow provided by financing activities	(11,559)	3,204
Net decrease in cash and equivalents	(54,935)	2
Cash and equivalents at beginning of period	54,937	5
Cash and equivalents at end of period	2	7
Restricted Guarantor Subsidiaries [Member]
Net cash flow provided by operations	1,137	100
Capital expenditures	(1,137)	(100)
Net cash flow used for investing activities	(1,137)	(100)
Restricted Non-Guarantor Subsidiaries [Member]
Net cash flow provided by operations	26,186	43,850
Capital expenditures	(119,266)	(46,987)
Proceeds from sale of properties and equipment	1,198
Net cash flow used for investing activities	(118,068)	(46,987)
Issuance of debt	102,945	39,532
Repayments of debt	(9,292)	(34,013)
Net cash flow provided by financing activities	93,653	5,519
Effect of exchange rates on cash	(1,771)	(671)
Net decrease in cash and equivalents		1,711
Cash and equivalents at beginning of period		1,034
Cash and equivalents at end of period		2,745
Quicksilver and Restricted Subsidiaries [Member]
Net cash flow provided by operations		231,505
Capital expenditures		(318,984)
Distribution to parent		80,276
Proceeds from sale of properties and equipment		864
Net cash flow used for investing activities		(237,844)
Issuance of debt		415,532
Repayments of debt		(386,513)
Debt issuance costs paid		(109)
Gas Purchase Commitment - net		(16,592)
Proceeds from exercise of stock options		1,209
Treasury transactions - equity		(4,804)
Net cash flow provided by financing activities		8,723
Effect of exchange rates on cash		(671)
Net decrease in cash and equivalents		1,713
Cash and equivalents at beginning of period		1,039
Cash and equivalents at end of period		2,752
Unrestricted Non-Guarantor Subsidiaries [Member]
Net cash flow provided by operations		26,749
Capital expenditures		(34,845)
Distribution to parent		(80,276)
Net cash flow used for investing activities		(115,121)
Issuance of debt		124,500
Repayments of debt		(23,100)
Issuance of KGS common units		11,054
Distributions to parent		(14,320)
Distributions to noncontrolling interests		(8,808)
Treasury transactions - equity		(1,144)
Net cash flow provided by financing activities		88,182
Net decrease in cash and equivalents		(190)
Cash and equivalents at beginning of period		746
Cash and equivalents at end of period		556
Consolidating Eliminations [Member]
Net cash flow provided by operations		(11,747)
Capital expenditures		(2,573)
Proceeds from sale of BBEP Units
Proceeds from sale of properties and equipment
Net cash flow used for investing activities		(2,573)
Issuance of debt
Repayments of debt
Purchase of treasury stock
Distributions to parent		14,320
Proceeds from exercise of stock options
Net cash flow provided by financing activities		14,320
Effect of exchange rates on cash
Net decrease in cash and equivalents
Cash and equivalents at beginning of period
Cash and equivalents at end of period

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Derivatives And Fair Value Measurements (Price Collars And Hedging For Anticipated NGL Production) (Details)	6 Months Ended
	Jun. 30, 2011 MBbls Mcf MMcf
Derivatives And Fair Value Measurements
Gas 2011	190
NGL 2011	10.5
Gas 2012	165
NGL 2012	4.0
Gas 2013	105
NGL 2013
Gas 2014-2015	65
NGL 2014-2015
Gas 2016-2021	35
NGL 2016-2021

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Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2011

Stock-Based Compensation

Estimated Fair Value Of Stock Options Granted

	2011
Wtd avg grant date fair value	$9.16
Wtd avg grant date	Jan 3, 2011
Wtd avg risk-free interest rate	2.38%
Expected life (in years)	6.0
Wtd avg volatility	66.8%
Expected dividends	-

Stock Option Activity

				Wtd Avg		Wtd Avg		Aggregate
				Exercise		Remaining		Intrinsic
	Shares			Price		Contractual Life		Value
						(In years)		(In thousands)
Outstanding at January 1, 2011		3,348,642		$	11.10
Granted		834,970			14.88
Exercised		(100,149	)		6.21
Cancelled		(176,636	)		13.71
Outstanding at June 30, 2011		3,906,827		$	11.91		7.9	$	17,079
Exercisable at June 30, 2011		1,949,505		$	11.62		7.2	$	11,450

Restricted Stock And RSU Activity And KGS Phantom Activity

	Payable in shares					Payable in cash
				Wtd Avg					Wtd Avg
				Grant Date					Grant Date
	Shares			Fair Value		Shares			Fair Value
Outstanding at January 1, 2011		2,329,089		$	11.27		372,633		$	10.31
Granted		1,144,724			14.85		214,515			14.88
Vested		(1,090,230	)		12.07		(137,463	)		9.50
Cancelled		(114,094	)		11.98		(48,693	)		13.25
Outstanding at June 30, 2011		2,269,489		$	12.66		400,992		$	13.11

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Condensed Consolidated Statements Of Equity (USD $) In Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Income [Member]	Retained Earnings [Member]	Noncontrolling Interest [Member]	Total
Balances at Dec. 31, 2009	$ 1,745	$ 730,265	$ (36,363)	$ 121,336	$ (180,985)	$ 60,824	$ 696,822
Net income					94,991	6,353	101,344
Hedge derivative contract settlements reclassified into earnings from AOCI, net of income tax				(72,358)			(72,358)
Net change in derivative fair value, net of income tax				112,693			112,693
Currency translation adjustment				(2,755)			(2,755)
Issuance & vesting of stock compensation	8	10,187	(4,804)			190	5,581
Stock option exercises	2	1,207					1,209
Issuance of KGS common units		6,746				4,308	11,054
Distributions paid on KGS common units						(8,808)	(8,808)
Balances at Jun. 30, 2010	1,755	748,405	(41,167)	158,916	(85,994)	62,867	844,782
Balances at Dec. 31, 2010	1,755	714,869	(41,487)	130,187	254,084		1,059,408
Net income					37,829		37,829
Hedge derivative contract settlements reclassified into earnings from AOCI, net of income tax				(27,017)			(27,017)
Net change in derivative fair value, net of income tax				(6,713)			(6,713)
Currency translation adjustment				10,432			10,432
Issuance & vesting of stock compensation	11	10,376	(4,801)				5,586
Stock option exercises	1	620					621
Balances at Jun. 30, 2011	$ 1,767	$ 725,865	$ (46,288)	$ 106,889	$ 291,913		$ 1,080,146

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Crestwood Transaction And Midstream Operations (Tables)

6 Months Ended

Jun. 30, 2011

Crestwood Transaction And Midstream Operations

Operating Results

	For the Three			For the Six
	Months Ended			Months Ended
	June 30, 2010			June 30, 2010
	(In thousands)
Revenue from third parties	$	4,423		$	8,167
GPT expense (1)		(18,758	)		(35,280	)
Ad valorem taxes		1,122			2,655
Other operations		878			2,152
DD&A		6,384			12,510
General and administrative expense		617			1,745
Operating results of midstream operations		14,180			24,385
Interest and other expense		(2,308	)		(4,390	)
Results of midstream operations before income tax		11,872			19,995
Income tax expense		(4,195	)		(7,073	)
Results of midstream operations, net of income tax	$	7,677		$	12,922

⁽¹⁾ Our KGS operations earned revenue from gathering and processing of our natural gas and NGL production.  This revenue was consolidated as a reduction of processing, gathering and transportation expense for purposes of presenting our consolidated statements of income.

Balance Sheet Items

	June 30,		December 31,
	2011		2010
	(In thousands)
Assets:
Accounts receivable - net	$	40	$	57
Property, plant and equipment - net		27,486		27,121
Total	$	27,526	$	27,178
Liabilities:
Other non-current liabilities	$	1,465	$	1,431
Total	$	1,465	$	1,431

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Investment In BBEP (Changes In Balance Of Investment In BBEP) (Details) (USD $) In Thousands, except Share data	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Balance at December 31, 2010	$ 83,341
Conveyance of BBEP common units, number of units	3,619,901	3,619,901
Balance at June 30, 2011	12,620
BBEP [Member]
Balance at December 31, 2010	83,341
Equity income from BBEP	(47,091)
Distributions from BBEP	(12,959)
BBEP Units sold	(10,671)
Balance at June 30, 2011	$ 12,620

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Investment In Breitburn (Tables)

6 Months Ended

Jun. 30, 2011

Investment In BBEP

Changes In Balance Of Investment In BBEP

(In thousands)
Balance at December 31, 2010	$	83,341
Equity loss in BBEP		(47,091	)
Distributions from BBEP		(12,959	)
BBEP Units sold		(10,671	)
Ending investment balance	$	12,620

Operations Statement

	For the Three Months Ended					For the Six Months Ended
	March 31,					March 31,
	2011			2010		2011			2010
	(In thousands)					(In thousands)
Revenue (1)	$	(12,704	)	$	133,166	$	5,461		$	171,429
Operating expense		73,937			69,277		153,420			142,549
Operating income (loss)		(86,641	)		63,889		(147,959	)		28,880
Interest and other (2)		9,074			5,835		19,063			11,694
Income tax expense (benefit)		(1,002	)		144		(1,441	)		(1,030	)
Noncontrolling interests		34			71		69			90
Net income (loss) available to BBEP	$	(94,747	)	$	57,839	$	(165,650	)	$	18,126

(1)	For the three months ended March 31, 2011 and 2010, unrealized losses of $112.6 million and unrealized gains of $39.9 million on commodity derivatives were recognized, respectively.  For the six months ended March 31, 2011 and 2010, unrealized losses of $194.9 million and $14.8 million on commodity derivatives were recognized, respectively.
(2)	The three months ended March 31, 2011 and 2010 included unrealized gains of $1.4 million and $0.7 million, respectively, from interest rate swaps.  The six months ended March 31, 2011 and 2010 included unrealized gains of $4.5 million and $2.4 million, respectively, from interest rate swaps.

Financial Statement

	As of		As of
	March 31, 2011		December 31, 2010
	(In thousands)
Current assets	$	113,100	$	130,017
Property, plant and equipment		1,708,353		1,722,295
Other assets		49,199		77,855
Current liabilities		120,957		101,317
Long-term debt		413,240		528,116
Other non-current liabilities		141,304		91,477
Total equity		1,195,151		1,209,257

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Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Operating activities:
Net income	$ 37,829	$ 101,344
Adjustments to reconcile net income to net cash provided by operating activities:
Depletion, depreciation and accretion	107,175	97,426
Impairment expense	49,063
Deferred income tax expense	17,667	52,243
Non-cash gain from commodity derivatives	(19,115)
Non-cash gain from hedge ineffectiveness	(818)	(27,852)
Stock-based compensation	10,386	11,529
Non-cash interest expense	7,872	10,178
Gain on disposition of BBEP Units	(123,752)	(35,426)
Loss from BBEP in excess of cash distributions	60,050	826
Other	1,111	(469)
Changes in assets and liabilities
Accounts receivable	(8,608)	22,858
Derivative assets at fair value	(25,110)	18,682
Prepaid expenses and other assets	(4,426)	(11,144)
Accounts payable	(25,859)	(20,169)
Accrued and other liabilities	14,777	26,481
Net cash provided by operating activities	123,352	246,507
Investing activities:
Capital expenditures	(396,156)	(356,402)
Proceeds from sale of BBEP Units	134,423
Proceeds from sale of properties and equipment	3,123	864
Net cash used by investing activities	(258,610)	(355,538)
Financing activities:
Issuance of debt	256,445	540,032
Repayments of debt	(170,172)	(409,613)
Debt issuance costs paid		(109)
Gas Purchase Commitment repayments		(16,592)
Issuance of KGS common units - net of offering costs		11,054
Distributions paid on KGS common units		(8,808)
Proceeds from exercise of stock options	622	1,209
Taxes paid on vesting of KGS equity compensation		(1,144)
Purchase of treasury stock	(4,801)	(4,804)
Net cash provided by financing activities	82,094	111,225
Effect of exchange rate changes in cash	(1,771)	(671)
Net increase (decrease) in cash	(54,935)	1,523
Cash and equivalents at beginning of period	54,937	1,785
Cash and equivalents at end of period	$ 2	$ 3,308

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2011

Stock-Based Compensation

Stock-Based Compensation

9.  QUICKSILVER STOCKHOLDERS EQUITY  

Common Stock, Preferred Stock and Treasury Stock  

          We are authorized to issue 400 million shares of common stock with a $0.01 par value per share and 10 million shares of preferred stock with a $0.01 par value per share.  At June 30, 2011 and December 31, 2010, we had 171.3 million and 170.5 million shares of common stock outstanding, respectively.  

          Note 16 to the consolidated financial statements in our 2010 Annual Report on Form 10-K contains additional information about our equity-based compensation plan.  

Stock Options  

          Options to purchase shares of common stock were granted in 2011 with an estimated fair value of $7.6 million.  The following summarizes the values from and assumptions for the Black-Scholes option pricing model for stock options issued during the six months ended June 30, 2011:  

	2011
Wtd avg grant date fair value	$9.16
Wtd avg grant date	Jan 3, 2011
Wtd avg risk-free interest rate	2.38%
Expected life (in years)	6.0
Wtd avg volatility	66.8%
Expected dividends	-

          The following table summarizes our stock option activity for the six months ended June 30, 2011:

				Wtd Avg		Wtd Avg		Aggregate
				Exercise		Remaining		Intrinsic
	Shares			Price		Contractual Life		Value
						(In years)		(In thousands)
Outstanding at January 1, 2011		3,348,642		$	11.10
Granted		834,970			14.88
Exercised		(100,149	)		6.21
Cancelled		(176,636	)		13.71
Outstanding at June 30, 2011		3,906,827		$	11.91		7.9	$	17,079
Exercisable at June 30, 2011		1,949,505		$	11.62		7.2	$	11,450

          We estimate that a total of 3.8 million stock options will become vested including those options already exercisable.  Compensation expense related to stock options of $3.5 million was recognized for each of the six months ended June 30, 2011 and 2010.  Cash received from the exercise of stock options totaled $0.6 million for the six months ended June 30, 2011.  The total intrinsic value of those options exercised was $0.8 million.  

Restricted Stock

          The following table summarizes our restricted stock and stock unit activity for the six months ended June 30, 2011:

	Payable in shares					Payable in cash
				Wtd Avg					Wtd Avg
				Grant Date					Grant Date
	Shares			Fair Value		Shares			Fair Value
Outstanding at January 1, 2011		2,329,089		$	11.27		372,633		$	10.31
Granted		1,144,724			14.85		214,515			14.88
Vested		(1,090,230	)		12.07		(137,463	)		9.50
Cancelled		(114,094	)		11.98		(48,693	)		13.25
Outstanding at June 30, 2011		2,269,489		$	12.66		400,992		$	13.11

          As of December 31, 2010, the unrecognized compensation cost related to outstanding unvested restricted stock was $13.9 million, which is expected to be recognized in expense through December 2013.  Grants of restricted stock and RSUs during the six months ended June 30, 2011 had an estimated grant date fair value of $17.0 million.  The fair value of RSUs settled in cash was $5.9 million at June 30, 2011.  For the six months ended June 30, 2011 and 2010, compensation expense of $6.8 million and $6.7 million, respectively, was recognized.  The total fair value of shares vested during the six months ended June 30, 2011 was $13.2 million.

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Commitments And Contingencies (Cumulative Letters Of Credit) (Details) In Thousands	Jun. 30, 2011 June 1, 2011 USD ($)		Jun. 30, 2011 June 1, 2011 CAD		Jun. 30, 2011 March 1, 2012 USD ($)	Jun. 30, 2011 March 1, 2012 CAD	Jun. 30, 2011 October 1, 2012 USD ($)	Jun. 30, 2011 October 1, 2012 CAD	Jun. 30, 2011 July 1 2013 USD ($)	Jun. 30, 2011 July 1 2013 CAD	Jun. 30, 2011 October 1, 2013 USD ($)	Jun. 30, 2011 October 1, 2013 CAD
Cumulative letters of credit	$ 33,849	[1]	32,648	[1]	$ 70,776	68,264	$ 113,857	109,816	$ 153,861	148,400	$ 307,722	296,800

[1] A letter of credit for C$32,648 is outstanding for the NGTL Project as of June 30, 2011.

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Stock-Based Compensation (Restricted Stock And RSU Activity And KGS Phantom Activity) (Details) (USD $)	6 Months Ended
	Jun. 30, 2011
Outstanding at January 1, 2011	3,348,642
Granted	834,970
Cancelled	(176,636)
Outstanding at June 30, 2011	3,906,827
Payable In Cash [Member]
Outstanding at January 1, 2011	372,633
Granted	214,515
Vested	(137,463)
Cancelled	(48,693)
Outstanding at June 30, 2011	400,992
Beginning weighted average grant date, fair value	$ 10.31
Granted weighted average grant date, fair value	$ 14.88
Vested weighted average grant date, fair value	$ 9.50
Cancelled weighted average grant date, fair value	$ 13.25
Ending weighted average grant date, fair value	$ 13.11
Payable in Units [Member]
Outstanding at January 1, 2011	2,329,089
Granted	1,144,724
Vested	(1,090,230)
Cancelled	(114,094)
Outstanding at June 30, 2011	2,269,489
Beginning weighted average grant date, fair value	$ 11.27
Granted weighted average grant date, fair value	$ 14.85
Vested weighted average grant date, fair value	$ 12.07
Cancelled weighted average grant date, fair value	$ 11.98
Ending weighted average grant date, fair value	$ 12.66

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Crestwood Transaction And Midstream Operations (Operating Results) (Details) (USD $) In Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010		Jun. 30, 2011	Jun. 30, 2010
Other operations	$ 23	$ 970		$ 183	$ 2,224
General and administrative expense	15,770	17,217		34,161	37,740
Operating results of midstream operations	78,676	108,867		77,883	184,712
Income tax expense	(19,508)	(48,219)		(23,532)	(53,301)
Quicksilver Resources Inc. [Member]
Operating results of midstream operations	72,254	97,281		80,847	162,542
Income tax expense	(14,545)	(45,304)		(29,741)	(46,329)
Midstream Operations [Member]
Revenue from third parties		4,423			8,167
GPT expense		(18,758)	[1]		(35,280)	[1]
Ad valorem taxes		1,122			2,655
Other operations		878			2,152
DD&A		6,384			12,510
General and administrative expense		617			1,745
Operating results of midstream operations		14,180			24,385
Interest and other expense		(2,308)			(4,390)
Results of midstream operations before income tax		11,872			19,995
Income tax expense		(4,195)			(7,073)
Results of midstream operations, net of income tax		$ 7,677			$ 12,922

[1] Our KGS operations earned revenue from gathering and processing of our natural gas and NGL production. This revenue was consolidated as a reduction of processing, gathering and transportation expense for purposes of presenting our consolidated statements of income.

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Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2011

Supplemental Cash Flow Information

Supplemental Cash Flow Information

13.  SUPPLEMENTAL CASH FLOW INFORMATION

          Cash paid (received) for interest and income taxes was as follows:

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Interest, net of capitalized interest	$	86,198	$	55,713
Income taxes		5,904		(6,917	)

          Other significant non-cash transactions were as follows:

	For the Six Months Ended
	June 30,
	2011		2010
	(In thousands)
Working capital related to capital expenditures	$	64,285	$	102,878
Conveyance of 3,619,901 BBEP common units for producing properties		-		54,407

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Condensed Consolidated Statements Of Income And Comprehensive Income (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenue:
Production	$ 207,706	$ 211,687	$ 398,006	$ 413,250
Sales of purchased natural gas	19,560	16,821	39,986	33,045
Other	21,180	62	22,641	4,433
Total revenue	248,446	228,570	460,633	450,728
Operating expense:
Lease operating	24,484	21,523	45,693	41,488
Gathering, processing and transportation	46,726	16,658	91,088	32,659
Production and ad valorem taxes	8,506	8,910	16,087	17,416
Costs of purchased natural gas	19,557	3,756	39,300	37,063
Other operating	23	970	183	2,224
Depletion, depreciation and accretion	54,704	50,669	107,175	97,426
Impairment			49,063
General and administrative	15,770	17,217	34,161	37,740
Total expense	169,770	119,703	382,750	266,016
Operating income	78,676	108,867	77,883	184,712
Income (loss) from earnings of BBEP	(26,207)	23,168	(47,091)	7,179
Other income - net	123,178	53,050	124,299	53,393
Interest expense	(47,552)	(46,122)	(93,730)	(90,639)
Income before income taxes	128,095	138,963	61,361	154,645
Income tax expense	(19,508)	(48,219)	(23,532)	(53,301)
Net income	108,587	90,744	37,829	101,344
Net income attributable to noncontrolling interests		(3,941)		(6,353)
Net income attributable to Quicksilver	108,587	86,803	37,829	94,991
Other comprehensive income (loss) - net of tax:
Reclassification adjustments related to settlements of derivative contracts - net of income tax	(10,798)	(46,089)	(27,017)	(72,358)
Net change in derivative fair value - net of income tax	10,482	14,087	(6,713)	112,693
Foreign currency translation adjustment	(1,572)	(9,715)	10,432	(2,755)
Other comprehensive income (loss)	(1,888)	(41,717)	(23,298)	37,580
Comprehensive income	$ 106,669	$ 45,086	$ 14,531	$ 132,571
Earnings per common share - basic	$ 0.63	$ 0.51	$ 0.22	$ 0.56
Earnings per common share - diluted	$ 0.61	$ 0.49	$ 0.22	$ 0.54

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Derivatives And Fair Value Measurements (Narrative) (Details) (USD $) In Millions	6 Months Ended		12 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010 2009 Interest Rate Swaps [Member]	Dec. 31, 2010 2010 Interest Rate Swaps [Member]
Senior notes maturity			2015
Cash received in settlement of hedge			$ 41.5
Interest previously accrued and earned				10.7
Fair value adjustment of debt				30.8
Estimated remaining liability				25.1
Gains and losses from the effective portion of derivative assets and liabilities held in AOCI expected to be reclassified into earnings	40.1
Hedge derivative ineffectiveness resulted in gains	0.8
Hedge derivative ineffectiveness resulted in losses		$ 1.6

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Long-Term Debt (Narrative) (Details) (USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Borrowing base on Senior Secured Credit Facility	$ 175,000,000
Debt conversion price	18.34
Common stock, shares, outstanding	171,300,000	170,500,000
Interest expense on convertible debentures	5,300,000
Contractual interest	1,400,000
Senior Secured Credit Facility [Member]
Borrowing base on Senior Secured Credit Facility	1,000,000,000
Remaining amount under credit facility	803,000,000
Convertible Debentures [Member]
Debt conversion ratio	65.4418
Debenture Current Interest rate	1.875%
Debt conversion price	1,000
Debt instrument conversion price percentage	120
Common stock, shares, outstanding	9,816,270
Debt instrument, unamortized discount	2,700,000	6,500,000
Convertible debentures, net of unamortized discount	147,347,000	143,478,000
Effective interest rate	6.75%
Interest expense on convertible debentures		$ 5,000,000

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Stock-Based Compensation (Estimated Fair Value Of Stock Options Granted) (Details) (USD $)	6 Months Ended
	Jun. 30, 2011
Stock-Based Compensation
Wtd avg grant date fair value	$ 9.16
Wtd avg grant date	Jan 3, 2011
Wtd avg risk-free interest rate	2.38%
Expected life (in years)	6.0
Wtd avg volatility	66.80%
Expected dividends

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Transactions With Related Parties (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Rent On Buildings [Member] | Mercury Exploration Company [Member]
Payments to related parties	$ 0.1	$ 0.5
Use Of Airplane [Member] | Darden Family [Member]
Payments to related parties	0.3	0.2
Darden Family [Member]
Percentage of ownership interest	32.00%
Mercury Exploration Company [Member]
Payments received for sublease rentals, employee insurance coverage and administrative services		$ 0.2

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Investment In BBEP (Operations Statement) (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended		3 Months Ended				6 Months Ended				3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Mar. 31, 2011 BBEP [Member]		Mar. 31, 2010 BBEP [Member]		Mar. 31, 2011 BBEP [Member]		Mar. 31, 2010 BBEP [Member]		Mar. 31, 2011 Commodity Derivative [Member]	Mar. 31, 2010 Commodity Derivative [Member]	Mar. 31, 2011 Commodity Derivative [Member]	Mar. 31, 2010 Commodity Derivative [Member]	Mar. 31, 2011 Interest Rate Swaps [Member]	Mar. 31, 2010 Interest Rate Swaps [Member]	Mar. 31, 2011 Interest Rate Swaps [Member]	Mar. 31, 2010 Interest Rate Swaps [Member]
Revenues					$ (12,704)	[1]	$ 133,166	[1]	$ 5,461	[1]	$ 171,429	[1]
Operating expenses	169,770	119,703	382,750	266,016	73,937		69,277		153,420		142,549
Operating income (loss)	78,676	108,867	77,883	184,712	(86,641)		63,889		(147,959)		28,880
Interest and other					9,074	[2]	5,835	[2]	19,063	[2]	11,694	[2]
Income tax (benefit) expense	19,508	48,219	23,532	53,301	(1,002)		144		(1,441)		(1,030)
Noncontrolling interests					34		71		69		90
Net income (loss) available to BBEP	108,587	86,803	37,829	94,991	(94,747)		57,839		(165,650)		18,126
Unrealized gains (losses)			$ 818	$ 27,852									$ (112,600)	$ 39,900	$ (194,900)	$ (14,800)	$ 1,400	$ 700	$ 4,500	$ 2,400

[1] For the three months ended March 31, 2011 and 2010, unrealized losses of $112.6 million and unrealized gains of $39.9 million on commodity derivatives were recognized, respectively. For the six months ended March 31, 2011 and 2010, unrealized losses of $194.9 million and $14.8 million on commodity derivatives were recognized, respectively.

[2] The three months ended March 31, 2011 and 2010 included unrealized gains of $1.4 million and $0.7 million, respectively, from interest rate swaps. The six months ended March 31, 2011 and 2010 included unrealized gains of $4.5 million and $2.4 million, respectively, from interest rate swaps.

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Investment In BBEP (Financial Statement) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010	Mar. 31, 2011 BBEP [Member]	Dec. 31, 2010 BBEP [Member]
Current assets	$ 165,576	$ 238,172	$ 113,100	$ 130,017
Property and equipment	3,291,953	3,067,845	1,708,353	1,722,295
Other asset			49,199	77,855
Current liabilities	411,086	463,100	120,957	101,317
Long-term debt	38,900		413,240	528,116
Other non-current liabilities	28,461	28,461	141,304	91,477
Total equity	$ 1,080,146	$ 1,059,408	$ 1,195,151	$ 1,209,257

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Commitments And Contingencies (Narrative) (Details) In Millions, unless otherwise specified	1 Months Ended	6 Months Ended
	Jul. 31, 2011 USD ($)	Jun. 30, 2011 USD ($) MBbls Mcf MMcf	Jun. 30, 2011 CAD	Apr. 30, 2011 CAD
Commitments And Contingencies
Estimated construction costs				296.8
Taxes on estimated construction costs				31.8
Liabilities subject to compromise, early contract termination fees			26.4
Minimum volume for contract extension, Mcf		1,000,000,000
Minimum volume delivery in the event of contract extension, cf		106,000,000
Drilling rig contract commitments	13.0
Surety bonds		38.9
Outstanding letters of credit		80.8
Senior secured credit facility		33.8
Issued in support of surety bonds		$ 28.9

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Derivatives And Fair Value Measurements (Estimated Fair Value Of Derivative Instruments Under Input Levels) (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2009
Estimated fair value of derivative instruments	$ 116,349	$ 146,762	$ 200,473	$ 202,425	$ 105,364
Fair Value, Inputs, Level 2 [Member] | Commodity Contracts [Member]
Estimated fair value of derivative instruments	97,234	146,762
Fair Value, Inputs, Level 3 [Member] | Commodity Contracts [Member]
Estimated fair value of derivative instruments	$ 19,115