8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 27, 2006

COMPLETE PRODUCTION SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation) 1-32058
(Commission
File Number) 72-1503959
(IRS Employer
Identification No.)

11700 Old Katy Road, Suite 300
Houston, Texas
(Address of principal executive offices) 77079
(Zip Code)

Registrant’s telephone number, including area code: (281) 372-2300

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.02 Results of Operations and Financial Condition
	Item 9.01 Financial Statements and Exhibits
SIGNATURE
COMPLETE PRODUCTION SERVICES, INC. EXHIBIT INDEX TO FORM 8-K
Press Release

Item 2.02 Results of Operations and Financial Condition

     On July 27, 2006, Complete Production Services, Inc. issued a press release announcing its results of operations for the quarter and six months ended June 30, 2006. This press release is filed as Exhibit 99.1 to this Current Report on Form 8-K, and its contents are hereby incorporated by reference into this report.

     The information in this Report and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the“Exchange Act”), nor shall this Report and exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly stated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

     99.1           Press release issued on July 27, 2006

SIGNATURE

     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 hereunto duly authorized.

Date: July 28, 2006

Complete Production Services, Inc.
By:	/s/ J. Michael Mayer
	J. Michael Mayer Senior Vice President and Chief Financial Officer

COMPLETE PRODUCTION SERVICES, INC.
EXHIBIT INDEX TO FORM 8-K

EXHIBIT NO.	ITEM
99.1	Press release issued on July 27, 2006

EX-99.1

EXHIBIT 99.1

Complete Production Services Reports
Second-Quarter Earnings Per Share of $0.39

HOUSTON, July 27, 2006 (BUSINESS WIRE) — Complete Production Services, Inc. (NYSE: CPX) today reported second quarter 2006 net income of $27.2 million, or $0.39 per diluted share on revenue of $275.4 million compared to net income of $8.4 million or $0.17 per diluted share on revenue of $168.6 million for the second quarter of 2005. This represents a 224% increase in net income and a 63% increase in revenue over the same period in 2005.

Operating income of $51.4 million increased 114% year-over-year resulting in an operating profit margin of 18.7% as compared to 14.2% in the prior year quarter. Segment revenues increased on a year-over-year basis with Completion and Production services up 62% compared to the second quarter of 2005, Drilling Services up 78%, and Product Sales up 52% over the same period.

“Quarter two results reflect the impact of our growth strategy. Revenues, earnings and margins increased year-over-year due to higher demand for our services, improved pricing, our investment in capital equipment and selective acquisitions,” commented Joe Winkler, President and Chief Executive Officer. “As expected, our second quarter results were impacted by the typical seasonal decline in the Canadian market.”

The Company continued its investment program during the second quarter investing $73.5 million in capital equipment. In addition, the Company closed two acquisitions at and subsequent to quarter end for total consideration of approximately $31 million cash. These transactions will augment future growth, with one a rental and fishing company having a presence in the Fayetteville Shale, and the other a fluid handling operation in East Texas. “It is exciting to see our acquisition program result in two additions in the last 30 days and we expect to be able to announce more in the future,” added Mr. Winkler.

“Our outlook is positive as we see continued strong demand for our services. We expect to benefit from the various price initiatives implemented during the course of the year, our investment in capital equipment and our acquisition program. Year to date, we have spent $132.4 million on capital equipment, the full benefit of which will occur in the second half of 2006 and beyond. Based upon the demand for our services, we are increasing our 2006 capital equipment forecast by approximately $30.0 million to approximately $230.0 million,” said Mr. Winkler.

As a result of the recent initial public offering, the Company reduced total debt to approximately $441 million and ended the quarter with cash and cash investments of approximately $123 million.

Complete Production Services, Inc. provides completion, production and drilling services and products to the oil and gas industry in many of the most active basins throughout North America. We will hold our quarterly conference call to discuss second quarter 2006 results on Friday, July 28, 2006, at 9:00 a.m. Central Time. To participate in the live conference call, dial 866-362-4829 at least ten minutes prior to the scheduled start of the call. When prompted, provide the passcode: 94880369. The conference call will be available for replay beginning at 12:00 p.m., July 28, 2006, and will be available until August 4, 2006. To access the conference call replay, please call 888-286-8010 and use the passcode: 63976543. The call is also being webcast and can be accessed at our website at www.completeproduction.com.

The foregoing contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risk and uncertainties. The forward-looking statements included herein are based on current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among other things, risks associated with the general nature of the oilfield service industry. The company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this press release.

Management evaluates the performance of our operating segments using a non-GAAP financial measure, EBITDA. EBITDA is calculated as net income before interest expense, taxes, depreciation and amortization and minority interest. EBITDA is not a substitute for GAAP measures of earnings and cash flow. EBITDA is used in this press release because our management considers it an important supplemental measure of performance and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.

For more information, please contact:

Mike Mayer
Senior Vice President and Chief Financial Officer
281-372-2311
mmayer@completeproduction.com

Complete Production Services, Inc.

Consolidated Statements of Operations

For the Quarters and Six Months Ended June 30, 2006 and 2005

(in thousands)

	Quarter Ended June 30,					Six Months Ended June 30,
	2006			2005		2006		2005
	(unaudited)			(unaudited)		(unaudited)		(unaudited)
Revenue:
Services	$	234,420		$	141,628	$	469,539	$	273,615
Products		41,006			27,011		81,623		56,275
		275,426			168,639		551,162		329,890
Cost of services		139,323			87,440		274,834		167,110
Cost of products		30,949			20,294		61,322		42,877
General and administrative expense		36,627			26,130		74,242		48,016
Depreciation and amortization		17,125			10,804		32,852		20,578
		224,024			144,668		443,250		278,581
Operating income		51,402			23,971		107,912		51,309
Interest expense		9,488			5,634		20,170		9,649
Interest income		1,015			—		1,022		—
Income from continuing operations before minority interest and taxes		42,929			18,337		88,764		41,660
Minority interest, net of tax		(161	)		3,354		144		6,566
Income before taxes		43,090			14,983		88,620		35,094
Tax provision		15,936			6,607		33,353		14,963
Net income	$	27,154		$	8,376	$	55,267	$	20,131
Earnings per share:
Basic earnings per share	$	0.40		$	0.19	$	0.90	$	0.47
Diluted earnings per share	$	0.39		$	0.17	$	0.86	$	0.43
Weighted average shares outstanding:
Basic		67,067			43,471		61,366		42,477
Diluted		69,065			48,378		63,953		47,126

Complete Production Services, Inc.

Condensed Consolidated Balance Sheets

As of June 30, 2006 and December 31, 2005

(in thousands)

	June 30,			December 31,
	2006			2005
	(unaudited)			(unaudited)
Assets:
Current assets	$	395,610		$	247,486
Property, plant and equipment, net		500,864			384,580
Goodwill		346,684			298,297
Other long-term assets		7,363			7,290
Total assets		1,250,521			937,653
Liabilities and Stockholders’ Equity:
Current liabilities		125,935			120,203
Long-term debt		434,898			509,990
Long-term deferred tax liabilities		59,682			54,334
Minority interest		2,614			2,365
Total liabilities and minority interest		623,129			686,892
Common stock		698			555
Treasury stock		(202	)		(202	)
Additional paid-in capital		535,242			220,786
Deferred compensation		—			(3,803	)
Retained earnings		72,152			16,885
Cumulative translation adjustment		19,502			16,540
Total stockholders’ equity		627,392			250,761
Total liabilities and stockholders’ equity	$	1,250,521		$	937,653

Cash Flow Data

For the Six Months Ended June 30, 2006

(in thousands)

	June 30,
	2006
	(unaudited)
Cash flows provide by/(used for):
Operating activities	$	73,440
Investing activities:
Capital expenditures	$	(132,423	)
Other investing activities	$	(145,090	)
Financing activities	$	203,612

Complete Production Services, Inc.

Consolidated Segment Information

For the Quarters Ended June 30, 2006 and 2005, and March 31, 2006

and Six Months Ended June 30, 2006 and 2005

(in thousands)

	Quarter Ended
	June 30,			June 30,			March 31,
	2006			2005			2006
	(unaudited)			(unaudited)			(unaudited)
Revenue:
Completion and production services	$	183,270		$	112,866		$	191,089
Drilling services		51,150			28,762			44,030
Products		41,006			27,011			40,617
Total revenues	$	275,426		$	168,639		$	275,736
EBITDA: (1)
Completion and production services	$	49,091		$	23,739		$	54,609
Drilling services		18,236			8,647			16,020
Products		5,188			3,516			5,547
Corporate and other		(3,988	)		(1,127	)		(3,932	)
Total EBITDA	$	68,527		$	34,775		$	72,244
EBITDA as a % of Revenue:
Completion and production services		26.8	%		21.0	%		28.6	%
Drilling services		35.7	%		30.1	%		36.4	%
Products		12.7	%		13.0	%		13.7	%
Total		24.9	%		20.6	%		26.2	%

	Six Months Ended June 30,
	2006			2005
	(unaudited)			(unaudited)
Revenue:
Completion and production services	$	374,359		$	218,259
Drilling services		95,180			55,356
Products		81,623			56,275
Total revenues	$	551,162		$	329,890
EBITDA: (1)
Completion and production services	$	103,701		$	49,848
Drilling services		34,256			16,519
Products		10,734			7,453
Corporate and other		(7,927	)		(1,933	)
Total EBITDA	$	140,764		$	71,887
EBITDA as a % of Revenue:
Completion and production services		27.7	%		22.8	%
Drilling services		36.0	%		29.8	%
Products		13.2	%		13.2	%
Total		25.5	%		21.8	%

(1) EBITDA is a non-GAAP measure used by management, as defined in the last paragraph of this press release.

Complete Production Services, Inc.

Reconciliation of EBITDA to the Most Comparable GAAP Measure

For the Quarters Ended June 30, 2006 and 2005 and March 31, 2006

and the Six Months Ended June 30, 2006 and 2005

(unaudited, in thousands)

	Completion
	& Production		Drilling				Corporate &
	Services		Services		Products		Other			Total
Quarter Ended June 30, 2006:
EBITDA	$	49,091	$	18,236	$	5,188	$	(3,988	)	$	68,527
Depreciation & amortization		14,001		2,284		575		265			17,125
Operating Income (loss)	$	35,090	$	15,952	$	4,613	$	(4,253	)	$	51,402
Quarter Ended June 30, 2005:
EBITDA	$	23,739	$	8,647	$	3,516	$	(1,127	)	$	34,775
Depreciation & amortization		8,634		1,322		369		479			10,804
Operating Income (loss)	$	15,105	$	7,325	$	3,147	$	(1,606	)	$	23,971
Quarter Ended March 31, 2006:
EBITDA	$	54,609	$	16,020	$	5,547	$	(3,932	)	$	72,244
Depreciation & amortization		12,932		2,018		503		274			15,727
Operating Income (loss)	$	41,677	$	14,002	$	5,044	$	(4,206	)	$	56,517
Six Months Ended June 30, 2006:
EBITDA	$	103,701	$	34,256	$	10,734	$	(7,927	)	$	140,764
Depreciation & amortization		26,835		4,302		1,078		637			32,852
Operating Income (loss)	$	76,866	$	29,954	$	9,656	$	(8,564	)	$	107,912
Six Months Ended June 30, 2005:
EBITDA	$	49,848	$	16,519	$	7,453	$	(1,933	)	$	71,887
Depreciation & amortization		16,750		2,537		745		546			20,578
Operating Income (loss)	$	33,098	$	13,982	$	6,708	$	(2,479	)	$	51,309