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): November 1, 2006

COMPLETE PRODUCTION SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-32058	72-1503959
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
11700 Old Katy Road,		77079
Suite 300		(Zip Code)
Houston, Texas
(Address of principal executive offices)

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

Press release

Item 2.02 Results of Operations and Financial Condition

     On November 1, 2006, Complete Production Services, Inc. issued a press release announcing its results of operations for the quarter and nine months ended September 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 November 1, 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: November 1, 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 November 1, 2006

EX-99.1

EXHIBIT 99.1

Complete Production Services Reports
Third Quarter Earnings Per Share of $0.55

HOUSTON, November 1, 2006 (BUSINESS WIRE) — Complete Production Services, Inc. (NYSE: CPX) today reported record revenue, net income and earnings per diluted share from continuing operations for the quarter ended September 30, 2006. Revenue for the quarter increased 72% to $322.0 million compared to $187.1 million in the third quarter of 2005. Net income from continuing operations for the quarter was $39.7 million, or $0.55 per diluted share, up 128% and 62%, respectively, compared to quarter three of 2005.

Operating income for the quarter increased to $72.2 million, representing an operating profit margin of 22.4%. This compares to $28.7 million and 15.4% in the prior year. This growth and improved performance was spread across all business segments, with every segment delivering higher revenues and operating income on both a year over year and sequential quarter basis.

For the first nine months of 2006, revenue from continuing operations was $848.9 million, up 70% over the prior year, while net income from continuing operations was $93.2 million, up 158% compared to the prior year. Year-to-date earnings per diluted share from continuing operations was $1.40 per share versus $0.74 per share for the same period in 2005. Subsequent to quarter end, the Company sold its manufacturing, fabrication and unrelated production enhancement business in Canada which is being treated as discontinued operations effective September 30, 2006. All applicable periods shown in this release have been adjusted to reflect this treatment of the discontinued operation.

The increase in revenue and profits is the result of the successful execution of the organic growth initiatives implemented starting in late 2005, a robust market, improved operating efficiencies and higher pricing in most of our service offerings, as well as an active acquisition program. During the first nine months of 2006, we invested in excess of $160 million in growth capital which has been deployed in the major basins where Complete operates. “The benefits of our investment in growth capital is evident in our operating results for the third quarter,” commented Joe Winkler, President and Chief Executive Officer of Complete. “Almost three-fourths of our 72% revenue growth in the quarter was from organic initiatives, our operating profit increased more than two and one-half times and operating income margins improved to 22.4%.”

Earnings before interest, taxes, depreciation and amortization (EBITDA, as defined below) totaled $93.2 million for the current quarter, up 144% compared to

the third quarter of 2005. As a percent of revenue, EBITDA was 29% in the current quarter, 20% in the third quarter of 2005, and 26% in the second quarter of 2006. EBITDA increased in each of our operating segments on a year-over-year basis and a sequential basis. “The outlook for the remainder of 2006 is solid and we expect market conditions to permit us to finish the year strong. Although there may be some concern over the supply of and price of natural gas in North America, we believe the underlying fundamentals are sound. Our strategy of being well positioned in the resource plays will allow us to continue to execute our strategic plans and to earn the benefits of our investments in growth capital and acquisitions,” added Mr. Winkler.

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 Wednesday, November 1, 2006 at 11:00 a.m. Central Time. To participate in the live conference call, dial 866-356-4281 at least ten minutes prior to the scheduled start of the call. When prompted, provide the passcode: 24861675. The conference call will be available for replay beginning at 2:00 p.m., November 1, 2006, and will be available until November 8, 2006. To access the conference call replay, please call 888-286-8010 and use the passcode: 95539038. 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 from continuing operations before net 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 Nine Months Ended September 30, 2006 and 2005
(in thousands, except per share data)

	Quarter Ended						Nine Months Ended
	September 30,						September 30,
	2006			2005			2006			2005
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
Revenue:
Services	$	287,991		$	166,555		$	757,530		$	440,170
Products		34,043			20,594			91,386			58,455
		322,034			187,149			848,916			498,625
Cost of services		160,695			104,659			435,529			271,769
Cost of products		25,213			14,696			67,038			42,376
General and administrative expense		42,887			26,784			115,085			73,511
Depreciation and amortization		21,005			12,282			53,611			32,673
		249,800			158,421			671,263			420,329
Operating income		72,234			28,728			177,653			78,296
Interest expense		9,142			5,968			29,312			15,616
Interest income		(256	)		—			(1,278	)		—
Write-off of deferred financing costs		—			2,844			—			2,844
Income from continuing operations before minority interest and taxes		63,348			19,916			149,619			59,836
Minority interest, net of tax		(121	)		(6,186	)		23			380
Income from continuing operations before taxes		63,469			26,102			149,596			59,456
Tax provision		23,800			8,714			56,411			23,408
Income from continuing operations		39,669			17,388			93,185			36,048
Income from discontinued operations (net of tax)		570			393			2,321			1,864
Net income	$	40,239		$	17,781		$	95,506		$	37,912
Basic earnings per share:
Continuing Operations	$	0.57		$	0.38		$	1.45		$	0.83
Discontinued Operations	$	0.01		$	0.01		$	0.04		$	0.04
	$	0.58		$	0.39		$	1.49		$	0.87
Diluted earnings per share:
Continuing Operations	$	0.55		$	0.34		$	1.40		$	0.74
Discontinued Operations	$	0.01		$	0.01		$	0.03		$	0.04
	$	0.56		$	0.35		$	1.43		$	0.78
Weighted average shares outstanding:
Basic		69,816			45,961			64,216			43,651
Diluted		71,738			50,896			66,587			48,397

Complete Production Services, Inc.
Condensed Consolidated Balance Sheets
As of September 30, 2006 and December 31, 2005
(in thousands)

	September 30,			December 31,
	2006			2005
	(unaudited)			(unaudited)
Assets:
Current assets	$	318,256		$	228,818
Property, plant and equipment, net		641,880			383,707
Goodwill		387,092			295,195
Other long-term assets		9,524			6,558
Discontinued operations		25,479			23,375
Total assets		1,382,231			937,653
Liabilities and Stockholders’ Equity:
Current liabilities		139,880			114,753
Long-term debt		502,380			509,981
Long-term deferred tax liabilities		62,947			54,084
Minority interest		2,507			2,365
Discontinued operations		5,191			5,709
Total liabilities and minority interest		712,905			686,892
Common stock		698			555
Treasury stock		(202	)		(202	)
Additional paid-in capital		536,518			220,786
Deferred compensation		—			(3,803	)
Retained earnings		112,391			16,885
Cumulative translation adjustment		19,921			16,540
Total stockholders’ equity		669,326			250,761
Total liabilities and stockholders’ equity	$	1,382,231		$	937,653

Cash Flow Data
For the Nine Months Ended September 30, 2006
(in thousands)

	September 30,
	2006
	(unaudited)
Cash flows provide by/(used for):
Operating activities	$	107,812
Investing activities:
Capital expenditures	$	(215,204	)
Other investing activities	$	(165,323	)
Financing activities	$	271,609

Complete Production Services, Inc.
Consolidated Segment Information
For the Quarters Ended September 30, 2006 and 2005 and June 30, 2006
and Nine Months Ended September 30, 2006 and 2005
(in thousands)

	Quarter Ended
	September 30,			September 30,			June 30,
	2006			2005			2006
	(unaudited)			(unaudited)			(unaudited)
Revenue:
Completion and production services	$	230,093		$	132,895		$	183,270
Drilling services		57,898			33,660			51,150
Products		34,043			20,594			30,116
Total revenues	$	322,034		$	187,149		$	264,536
EBITDA: (1)
Completion and production services	$	73,003		$	29,711		$	49,291
Drilling services		21,110			10,980			18,236
Products		4,677			2,945			3,988
Corporate and other		(5,551	)		(5,470	)		(3,996	)
Total EBITDA	$	93,239		$	38,166		$	67,519
EBITDA as a % of Revenue:
Completion and production services		31.7	%		22.4	%		26.9	%
Drilling services		36.5	%		32.6	%		35.7	%
Products		13.7	%		14.3	%		13.2	%
Total		29.0	%		20.4	%		25.5	%

	Nine Months Ended September 30,
	2006			2005
	(unaudited)			(unaudited)
Revenue:
Completion and production services	$	604,452		$	351,154
Drilling services		153,078			89,016
Products		91,386			58,455
Total revenues	$	848,916		$	498,625
EBITDA: (1)
Completion and production services	$	176,904		$	79,558
Drilling services		55,367			27,499
Products		12,471			8,471
Corporate and other		(13,478	)		(7,403	)
Total EBITDA	$	231,264		$	108,125
EBITDA as a % of Revenue:
Completion and production services		29.3	%		22.7	%
Drilling services		36.2	%		30.9	%
Products		13.6	%		14.5	%
Total		27.2	%		21.7	%

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

Footnote: The results for all periods exclude discontinued operations.

Complete Production Services, Inc.
Reconciliation of EBITDA to the most Comparable GAAP Measure
For the Quarters Ended September 30, 2006 and 2005 and June 30, 2006
and the Nine Months Ended September 30, 2006 and 2005
(unaudited, in thousands)

	Completion
	& Production		Drilling				Corporate &
	Services		Services		Products		Other			Total
Quarter Ended September 30, 2006:
EBITDA	$	73,003	$	21,110	$	4,677	$	(5,551	)	$	93,239
Depreciation & amortization		16,895		2,858		574		678			21,005
Operating Income (loss)	$	56,108	$	18,252	$	4,103	$	(6,229	)	$	72,234
Quarter Ended September 30, 2005:
EBITDA	$	29,711	$	10,980	$	2,945	$	(5,470	)	$	38,166
Depreciation & amortization		10,350		1,431		417		84			12,282
Write-off of deferred financing costs		—		—		—		(2,844	)		(2,844	)
Operating Income (loss)	$	19,361	$	9,549	$	2,528	$	(2,710	)	$	28,728
Quarter Ended June 30, 2006:
EBITDA	$	49,291	$	18,236	$	3,988	$	(3,996	)	$	67,519
Depreciation & amortization		14,001		2,284		449		265			16,999
Operating Income (loss)	$	35,290	$	15,952	$	3,539	$	(4,261	)	$	50,520
Nine Months Ended September 30, 2006:
EBITDA	$	176,904	$	55,367	$	12,471	$	(13,478	)	$	231,264
Depreciation & amortization		43,730		7,160		1,406		1,315			53,611
Operating Income (loss)	$	133,174	$	48,207	$	11,065	$	(14,793	)	$	177,653
Nine Months Ended September 30, 2005:
EBITDA	$	79,558	$	27,499	$	8,471	$	(7,403	)	$	108,125
Depreciation & amortization		27,100		3,968		975		630			32,673
Write-off of deferred financing costs		—		—		—		(2,844	)		(2,844	)
Operating Income (loss)	$	52,458	$	23,531	$	7,496	$	(5,189	)	$	78,296