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): April 25, 2007

COMPLETE PRODUCTION SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-32858	72-1503959
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation)	File Number)	Identification No.)
11700 Old Katy Road, Suite 300
Houston, Texas		77079
(Address of principal executive		(Zip Code)
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 April 25, 2007, Complete Production Services, Inc. issued a press release announcing its results of operations for the quarter ended March 31, 2007. 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 April 25, 2007

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: April 26, 2007

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 April 25, 2007

EX-99.1

EXHIBIT 99.1

Complete Production Services, Inc. First Quarter
Earnings Increase 76%

HOUSTON, April 25, 2007 (Business Wire) – Complete Production Services, Inc. today reported a 76% increase in 2007 first quarter income from continuing operations to $47.4 million, or $0.65 per diluted share, compared with income from continuing operations of $26.9 million, or $0.46 per diluted share, for the first quarter of 2006. Operating income for the quarter increased to $92.2 million, an increase of 68% over the prior year quarter resulting in operating profit margins of 22.7% of revenue, compared to 20.9% in the first quarter of 2006. Revenue for the quarter was $407.1 million, up 55% over the first quarter of 2006.

“We are very pleased to report outstanding results for the first quarter of 2007,” commented Joe Winkler, Chairman and Chief Executive Officer of Complete. “Our growth significantly outpaced the 15% year over year growth in the US land rig count. This performance is reflective of successful execution and our strategy to be selectively positioned in basins which we believe will have the strongest activity levels.”

Earnings before interest, taxes, depreciation and amortization (EBITDA, as defined below), totaled $121.2 million, up 72% over the prior year. Total company EBITDA margin increased to 29.8% primarily attributable to strong performance in the Completion and Production Services segment, partially offset by weaker margins in the Drilling Services and Product Sales segments.

Completion and Production Services revenue of $307.6 million for the quarter increased 60% over the same period in 2006 while EBITDA margins increased to 33.9%. “We continue to strategically invest in our Completion and Production Services segment through capital expenditures, and to a lesser extent thus far in 2007, through acquisitions,” noted Mr. Winkler. Drilling Services revenue was $58.4 million, up 33% versus the prior year with EBITDA margins of 30.9% and Product Sales revenue increased 56% to $41.0 million with EBITDA margins of 12.6%.

“Our team continues to evaluate market conditions and believes the long-term fundamentals for natural gas in North America, particularly in our key operating areas, remain positive,” commented Mr. Winkler.

Complete Production Services, Inc. is a leading oilfield service provider focused on the completion and production phases of oil and gas wells. The company has established a significant presence in unconventional gas plays in North America that it believes have the highest potential for long-term growth.

Conference Call

Complete will hold a conference call to discuss first quarter 2007 results on Thursday, April 26 at 11:00 a.m. Central Time. To participate in the live conference call, dial (866) 831-6234 at least ten minutes prior to the scheduled start of the call. When prompted, provide the passcode: 48359110. The conference call will be available for replay beginning at 2:00 p.m., April 26, 2007, and will be available until May 2, 2007. To access the conference call replay, please call (888) 286-8010 and use the passcode: 4913302. 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 Complete’s 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 the 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

or

Jose Bayardo
Vice President, Corporate Development and Investor Relations
281-372-2325
jbayardo@completeproduction.com

Complete Production Services, Inc.
Consolidated Statements of Operations
For the Quarters Ended March 31, 2007 and 2006
(in thousands except per share data)

	Quarter Ended
	March 31,
	2007			2006
	(unaudited)			(unaudited)
Revenue:
Services	$	366,035		$	235,119
Products		41,032			27,227
		407,067			262,346
Cost of services		203,513			135,511
Cost of products		31,811			19,883
General and administrative expense		50,570			36,446
Depreciation and amortization		28,970			15,607
		314,864			207,447
Operating income		92,203			54,899
Interest expense		15,625			10,682
Interest income		(212	)		(7	)
Income from continuing operations before minority interest and taxes		76,790			44,224
Minority interest, net of tax		261			305
Income from continuing operations before taxes		76,529			43,919
Tax provision		29,179			17,004
Income from continuing operations		47,350			26,915
Income from discontinued operations (net of tax)		—			1,198
Net income	$	47,350		$	28,113
Basic earnings per share:
Continuing Operations	$	0.66		$	0.49
Discontinued Operations	$	—		$	0.02
	$	0.66		$	0.51
Diluted earnings per share:
Continuing Operations	$	0.65		$	0.46
Discontinued Operations	$	—		$	0.02
	$	0.65		$	0.48
Weighted average shares outstanding:
Basic		71,503			55,601
Diluted		73,021			58,783

Complete Production Services, Inc.
Condensed Consolidated Balance Sheets
As of March 31, 2007 and December 31, 2006
(in thousands)

	March 31,			December 31,
	2007			2006
	(unaudited)			(unaudited)
Assets:
Current assets	$	429,121		$	390,640
Property, plant and equipment, net		847,988			771,703
Goodwill		556,685			552,671
Other long-term assets		26,602			25,310
Total assets		1,860,396			1,740,324
Liabilities and Stockholders’ Equity:
Current liabilities		187,311			161,405
Long-term debt		786,170			750,577
Long-term deferred tax liabilities		96,933			90,805
Minority interest		2,609			2,316
Total liabilities and minority interest		1,073,023			1,005,103
Common stock		717			714
Treasury stock		(202	)		(202	)
Additional paid-in capital		567,049			563,006
Retained earnings		203,321			155,971
Cumulative translation adjustment		16,488			15,732
Total stockholders’ equity		787,373			735,221
Total liabilities and stockholders’ equity	$	1,860,396		$	1,740,324

Cash Flow Data
For the Three Months Ended March 31, 2007
(in thousands)

	March 31,
	2007
	(unaudited)
Cash flows provide by/(used for):
Operating activities	$	85,194
Investing activities:
Capital expenditures	$	(99,902	)
Other investing activities	$	(10,540	)
Financing activities	$	25,702

Complete Production Services, Inc.
Consolidated Segment Information
For the Quarters Ended March 31, 2007 and 2006 and December 31, 2006
(in thousands)

	Quarter Ended
	March 31,			March 31,			December 31,
	2007			2006			2006
	(unaudited)			(unaudited)			(unaudited)
Revenue:
Completion and production services	$	307,639		$	192,021		$	269,041
Drilling services		58,396			44,030			62,177
Products		41,032			26,295			32,290
Total revenues	$	407,067		$	262,346		$	363,508
EBITDA: (1)
Completion and production services	$	104,162		$	54,602		$	80,705
Drilling services		18,068			16,020			23,176
Products		5,157			3,816			6,257
Corporate and other		(6,214	)		(3,932	)		(7,443	)
Total EBITDA	$	121,173		$	70,506		$	102,695
EBITDA as a % of Revenue:
Completion and production services		33.9	%		28.4	%		30.0	%
Drilling services		30.9	%		36.4	%		37.3	%
Products		12.6	%		14.5	%		19.4	%
Total		29.8	%		26.9	%		28.3	%

(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 March 31, 2007 and 2006 and December 31, 2006
(unaudited, in thousands)

	Completion
	& Production		Drilling				Corporate &
	Services		Services		Products		Other			Total
Quarter Ended March 31, 2007:
EBITDA	$	104,162	$	18,068	$	5,157	$	(6,214	)	$	121,173
Depreciation & amortization		24,284		3,635		678		373			28,970
Operating Income (loss)	$	79,878	$	14,433	$	4,479	$	(6,587	)	$	92,203
Quarter Ended March 31, 2006:
EBITDA	$	54,602	$	16,020	$	3,816	$	(3,932	)	$	70,506
Depreciation & amortization		12,834		2,018		383		372			15,607
Operating Income (loss)	$	41,768	$	14,002	$	3,433	$	(4,304	)	$	54,899
Quarter Ended December 31, 2006:
EBITDA	$	80,705	$	23,176	$	6,257	$	(7,443	)	$	102,695
Depreciation & amortization		21,694		3,439		430		291			25,854
Write-off of deferred financing costs		—		—		—		(170	)		(170	)
Operating Income (loss)	$	59,011	$	19,737	$	5,827	$	(7,564	)	$	77,011