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): August 5, 2010

TETRA Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-13455	74-2148293
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)
24955 Interstate 45 North
The Woodlands, Texas 77380
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (281) 367-1983

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):

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

On August 5, 2010, TETRA Technologies, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of 2010. The press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information furnished in this Item 2.02 and in Exhibit 99.1 to this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Use of Non-GAAP Financial Information

The Company provides quarterly and annual financial statements that are prepared in accordance with generally accepted accounting principles, or “GAAP.” To help understand the Company’s past financial performance and future results, the Company has supplemented its financial results that it provides in accordance with GAAP included in the press release with a disclosure concerning net debt, a non-GAAP financial measure. The method the Company uses to produce this non-GAAP financial measure may differ from the methods used by other companies. Net debt is not a measure of financial performance under GAAP and the Company’s reference to this non-GAAP financial measure should be considered in addition to results tha t are prepared under GAAP and should not be considered as a substitute for the financial results that are presented as consistent with GAAP. The Company’s management uses the supplemental non-GAAP financial information internally to understand, manage and evaluate the company’s business, to make operating decisions and for planning and forecasting purposes. Reconciliation to the nearest GAAP financial measure of the non-GAAP financial measure is included in the press release attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release, dated August 5, 2010, issued by TETRA Technologies, Inc.

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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 hereunto duly authorized.

 TETRA Technologies, Inc.

By:	/s/Stuart M. Brightman
	Stuart M. Brightman
	President & Chief Executive Officer
Date: August 5, 2010

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated August 5, 2010, issued by TETRA Technologies, Inc.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

TETRA TECHNOLOGIES, INC.

REPORTS SECOND QUARTER 2010 RESULTS

August 5, 2010 (The Woodlands, Texas), TETRA Technologies, Inc. (TETRA or the Company) (NYSE:TTI) today announced second quarter 2010 results of $0.18 per share, compared to $0.12 per share reported in the second quarter of 2009. Second quarter 2010 results include a non-cash charge of $8.9 million of pretax income, or approximately $0.08 per share after tax, related to the impairment of certain of Maritech’s oil and gas properties compared to similar charges of $0.03 per share in the second quarter of 2009. All financial data in the text portion of this release are reported in U.S. dollars, and all per share amounts are fully diluted and before discontinued operations.

Consolidated revenues for the quarter ended June 30, 2010 were $241.6 million versus $217.9 million in the second quarter of 2009. Total gross profit was $47.8 million in the second quarter of 2010 versus $40.4 million in the second quarter of 2009. Income before discontinued operations was $13.6 million in the second quarter of 2010 versus $9.2 million in the comparable period of 2009. Net income was $13.6 million in 2010’s second quarter versus $9.2 million in 2009’s second quarter.

Consolidated results per share from continuing operations for the second quarter of 2010 were earnings of $0.18 with 76.9 million weighted average diluted common shares outstanding versus $0.12 with 75.4 million weighted average diluted common shares outstanding in the second quarter of 2009. As of June 30, 2010, long-term debt was $304.2 million and cash was $89.6 million, resulting in net debt of $214.6 million and continuing the favorable debt-reduction trend that began in the second quarter of 2009 (net debt is a non-GAAP financial measure that is reconciled to the nearest GAAP financial measure in a table following the text portion of this release).

Divisional pretax earnings (loss) from continuing operations in the second quarter of 2010 versus the second quarter of 2009 were, Fluids Division: $10.2 million in 2Q 2010 and $1.2 million in 2Q 2009; Offshore Services: $14.3 million in 2Q 2010 and $23.0 million in 2Q 2009; Maritech: $1.0 million in 2Q 2010 and $(11.4) million in 2Q 2009; Production Testing: $3.3 million in 2Q 2010 and $7.4 million in 2Q 2009; and, Compressco: $4.7 million in 2Q 2010 and $5.9 million in 2Q 2009.

Financial data aggregating the first six months of 2010, and financial data relating to net income and discontinued operations are available in the accompanying financial table in this press release.

Stuart M. Brightman, President and Chief Executive Officer, stated, “In the second quarter of 2010, most of our businesses performed consistent with the trends that we identified earlier in the year. Specifically, during the second quarter we benefited from a continued improvement in market conditions for our domestic onshore businesses, while also feeling the negative impact of the Macondo oil spill and related regulatory actions on the Gulf of Mexico market. In addition, although many of our international markets continued to grow, our operations in Mexico were affected by reduced activity levels in certain regions of the country.

“During this year’s second quarter, our Fluids Division benefited both from an existing backlog of projects in the Gulf of Mexico that carried forward from the first quarter and from continued improvement in our onshore businesses. The seasonal increase in activity in our European calcium chloride business was also a positive contributor to second quarter results. As with the first quarter of 2010, the combined impact of start-up costs at our El Dorado, Arkansas calcium chloride plant coupled with production at that plant at less than full operating rates had a negative effect on Fluids Division earnings. We believe that ongoing work to fully commission the facility is proceeding in-line with our expectations and, as we have previously discussed, we expect the El Dorado facility to contribute positively in the second half of 2010. A s we move into the third quarter, we are seeing a significant reduction in activity in the deepwater Gulf of Mexico completion fluids market directly related to the Macondo oil spill and related regulatory actions, and the resulting uncertainty as to the E&P industry’s near-term ability to continue to operate in the deepwater Gulf of Mexico.

“As we had anticipated, our Offshore Services segment reported improved second quarter results compared to the first quarter of this year. Although utilization of our key heavy-lift and diving assets was high, it was not as close to full utilization as we had expected. Delays in permitting associated with plug and abandonment activities in the Gulf of Mexico caused by the drilling moratorium impacted the utilization of these key assets and services, as well as affecting the competitive environment. We believe that these trends will continue into the third quarter, which we expect to be seasonally strong, but with a somewhat less than normal level of predictability.

“Maritech reported second quarter pretax profits of $1.0 million. These results include a non-cash impairment charge of $8.9 million of pretax income due primarily to both the decreased fair value of probable and possible reserves for certain of Maritech’s oil and gas properties and lower than expected results from development efforts on one property. Production during the second quarter averaged 43.1 MMcfe/day versus 42.5 MMcfe/day in the first quarter of 2010. Second quarter production fell short of our expectations due to continuing delays caused by third party pipeline problems. We expect this situation to improve during the second half of the year.

“Also during the second quarter, Maritech continued to focus on risk mitigation activities that include the plugging of wells and abandonment of platforms and pipelines. These activities will continue during the third quarter, and we are confident that we will achieve our 2010 goal of performing approximately $70 million of plugging, abandonment and decommissioning work on Maritech properties by year-end.

“In the Production Testing segment, our domestic business reported another  sequential increase in activity for the second quarter of 2010. As with the prior quarter, this improvement in domestic activity originated in both shale plays and conventional basins. Our testing business continues to grow in the Eastern Hemisphere, but we have seen a decline in activity and associated profitability in Mexico due to the operational challenges created by customer budgetary issues and security disruptions in certain regions of the country. We expect to confront these challenges through the balance of the year.

“Compressco’s second quarter results reflected a continuing increase in activity, driven primarily by a strengthening domestic market. However, as with our Production

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Testing segment, Compressco has been negatively impacted by the reduction in activity in Mexico. In spite of this issue, we continue to view international markets as growth opportunities for Compressco.

“In conclusion, our second quarter performance reflected a continued improvement in our domestic onshore markets, and the impact of an uncertain Gulf of Mexico market for our Fluids Division and our Offshore Services segment. We expect this uncertainty to impact the second half of 2010, but longer-term, we expect demand for both segments to revert back to levels we had anticipated at the beginning of the year. We are encouraged by progress made toward fully commissioning our calcium chloride plant in El Dorado, Arkansas, and we expect to see the benefit of this in the second half of the year. Finally, we continue to focus on our balance sheet and are pleased with the progress we have made in improving our debt position,” concluded Mr. Brightman.

TETRA is a geographically diversified oil and gas services company focused on completion fluids and other products, production testing, wellhead compression, and selected offshore services including well plugging and abandonment, decommissioning, and diving, with a concentrated domestic exploration and production business.

This press release includes certain statements that are deemed to be forward-looking statements. Generally, the use of words such as “may,” “will,” “expect,” “intend,” “estimate,” “projects,” “anticipate,” “believe,” “assume,” “could,” “should,” “plans,” “targets” or similar expressions that convey the uncertainty of future events, activities, expectations or outcomes identify forward-looking statements that we intend to be included within the safe harbor protections provided by the federal securities laws. These forward-looking statements include statements concerning the potential impact of the Macondo oil spill in the Gulf of Mexico and the related regulatory actions, the potential impact on our operations of security disruptions in Mexico, projections concerning the Company’s business activities in the Gulf of Mexico, financial guidance, estimated earnings, earnings per share, expected benefits from our agreements and long-term investments, expected results of operational business segments for 2010, the expected impact of current economic and capital market conditions on the oil and gas industry and our operations, statements regarding our beliefs, expectations, plans, goals, future events and performance, and other statements that are not purely historical. These forward-looking statements are based on certain assumptions and analyses made by the Company in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. Such statements are subject to a number of risks and uncertainties, many of which are beyond our control. Investors are cautioned that any such stateme nts are not guarantees of future performances or results and that actual results or developments may differ materially from those projected in the forward-looking statements. In addition to the potential impact of the Macondo oil spill in the Gulf of Mexico and related regulatory actions and the potential impact of security disruptions in Mexico, some of the factors that could affect actual results are described in the section titled “Certain Business Risks” contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, as well as other risks identified from time to time in its reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.

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	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
	(In Thousands, Except Per Share Amounts)
Revenues
Fluids Division	$	79,329		$	62,211		$	145,590		$	125,900
Offshore Division
Offshore Services		85,401			92,257			136,799			140,301
Maritech		50,335			45,408			96,969			86,620
Intersegment eliminations		(18,156	)		(21,383	)		(23,296	)		(29,026	)
Offshore Division total		117,580			116,282			210,472			197,895
Production Enhancement Division
Production Testing		24,826			18,287			51,411			42,906
Compressco		19,966			21,181			40,313			46,568
Production Enhancement Division total		44,792			39,468			91,724			89,474
Eliminations and other		(83	)		(17	)		(275	)		(74	)
Total revenues		241,618			217,944			447,511			413,195
Gross profit
Fluids Division		15,369			13,182			26,340			30,203
Offshore Division
Offshore Services		18,334			26,673			20,242			29,574
Maritech		2,332			(10,501	)		10,797			(2,849	)
Intersegment eliminations		80			(263	)		572			(574	)
Offshore Division total		20,746			15,909			31,611			26,151
Production Enhancement Division
Production Testing		4,874			3,456			11,330			11,143
Compressco		7,580			8,591			15,154			17,712
Production Enhancement Division total		12,454			12,047			26,484			28,855
Eliminations and other		(737	)		(749	)		(1,509	)		(1,450	)
Total gross profit		47,832			40,389			82,926			83,759
General and administrative expense		24,955			22,454			47,732			47,023
Operating income		22,877			17,935			35,194			36,736
Interest expense, net		4,238			3,411			8,266			6,588
Other expense (income)		(1,899	)		885			(2,082	)		(1,626	)
*Income before taxes and discontinued operations (A)		20,538			13,639			29,010			31,774
Provision for income taxes		6,903			4,429			9,919			11,194
Income before discontinued operations		13,635			9,210			19,091			20,580
Loss from discontinued operations, net of taxes (A)		(75	)		(35	)		(104	)		(243	)
Net income	$	13,560		$	9,175		$	18,987		$	20,337

*Income before taxes and discontinued operations
Fluids Division	10,191		1,216		16,377		13,369
Offshore Division
Offshore Services	14,269		23,024		11,828		22,380
Maritech	1,044		(11,431	)	9,687		(2,245	)
Intersegment eliminations	81		(187	)	572		(498	)
Offshore Division total	15,394		11,406		22,087		19,637
Production Enhancement Division
Production Testing	3,322		7,382		7,518		13,081
Compressco	4,735		5,904		9,630		12,573
Production Enhancement Division total	8,057		13,286		17,148		25,654
Corporate overhead (includes interest)	(13,104	)	(12,269	)	(26,602	)	(26,886	)
Total	20,538		13,639		29,010		31,774

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	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
	(In Thousands, Except Per Share Amounts)
Basic per share information:
Income before discontinued operations	$	0.18		$	0.12		$	0.25		$	0.27
Loss from discontinued operations		(0.00	)		(0.00	)		(0.00	)		(0.00	)
Net income	$	0.18		$	0.12		$	0.25		$	0.27
Weighted average shares outstanding		75,491			74,980			75,434			74,952
Diluted per share information:
Income before discontinued operations	$	0.18		$	0.12		$	0.25		$	0.27
Loss from discontinued operations		(0.00	)		(0.00	)		(0.00	)		(0.00	)
Net income	$	0.18		$	0.12		$	0.25		$	0.27
Weighted average shares outstanding		76,857			75,401			76,819			75,200
Depreciation, depletion and amortization (B)	$	45,635		$	40,618		$	82,469		$	76,877

(A) Information presented for each period reflects TETRA’s process services and Venezuelan fluids and production testing operations as discontinued operations.

(B) DD&A information for 2010 and 2009 includes asset impairments and oil and gas dry hole costs under successful efforts accounting.

Balance Sheet	June 30, 2010		December 31, 2009
	(In Thousands)
Cash	$	89,578	$	33,660
Accounts receivable, net		169,883		181,038
Inventories		107,792		122,274
Other current assets		64,246		53,846
PP&E, net		763,298		816,374
Other assets		142,225		140,407
Total assets	$	1,337,022	$	1,347,599
Current liabilities	$	227,818	$	242,475
Long-term debt		304,217		310,132
Other long-term liabilities		211,547		218,498
Equity		593,440		576,494
Total liabilities and equity	$	1,337,022	$	1,347,599

Reconciliation of Non-GAAP Financial Measure

Net debt is defined as long-term debt minus cash. Management views net debt, a non-GAAP financial measure, as a measure of TETRA's ability to reduce debt, add to cash balances, pay dividends, repurchase stock, and fund investing and financing activities. This reconciliation is not a substitute for financial information prepared in accordance with GAAP, and should be considered within the context of our complete financial results for the period which will be available on our website upon filing with the SEC. A reconciliation of long-term debt to net debt as of June 30, 2010 and December 31, 2009 is shown below:

	June 30, 2010			December 31, 2009
	(In Thousands)
Long-term debt	$	304,217		$	310,132
Cash		(89,578	)		(33,660	)
Net debt	$	214,639		$	276,472

Contact:

TETRA Technologies, Inc., The Woodlands, Texas

Stuart M. Brightman, 281/367-1983

Fax: 281/364-4346

www.tetratec.com                                                                                     

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