10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2014

or

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

For the Transition Period from          to

Commission File No. 001-34037

SUPERIOR ENERGY SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	75-2379388
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
1001 Louisiana Street, Suite 2900	77002
Houston, TX	(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code: (713)  654-2200

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 ☒  No ☐

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 ☒ No ☐

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.

Large accelerated filer ☒		Accelerated filer ☐
Non-accelerated filer ☐	(do not check if smaller reporting company)	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  ☐  No ☒

The number of shares of the registrant’s common stock outstanding on October30, 2014 was 152,171,006.

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES

Quarterly Report on Form 10-Q for

the Quarterly Period Ended September 30, 2014

TABLE OF CONTENTS

		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	20
Item 4.	Controls and Procedures	21
PART II.	OTHER INFORMATION
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 6.	Exhibits	23

2

PART I.  FINANCIAL INFORMATION

Item 1. Financial Statements

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
September 30, 2014 and December 31, 2013
(in thousands, except share data)
	9/30/2014		12/31/2013
	(unaudited)		(audited)
ASSETS
Current assets:
Cash and cash equivalents	$	320,042	$	196,047
Accounts receivable, net of allowance for doubtful accounts of $27,366 and
$31,030 as of September 30, 2014 and December 31, 2013, respectively		967,943		937,195
Income taxes receivable		-		5,532
Deferred income taxes		27,024		8,785
Prepaid expenses		72,072		70,421
Inventory and other current assets		185,613		258,449
Assets held for sale		285,759		-
Total current assets		1,858,453		1,476,429
Property, plant and equipment, net of accumulated depreciation and depletion of      $2,159,166 and $1,827,011 as of September 30, 2014 and December 31, 2013, respectively		2,702,532		3,002,194
Goodwill		2,456,522		2,458,109
Notes receivable		25,560		23,708
Intangible and other long-term assets, net of accumulated amortization of $110,115     and $84,567 as of September 30, 2014 and December 31, 2013, respectively		420,873		450,867
Total assets	$	7,463,940	$	7,411,307
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	207,242	$	216,029
Accrued expenses		367,476		376,049
Income taxes payable		37,417		-
Current maturities of long-term debt		20,344		20,000
Current portion of decommissioning liabilities		-		27,322
Liabilities held for sale		76,849		-
Total current liabilities		709,328		639,400
Deferred income taxes		729,246		736,080
Decommissioning liabilities		87,443		56,197
Long-term debt, net		1,630,834		1,646,535
Other long-term liabilities		165,379		201,651
Stockholders’ equity:
Preferred stock of $0.01 par value.  Authorized - 5,000,000 shares; none issued		-		-
Common stock of $0.001 par value.
Authorized - 250,000,000, Issued - 153,958,963, Outstanding - 154,019,882 as of September 30, 2014 Authorized - 250,000,000, Issued - 158,976,784, Outstanding - 159,158,022 as of December 31, 2013		154		159
Additional paid in capital		2,724,777		2,873,579
Accumulated other comprehensive loss, net		(25,067)		(17,500)
Retained earnings		1,441,846		1,275,206
Total stockholders’ equity		4,141,710		4,131,444
Total liabilities and stockholders’ equity	$	7,463,940	$	7,411,307
See accompanying notes to condensed consolidated financial statements.

3

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
Three and Nine Months Ended September 30, 2014 and 2013
(in thousands, except per share data)
(unaudited)
	Three Months				Nine Months
	2014		2013		2014		2013
Revenues:
Services	$	935,560	$	848,941	$	2,574,565	$	2,552,792
Rentals		273,466		247,471		803,431		721,621
Total revenues		1,209,026		1,096,412		3,377,996		3,274,413
Costs and expenses:
Cost of services (exclusive of items shown separately below)		597,992		581,556		1,704,165		1,706,188
Cost of rentals (exclusive of items shown separately below)		123,700		90,076		319,425		263,742
Depreciation, depletion, amortization and accretion		170,154		152,028		493,437		446,432
General and administrative expenses		154,859		147,364		457,631		440,812
Income from operations		162,321		125,388		403,338		417,239
Other income (expense):
Interest expense, net		(24,169)		(25,564)		(72,610)		(81,610)
Other income (expense)		(2,051)		(1,697)		(1,480)		41
Loss on early extinguishment of debt		-		-		-		(884)
Income from continuing operations before income taxes		136,101		98,127		329,248		334,786
Income taxes		50,358		30,658		121,822		112,620
Net income from continuing operations		85,743		67,469		207,426		222,166
Income (loss) from discontinued operations, net of income tax		(5,886)		2,366		(15,735)		(20,045)
Net income	$	79,857	$	69,835	$	191,691	$	202,121
Earnings (loss) per share information:
Basic:
Continuing operations	$	0.55	$	0.42	$	1.33	$	1.40
Discontinued operations		(0.03)		0.02		(0.10)		(0.13)
Basic earnings per share	$	0.52	$	0.44	$	1.23	$	1.27
Diluted:
Continuing operations	$	0.55	$	0.42	$	1.31	$	1.38
Discontinued operations		(0.04)		0.01		(0.10)		(0.12)
Diluted earnings per share	$	0.51	$	0.43	$	1.21	$	1.26
Cash dividends per share	$	0.08	$	-	$	0.24	$	-
Weighted average common shares used in computing
earnings (loss) per share:
Basic		154,530		159,326		156,424		159,204
Incremental common shares from stock based compensation		1,806		1,557		1,644		1,600
Diluted		156,336		160,883		158,068		160,804

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
Three and Nine Months Ended September 30, 2014 and 2013
(in thousands)
(unaudited)
	Three Months				Nine Months
	2014		2013		2014		2013
Net income	$	79,857	$	69,835	$	191,691	$	202,121
Unrealized net gain (loss) on available-for-sale securities, net of tax		-		1,007		-		(448)
Reclassification adjustment, net of tax		-		-		1,153		-
Change in cumulative translation adjustment, net of tax		(14,439)		10,942		(8,720)		(2,203)
Comprehensive income	$	65,418	$	81,784	$	184,124	$	199,470
See accompanying notes to condensed consolidated financial statements.

4

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Nine Months Ended September 30, 2014 and 2013
(in thousands)
(unaudited)
	2014		2013
Cash flows from operating activities:
Net income	$	191,691	$	202,121
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion		494,801		462,627
Loss on early extinguishment of debt		-		884
Deferred income taxes		(15,767)		113,207
Stock based compensation expense		32,899		26,788
Amortization of debt issuance costs		6,126		6,819
Other reconciling items, net		(20,884)		(6,562)
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable		(60,611)		140
Inventory and other current assets		29,495		(54,924)
Accounts payable		30,198		7,085
Accrued expenses		36,802		24,721
Income taxes		43,214		(183,420)
Other, net		(3,653)		36,627
Net cash provided by operating activities		764,311		636,113
Cash flows from investing activities:
Payments for capital expenditures		(438,349)		(466,831)
Sale of available-for-sale securities		10,622		-
Acquisitions of businesses, net of cash acquired		(2,380)		(23,797)
Cash proceeds from insurance settlement		-		22,650
Other		20,575		2,709
Net cash used in investing activities		(409,532)		(465,269)
Cash flows from financing activities:
Proceeds from revolving line of credit		14,736		561,771
Payments on revolving line of credit		(14,736)		(561,771)
Principal payments on long-term debt		(15,000)		(165,000)
Purchase and retirement of common stock		(185,552)		-
Cash dividends		(37,586)		-
Proceeds from exercise of stock options		10,554		5,551
Other		(89)		(9,924)
Net cash used in financing activities		(227,673)		(169,373)
Effect of exchange rate changes on cash		(3,111)		(2,019)
Net increase (decrease) in cash and cash equivalents		123,995		(548)
Cash and cash equivalents at beginning of period		196,047		91,199
Cash and cash equivalents at end of period	$	320,042	$	90,651
See accompanying notes to condensed consolidated financial statements.

5

SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES

Notes to Unaudited Condensed Consolidated Financial Statements

Nine Months Ended September 30, 2014

(1)Basis of Presentation

Certain information and footnote disclosures normally in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission; however, management believes the disclosures that are made are adequate to make the information presented not misleading.  These financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in Superior Energy Services, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2013, and Management’s Discussion and Analysis of Financial Condition and Results of Operations herein.

The financial information of Superior Energy Services, Inc. and subsidiaries (the Company) for the three and nine months ended September 30, 2014 and 2013 has not been audited.  However, in the opinion of management, all adjustments necessary to present fairly the results of operations for the periods presented have been included therein.  The results of operations for the first ninemonths of the year are not necessarily indicative of the results of operations that might be expected for the entire year.  Certain previously reported amounts have been reclassified to conform to the 2014 presentation.

Due to the nature of the Company’s business, the Company is involved, from time to time, in routine litigation or subject to disputes or claims regarding its business activities. Legal costs related to these matters are expensed as incurred.  In management’s opinion, none of the pending litigation, disputes or claims is expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity.

The Company evaluates events that occur after the balance sheet date but before the financial statements are issued for potential recognition or disclosure.  Based on the evaluation, the Company determined that there were no material subsequent events for recognition or disclosure other than those disclosed herein.

(2)Discontinued Operations

During the first quarter of 2014, the Company conducted a strategic review and analysis of its subsea construction business.  As of September  30, 2014, the Company was committed to sell the assets of and exit its subsea construction business.  The disposition of assets is expected to be completed by the end of the first half of 2015.

During the first quarter of 2014, the Company also made a decision to discontinue its conventional decommissioning business.  As of September  30, 2014, the Company was committed to sell the assets of and exit its conventional decommissioning business.  The disposition of the assets is expected to be completed by the end of the first half of 2015.

Both of the subsea construction business and conventional decommissioning business were included in the Technical Solutions segment, formerly referred to as the Subsea and Technical Solutions segment.  As of September 30, 2014, the assets and liabilities of these businesses were classified as held for sale.  For thethree and nine months ended September 30, 2014 and 2013, the results of operations of these businesses are reported as discontinued operations in the consolidated statements of operations.

The following summarizes certain financial information of the businesses reported as discontinued operations (in thousands):

	Three Months Ended September 30,
	2014		2013
Revenues	$	34,210	$	92,203
Income/(loss) from discontinued operations, net of tax benefit of $4,063 and tax expense of $485, respectively		(5,886)		2,366

	Nine Months Ended September 30,
	2014		2013
Revenues	$	111,735	$	209,394
Loss from discontinued operations, net of tax benefit of $10,131 and $3,786, respectively		(15,735)		(20,045)

6

The following summarizes the assets and liabilities related to the businesses reported as discontinued operations (in thousands):

	September 30, 2014		December 31, 2013
Accounts receivable, net	$	25,415	$	26,858
Prepaid expenses		5,810		8,164
Inventory and other current assets		30,891		63,618
Current assets	$	62,116	$	98,640
Property, plant and equipment, net		219,223		217,089
Intangible and other long-term assets, net		4,420		4,854
Long-term assets	$	223,643	$	221,943
Accounts payable		21,478		13,449
Accrued expenses		37,362		52,133
Current liabilities	$	58,840	$	65,582
Other long-term liabilities	$	18,009	$	21,801

Assets and liabilities held for sale include a capital lease for a dynamically positioned subsea vessel.  Such amounts are recorded at the present value of the lease payments.  The vessel’s gross asset value under the capital lease was approximately $37.6 million at inception and accumulated depreciation through September 30, 2014 and December 31, 2013 was approximately $17.4 million and $16.4 million, respectively.  As of September 30, 2014,  $18.0million of other long-term liabilities and $4.5 million of accounts payable related to this capital lease are included in the liabilities held for sale.  As of December 31, 2013,  $21.4 million of other long-term liabilities and $4.2 million of accounts payable related to this capital lease are included in the liabilities held for sale. 

(3)Acquisitions

In March 2013, the Company acquired all of the equity interests in a company that provides cementing services in Colombia.  The Company paid approximately $20.4 million at closing and repaid $3.0 million of the acquired company’s debt.  During the nine months ended September 30, 2014, the Company paid $2.4 million as a result of a post-closing process to reconcile the net working capital of the acquired company and settlement of certain liabilities.  The Company will pay up to an additional $1.3 million during the first half of 2015, subject to the settlement of certain liabilities.  Goodwill of approximately $15.1 million was recognized as a result of this acquisition and was calculated as the excess of the consideration paid over the net assets recognized and represents estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. None of the goodwill related to this acquisition will be deductible for tax purposes. All of the goodwill was assigned to the Production Services segment.

In October 2014, the Company acquired all of the equity interests in a company that provides well testing and slickline services in India.  The purchase price of the acquisition was approximately $25.0million.

(4)Accelerated Share Repurchase Program

In March 2014, the Company entered into an accelerated share repurchase program with a third-party financial institution to purchase $75.0 million aggregate amount of shares of the Company’s outstanding common stock.  The Company paid $75.0 million and received and retired an initial delivery of 1,899,055 shares that represented approximately 75% of the total number of shares repurchased under the agreement.  In April 2014, the accelerated share repurchase program was completed and the Company received and retired633,485additional shares.

(5)Earnings per Share

Basic earnings per share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding during the period.  Diluted earnings per share is computed in the same manner as basic earnings per share except that the denominator is increased to include the number of additional common shares that could have been outstanding assuming the exercise of stock options and the conversion of restricted stock units.

Stock options for approximately 284,000 and1,100,000 shares of the Company’s common stock for the three months ended September 30, 2014 and 2013, respectively, and approximately 1,054,000 and 1,210,000 shares of the Company’s common stock for the nine months ended September 30, 2014 and 2013, respectively, were excluded in the computation of diluted earnings per share for these periods as the effect would have been anti-dilutive.

7

(6)Stock-Based Compensation Plans

The Company maintains various stock incentive plans that provide long-term incentives to the Company’s key employees, including officers, directors, consultants and advisors (Eligible Participants).  Under the stock incentive plans, the Company may grant incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, other stock-based awards or any combination thereof to Eligible Participants.  The Company’s total compensation expense related to these plans was approximately $33.5 million and $27.7 million for the nine months ended September 30, 2014 and 2013, respectively, which is reflected in general and administrative expenses.

(7)Inventory and Other Current Assets

Inventory and other current assets includes approximately $164.0 million and $162.9 million of inventory as of September 30, 2014 and December 31, 2013, respectively.  Inventories are stated at the lower of cost or market.  Cost is determined using the first-in, first-out or weighted-average cost methods for finished goods and work-in-process.  Supplies and consumables consist principally of products used in our services provided to customers. The components of the inventory balances are as follows (in thousands):

	September 30, 2014		December 31, 2013
Finished goods	$	66,340	$	65,621
Raw materials		33,281		20,764
Work-in-process		18,445		20,064
Supplies and consumables		45,936		56,470
Total	$	164,002	$	162,919

As of December 31, 2013, inventory and other current assets also included approximately $8.8 million of available-for-sale securities recorded at fair value. These available-for-sale securities consisted of approximately 1.4 million shares of SandRidge Energy, Inc. (SandRidge) common stock held by the Company.  During the second quarter of 2014, the Company sold all of the remaining shares of SandRidge common stock for approximately $10.6 million. In connection with the sale, the Company reversed approximately $1.2 million of previously recorded unrealized losses, of which approximately $1.8 million was reclassified out of accumulated other comprehensive loss, net of tax benefit of approximately $0.6 million. During the nine months ended September 30, 2013, the Company recorded an unrealized loss related to the fair value of these securities of approximately $0.7 million, of which approximately $0.5 million was reported within accumulated other comprehensive loss, net of tax expense of approximately $0.2 million.

(8)Goodwill

Goodwill is tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of the asset has decreased below its carrying value.  During the third quarter of 2014, the Company changed its annual goodwill impairment testing date from December 31 to October 1 of eachyear. Management considers this accounting change preferable because it allows the Company additional time to complete the annual goodwill impairment test.  This change does not accelerate, delay, avoid, or cause an impairment charge, nor does this change result in adjustments to previously issued financial statements. The Company will complete its annual goodwill impairment test during the fourth quarter of 2014.

(9)Debt

Credit Facility

The Company has a $1.0 billion bank credit facility, comprised of a $600 million revolving credit facility and a $400 million term loan.  The principal balance of the term loan is payable in installments of $5.0 million on the last day of each fiscal quarter, which began on June 30, 2012.  As of September 30, 2014, the Company had $350 million outstanding under the term loan and had no amounts outstanding under the revolving portion of its credit facility.  The Company also had approximately $48.2 million of letters of credit outstanding that reduce the Company’s borrowing availability under the revolving portion of the credit facility. 

All amounts outstanding under the bank credit facility are due on February 7, 2017.  Amounts borrowed under the credit facility bear interest at LIBOR plus margins that depend on the Company’s leverage ratio.  Indebtedness under the credit facility is secured by substantially all of the Company’s assets, including the pledge of the stock of the Company’s principal domestic subsidiaries. 

8

Senior Unsecured Notes

The Company has outstanding $500 million of 6 3/8% unsecured senior notes due 2019.  The indenture governing the 6 3/8% senior notes requires semi-annual interest payments on May 1st and November 1st of each year through the maturity date of May 1, 2019. 

The Company also has outstanding $800 million of 7 1/8% unsecured senior notes due 2021.  The indenture governing the 7 1/8% senior notes requires semi-annual interest payments on June 15th and December 15th of each year through the maturity date of December 15, 2021. 

(10)Decommissioning Liabilities

The Company records estimated future decommissioning liabilities in accordance with the authoritative guidance related to asset retirement obligations, which requires entities to record the fair value of a liability for an asset retirement obligation in the period in which it is incurred, with a corresponding increase in the carrying amount of the related long-lived asset.  Subsequent to initial measurement, the decommissioning liability is required to be accreted each period to present value. 

The Company has decommissioning liabilities associated with its Bullwinkle platform and related assets that consist of costs related to the plugging of wells, the removal of the related facilities and equipment, and site restoration.  Whenever practical, the Company utilizes its own equipment and labor services to perform well abandonment and decommissioning work.  When the Company performs these services, all recorded intercompany revenues and related costs of services are eliminated in the condensed consolidated financial statements.  The recorded decommissioning liability associated with a specific property is fully extinguished when the property is abandoned.  The recorded liability is first reduced by all cash expenses incurred to abandon and decommission the property.  If the recorded liability exceeds (or is less than) the Company’s total costs, then the difference is reported as an increase or decrease in revenue during the period in which the work is performed. 

The Company reviews the adequacy of its decommissioning liabilities whenever indicators suggest that the estimated cash flows needed to satisfy the liabilities have changed materially.  During the fourth quarter of 2013, as a result of an increase in third party drilling activity in the vicinity of the Bullwinkle platform, the Company believed new economic opportunities existed for additional production handling agreements with those third party production companies utilizing the Bullwinkle platform.  As a result, the Company revised its estimates relating to the timing of decommissioning work on its Bullwinkle assets, including a 10 year postponement of the platform decommissioning to an estimated date of 2038.  This change in estimate resulted in a reduction in the present value of decommissioning liabilities.  Further, as of December 31, 2013, the Company anticipated that it would be able to decommission several depleted wells that are part of the Bullwinkle assets based on the estimates received from engineers regarding platform availability during 2014.  As a result, as of December 31, 2013, the decommissioning liabilities associated with those wells were classified as current liabilities on the consolidated balance sheet.  Based on revised estimates received during the second quarter of 2014, the Company does not anticipate decommissioning any of the wells during the next twelve months.  As a result, all of the decommissioning liabilities were classified as long-term liabilities on the consolidated balance sheet as of September 30, 2014.  

The following table summarizes the activity for the Company’s decommissioning liabilities for the nine months ended September 30, 2014 and 2013 (in thousands): 

	Nine Months Ended September 30,
	2014		2013
Decommissioning liabilities, December 31, 2013 and 2012, respectively	$	83,519	$	93,053
Liabilities acquired and incurred		866		360
Liabilities settled		-		(87)
Accretion		3,324		4,269
Revision in estimated liabilities		(266)		-
Total decommissioning liabilities, September 30, 2014 and 2013, respectively	$	87,443	$	97,595

(11)Notes Receivable

Notes receivable consist of a commitment from the seller of an oil and gas property acquired by the Company towards costs associated with the abandonment of the acquired property.  Pursuant to an agreement with the seller, the Company will invoice the seller an agreed upon amount at the completion of certain decommissioning activities.  The gross amount of this obligation totals  $115.0 million and is recorded at present value using an effective interest rate of 6.58%.  The related discount is amortized to interest income based on the expected timing of completion of the decommissioning activities.  The Company recorded interest income related to notes receivable of $1.2 million and $2.2 million for the nine months ended September 30, 2014 and 2013, respectively.

9

(12)Segment Information

Business Segments

The Drilling Products and Services segment rents and sells bottom hole assemblies, premium drill pipe, tubulars and specialized equipment for use with onshore and offshore oil and gas well drilling, completion, production and workover activities.  It also provides on-site accommodations and bolting and machining services.  The Onshore Completion and Workover Services segment provides pressure pumping services used to complete and stimulate production in new oil and gas wells, fluid handling services and well servicing rigs that provide a variety of well completion, workover and maintenance services.  The Production Services segment provides intervention services such as coiled tubing, cased hole and mechanical wireline, hydraulic workover and snubbing, production testing and optimization, and remedial pumping services. It also provides specialized pressure control tools used to manage and control pressure throughout the life of a well.The Technical Solutions segment provides services typically requiring specialized engineering, manufacturing or project planning, including well control services, well containment systems, stimulation and sand control services and well plug and abandonment services. It also includes production handling arrangements and the production and sale of oil and gas. 

For the three and nine months ended September 30, 2014 and 2013, operating results for the Company’s subsea construction and conventional decommissioning businesses are reported in discontinued operations (see note 2).  Previously those operating results were reported within the Technical Solutions segment, which was named the Subsea and Technical Solutions segment.

The Company evaluates the performance of its reportable segments based on income or loss from operations.  The segment measure is calculated as follows: segment revenues less segment operating expenses, depreciation expense and allocated general and administrative expenses.  General and administrative expenses are allocated to the segments based primarily on specific identification and, to the extent that such identification is not practical, other methods which the Company believes to be a reasonable reflection of the utilization of services provided.  The Company believes this segment measure is useful in evaluating the performance of its reportable segments because it highlights operating trends and aids analytical comparisons.

Summarized financial information for the Company’s segments for the three and nine months ended September 30, 2014 and 2013 is shown in the following tables (in thousands): 

Three Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	239,204	$	470,849	$	348,793	$	150,180	$	-	$	1,209,026
Cost of services and rentals
(exclusive of items shown separately below)		76,277		317,433		248,567		79,415		-		721,692
Depreciation, depletion, amortization     and accretion		47,904		59,009		41,225		22,016		-		170,154
General and administrative expenses		36,913		39,625		45,627		32,694		-		154,859
Income from operations		78,110		54,782		13,374		16,055		-		162,321
Interest expense, net		-		-		-		404		(24,573)		(24,169)
Other expense		-		-		-		-		(2,051)		(2,051)
Income (loss) from continuing operations     before income taxes	$	78,110	$	54,782	$	13,374	$	16,459	$	(26,624)	$	136,101

10

Three Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	215,523	$	398,016	$	359,722	$	123,151	$	-	$	1,096,412
Cost of services and rentals
(exclusive of items shown separately below)		73,873		275,676		251,575		70,508		-		671,632
Depreciation, depletion, amortization     and accretion		42,390		52,576		45,554		11,508		-		152,028
General and administrative expenses		35,864		37,216		46,735		27,549		-		147,364
Income from operations		63,396		32,548		15,858		13,586		-		125,388
Interest expense, net		-		-		-		743		(26,307)		(25,564)
Other expense		-		-		-		-		(1,697)		(1,697)
Income (loss) from continuing operations     before income taxes	$	63,396	$	32,548	$	15,858	$	14,329	$	(28,004)	$	98,127

Nine Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	685,396	$	1,258,774	$	1,013,904	$	419,922	$	-	$	3,377,996
Cost of services and rentals
(exclusive of items shown separately below)		216,166		876,575		706,911		223,938		-		2,023,590
Depreciation, depletion, amortization     and accretion		140,265		174,995		123,213		54,964		-		493,437
General and administrative expenses		117,026		114,604		138,058		87,943		-		457,631
Income from operations		211,939		92,600		45,722		53,077		-		403,338
Interest expense, net		-		-		-		1,167		(73,777)		(72,610)
Other expense		-		-		-		-		(1,480)		(1,480)
Income (loss) from continuing operations     before income taxes	$	211,939	$	92,600	$	45,722	$	54,244	$	(75,257)	$	329,248

Nine Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	614,924	$	1,222,215	$	1,096,185	$	341,089	$	-	$	3,274,413
Cost of services and rentals
(exclusive of items shown separately below)		205,502		819,472		756,954		188,002		-		1,969,930
Depreciation, depletion, amortization     and accretion		125,768		158,021		133,361		29,282		-		446,432
General and administrative expenses		104,002		116,786		143,349		76,675		-		440,812
Income from operations		179,652		127,936		62,521		47,130		-		417,239
Interest expense, net		-		-		-		2,195		(83,805)		(81,610)
Other income		-		-		-		-		41		41
Loss on early extinguishment of debt		-		-		-		-		(884)		(884)
Income (loss) from continuing operations     before income taxes	$	179,652	$	127,936	$	62,521	$	49,325	$	(84,648)	$	334,786

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Identifiable Assets
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
September 30, 2014	$	1,282,129	$	3,012,785	$	2,123,888	$	1,045,138	$	-	$	7,463,940
December 31, 2013	$	1,245,501	$	2,973,916	$	2,176,785	$	1,015,105	$	-	$	7,411,307

As of September 30, 2014, the Technical Solutions segment included $285.8 million of identifiable assets of the subsea construction and conventional decommissioning businesses that were classified as assets held for sale on the consolidated balance sheet.

Geographic Segments

The Company attributes revenue to various countries based on the location of where services are performed or the destination of the drilling products or equipment sold or leased.  Long-lived assets consist primarily of property, plant and equipment and are attributed to various countries based on the physical location of the asset at the end of a period.  As of September 30, 2014, the assets of the subsea construction and conventional decommissioning businesses were classified as assets held for sale on the consolidated balance sheet.  The Company’s revenue by geographic area for the three and nine months ended September 30, 2014 and 2013 and long-lived assets by geographic area as of September 30, 2014 and December 31, 2013 are as follows (in thousands):

Revenues:
	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
United States	$	1,024,919	$	932,686	$	2,850,179	$	2,783,756
Other Countries		184,107		163,726		527,817		490,657
Total	$	1,209,026	$	1,096,412	$	3,377,996	$	3,274,413
Long-Lived Assets:
					September 30, 2014		December 31, 2013
United States					$	2,343,365	$	2,476,792
Other Countries						359,167		525,402
Total, net					$	2,702,532	$	3,002,194

(13)  Fair Value Measurements

The Company follows the authoritative guidance for fair value measurements relating to financial and nonfinancial assets and liabilities, including presentation of required disclosures herein.  This guidance establishes a fair value framework requiring the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets and liabilities.  Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment.  The three levels are defined as follows:

Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities.

Level 2: Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical assets or liabilities in inactive markets; or model-derived valuations or other inputs that can be corroborated by observable market data.

Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

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The following tables provide a summary of the financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2014 and December 31, 2013 (in thousands):

			Fair Value Measurements at Reporting Date Using
	September 30, 2014		Level 1		Level 2		Level 3
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	11,830	$	342	$	11,488		-
Interest rate swaps	$	2,642		-	$	2,642		-
Accounts payable
Non-qualified deferred compensation liabilities	$	2,667		-	$	2,667		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,052		-	$	14,052		-
	December 31, 2013		Level 1		Level 2		Level 3
Inventory and other current assets
Available-for-sale securities	$	8,817	$	8,817		-		-
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	13,731	$	2,330	$	11,401		-
Interest rate swap	$	337		-	$	337		-
Accounts payable
Non-qualified deferred compensation liabilities	$	1,944		-	$	1,944		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,986		-	$	14,986		-

As of December 31, 2013,  available-for-sale securities was comprised of approximately 1.4 million shares of SandRidge common stock.  The securities were reported at fair value based on the closing price of the shares as reported on the New York Stock Exchange (see note 7).

The Company’s non-qualified deferred compensation plans allow officers, certain highly compensated employees and non-employee directors to defer receipt of a portion of their compensation and contribute such amounts to one or more hypothetical investment funds.  The Company entered into separate trust agreements, subject to general creditors, to segregate assets of each plan and reports the accounts of the trusts in its condensed consolidated financial statements.  These investments are reported at fair value based on unadjusted quoted prices in active markets for identifiable assets and observable inputs for similar assets and liabilities, which represent Levels 1 and 2, respectively, in the fair value hierarchy. 

The Company has three interest rate swap agreements related to its fixed rate debt maturing in 2021 for notional amounts of $100 million each, whereby the Company is entitled to receive semi-annual interest payments at a fixed rate of 7 1/8% per annum and is obligated to make semi-annual interest payments at floating rates, which are adjusted every 90 days, based on LIBOR plus a fixed margin. The swap agreements, scheduled to terminate on December 15, 2021, are designated as fair value hedges of a portion of the Company’s 7 1/8% senior notes, as the derivatives have been tested to be highly effective in offsetting changes in the fair value of the underlying note.  As these derivatives are classified as fair value hedges, the changes in the fair value of the derivatives are offset against the changes in the fair value of the underlying note in interest expense, net (see note 14). 

The fair value of the Company’s cash equivalents, accounts receivable and current maturities of long-term debt approximates their carrying amounts.  The fair value of the Company’s long-term debt was approximately $1,753.2 million and $1,789.0million as of September 30, 2014 and December 31, 2013, respectively.  The fair value of these debt instruments is determined by reference to the market value of the instruments as quoted in over-the-counter markets, which are Level 1 inputs.

13

(14)  Derivative Financial Instruments

From time to time, the Company may employ interest rate swaps in an attempt to achieve a more balanced debt portfolio between fixed and variable interest.  The Company does not use derivative financial instruments for trading or speculative purposes.

The Company has three interest rate swaps for notional amounts of $100 million each related to its 7 1/8% senior notes maturing in December 2021.  These interest rate swaps are accounted for as fair value hedges since the swaps hedge against the change in fair value of fixed rate debt resulting from changes in interest rates.  The Company recorded a derivative asset relating to these swaps of $2.6 million and $0.3 million within intangible and other long term assets in the consolidated balance sheets as of September 30, 2014 and December 31, 2013, respectively. 

The changes in fair value of the interest rate swaps are included in the adjustments to reconcile net income to net cash provided by operating activities in the consolidated statement of cash flows. The effect and location of the derivative instruments in the condensed consolidated statement of operations, presented on a pre-tax basis, are as follows (in thousands):

		Three Months Ended September 30,
Effect of derivative instrument	Location of (gain) loss  recognized	2014		2013
Interest rate swap	Interest expense, net	$	1,907	$	(513)
Hedged item - debt	Interest expense, net		(2,639)		615
		$	(732)	$	102

		Nine Months Ended September 30,
		2014		2013
Interest rate swap	Interest expense, net	$	(6,727)	$	7,383
Hedged item - debt	Interest expense, net		4,422		(6,886)
		$	(2,305)	$	497

For the nine months ended September 30, 2014 and 2013,  approximately $2.3 millionof interest income and $0.5 million of interest expense, respectively, was related to the ineffectiveness associated with these fair value hedges.  Hedge ineffectiveness represents the difference between the changes in fair value of the derivative instruments and the changes in fair value of the fixed rate debt attributable to changes in the benchmark interest rate. 

(15)  Income Taxes

The Company follows authoritative guidance with respect to accounting for uncertainty in income taxes. It is the Company’s policy to recognize interest and applicable penalties, if any, related to uncertain tax positions in income tax expense.  The Company had approximately $29.9 million of unrecorded tax benefits as of September 30, 2014 and December 31, 2013, all of which would impact the Company’s effective tax rate if recognized. 

(16)  Related Party Disclosures

The Company purchases services, products and equipment, as well as leases certain facilities, from companies affiliated with an officer of one of its subsidiaries.  The Company believes the transactions reflected below with these related parties are on terms and conditions no less favorable to the Company than transactions with unaffiliated parties.  For the nine months ended September 30, 2014 and 2013, these purchases totaled approximately $146.8 million and $140.7 million, respectively.  For the nine months ended September 30, 2014, approximately $56.7 million was purchased from ORTEQ Energy Services, a heavy equipment construction company which also manufactures pressure pumping equipment, approximately $0.6 million was purchased from Ortowski Construction, primarily related to the manufacture of pressure pumping units, approximately $15.2 million was paid to Resource Transport, LLC, related to the transportation of sand used in pressure pumping activities, approximately $51.6 million was purchased from Texas Specialty Sands, LLC, primarily for the purchase of sand used for pressure pumping activities, approximately $21.1 million was purchased from ProFuel, LLC, primarily related to the purchase of diesel used to operate equipment and trucks, and approximately $1.6 million was related to leasehold improvements and facilities leased from Timber Creek Real Estate Partners.  For the nine months ended September 30, 2013, approximately $41.1 million was purchased from ORTEQ Energy Services, approximately $0.1 million was purchased from Ortowski Construction, approximately $11.9 million was paid to Resource Transport, LLC, approximately $64.6 million was purchased from Texas Specialty Sands, LLC, approximately $22.6 million was purchased from ProFuel, LLC and approximately $0.4 million was related to facilities leased from Timber Creek Real Estate Partners. 

14

As of September 30, 2014, the Company’s trade accounts payable includes amounts due to these companies totaling approximately $29.0 million, of which approximately $4.6 million was due ORTEQ Energy Services, approximately $4.0 million was due Resource Transport, LLC, approximately $16.2 million was due Texas Specialty Sands, LLC and approximately $4.2 million was due ProFuel, LLC.  As of December 31, 2013, the Company’s trade accounts payable includes amounts due to these companies totaling approximately $14.6million, of which approximately $7.8million was due ORTEQ Energy Services, approximately $0.9 million was due Resource Transport, LLC, approximately $2.0 million was due Texas Specialty Sands, LLC, approximately $2.6 million was due ProFuel, LLC and approximately $1.3 million was due Timber Creek Real Estate Partners.

The Company’s President and Chief Executive Officer serves as an independent director of the board of Linn Energy, LLC (Linn), an independent oil and gas development company with focus areas in the Rockies, Mid-Continent, the Hugoton Basin, California, the Permian Basin, Michigan, Illinois and east Texas.  The Company recorded revenues from Linn and its subsidiaries of approximately $15.3 million and $15.9 million for the nine months ended September 30, 2014 and 2013, respectively.  The Company had trade receivables from Linn and its subsidiaries of approximately$1.3 million and$2.9 million as of September 30, 2014 and December 31, 2013, respectively.

(17)  Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board issued ASU No. 2014-09, Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance in GAAP. The guidance in this update requires an entity to recognize the amount of revenue that it expects to be entitled for the transfer of promised goods or services to customers. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the accounting guidance on its ongoing financial reporting.

In April 2014, the Financial Accounting Standards Board issued ASU No. 2014-08, Presentation of Financial Statements and Property, Plant and Equipment, which changes the definition of discontinued operations.  The guidance permits only those disposed components (or components held-for-sale) representing a strategic shift that have (or will have) a major effect on operations and financial results to be reported in discontinued operations.  The new standard is effective prospectively for disposals (or classifications as held-for-sale) that occur after December 31, 2014.  The Company elected not to early adopt the accounting guidance.

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

Forward-Looking Statements

Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements which involve risks and uncertainties.  Generally, the words “expects,” “anticipates,” “targets,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions identify forward-looking statements, although not all forward-looking statements contain these identifying words.  All statements other than statements of historical fact included in this section regarding our financial position and liquidity, strategic alternatives, future capital needs, business strategies and other plans and objectives of our management for future operations and activities are forward-looking statements. These statements are based on certain assumptions and analyses made by our management in light of its experience and its perception of historical trends, current market and industry conditions, expected future developments and other factors it believes are appropriate under the circumstances. Such forward-looking statements are subject to uncertainties that could cause our actual results to differ materially from such statements. Such uncertainties include, but are not limited to: risks inherent in acquiring businesses, the effect of regulatory programs and environmental matters on our performance, including the risk that future changes in the regulation of hydraulic fracturing could reduce or eliminate demand for our pressure pumping services; risks associated with business growth outpacing the capabilities of our infrastructure and workforce; risks associated with the uncertainty of macroeconomic and business conditions worldwide; the cyclical nature and volatility of the oil and gas industry, including the level of exploration, production and development activity and the volatility of oil and gas prices; changes in competitive factors affecting our operations; political, economic and other risks and uncertainties associated with international operations; the impact that unfavorable or unusual weather conditions could have on our operations; the potential shortage of skilled workers; our dependence on certain customers; the risks inherent in long-term fixed-price contracts; and, operating hazards, including the significant possibility of accidents resulting in personal injury or death, property damage or environmental damage. These risks and other uncertainties related to our business are described in detail in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Investors are cautioned that many of the assumptions on which our forward-looking statements are based are likely to change after our forward-looking statements are made, including for example the market prices of oil and natural gas and regulations affecting oil and gas operations, which we cannot control or anticipate. Further, we may make changes to our business plans that could or will affect our results. We undertake no obligation to update any of our forward-looking statements and we do not intend to update our forward-looking statements more frequently than quarterly, notwithstanding any changes in our assumptions, changes in our business plans, our actual experience, or other changes. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.

Executive Summary

For the three months ended September 30, 2014, revenue was $1,209.0 million and income from continuing operations was $85.7 million, or $0.55 diluted earnings per share.  Net income was $79.9 million, or $0.51 diluted earnings per share.

Third quarter 2014 revenue in our Drilling Products and Services segment increased 6% sequentially to $239.2 million, as compared to $226.0 million in the second quarter of 2014.  The primary factor driving the higher sequential revenue in this segment was a 24% increase in international revenue to $63.7 million due to increased rentals of premium drill pipe and accommodations.  U.S. land revenue increased 5% sequentially to $85.9 million due to increased rentals of bottom hole assemblies and accommodations.  Gulf of Mexico revenue decreased 3% sequentially to $89.6 million due to decreased  specialty rentals.

Third quarter 2014 revenue in our Onshore Completion and Workover Services segment increased 18% sequentially to $470.8million, as compared to $398.1 million in the second quarter of 2014.  All of this segment’s revenue is derived from the U.S. land market area.  On a sequential basis, the revenue increase was driven by higher demand for pressure pumping services.

Third quarter 2014 revenue in our Production Services segment increased 1% sequentially to $348.8 million, as compared to $343.9 million in the second quarter of 2014. U.S. land revenue increased 5% sequentially to $225.0 million primarily due to increased activity for coiled tubing and wireline.  International revenue decreased5% sequentially to $86.6 million primarily due to decreased activity for hydraulic workover and snubbing services and pressure control tools.Gulf of Mexico revenue decreased3% sequentially to $37.2 million primarily due to decreased coiled tubing activity.

Third quarter 2014 revenue in our Technical Solutions segment increased to $150.2 million, which represents an8% sequential increase from second quarter 2014 revenue of $139.6 million.  U.S. land revenue increased 20% sequentially to $32.4 million primarily due to an increase in demand for completion tools and products and an increase in well control services.  Gulf of Mexico revenue increased 4% sequentially to $84.0 million primarily due to an increase in well control services, which was partially offset by a decline in demand for completion tools and products.  International revenue increased5% sequentially to $33.8  million as a result of an increase in well service activity.Operating results for our subsea construction and conventional decommissioning businesses are reported in discontinued operations.  Previously those operating results were reported within the Technical Solutions segment, which was named the Subsea and Technical Solutions segment.

16

Comparison of the Results of Operations for the Three Months Ended September 30, 2014 and 2013

For the three months ended September 30, 2014, our revenues were $1,209.0 million, resulting in income from continuing operations of $85.7 million, or $0.55 diluted earnings per share.  Net income was $79.9 million, or $0.51 diluted earnings per share.  For the three months ended September 30, 2013, revenues were $1,096.4 million and income from continuing operations was $67.5 million, or $0.42 diluted earnings per share.  Net income was $69.8 million, or $0.43 diluted earnings per share.

The following table compares our operating results for the three months ended September 30, 2014 and 2013 (in thousands, except percentages).  Cost of services and rentals excludes depreciation, depletion, amortization and accretion. 

	Revenue						Cost of Services and Rentals
	2014		2013		Change		2014		%	2013		%	Change
Drilling Products and Services	$	239,204	$	215,523	$	23,681	$	76,277	32%	$	73,873	34%	$	2,404
Onshore Completion and
Workover Services		470,849		398,016		72,833		317,433	67%		275,676	69%		41,757
Production Services		348,793		359,722		(10,929)		248,567	71%		251,575	70%		(3,008)
Technical Solutions		150,180		123,151		27,029		79,415	53%		70,508	57%		8,907
Total	$	1,209,026	$	1,096,412	$	112,614	$	721,692	60%	$	671,632	61%	$	50,060

The following provides a discussion of our results on a segment basis:

Drilling Products and Services Segment

Revenue from our Drilling Products and Services segment increased 11% to $239.2 million for the three months ended September 30, 2014, as compared to $215.5 million for the same period in 2013.  Cost of services as a percentage of revenue decreased to 32% of segment revenue for the three months ended September 30, 2014, as compared to 34% in the same period in 2013, primarily due to an increase in revenues from a more favorable product mix.  Revenue from our Gulf of Mexico market area increased approximately 15% due to increased activity in most of our product lines within this segment, particularly premium drill pipe and accommodations.  Revenue generated from our U.S. land market area increased 18% primarily due to increases in accommodations rentals and bottom hole assemblies.  These increases were partially offset by a 2% decrease in revenue derived from our international market area primarily due to a decreased activity in rentals of bottom hole assemblies.

Onshore Completion and Workover Services Segment

Revenue from our Onshore Completion and Workover Services segment increased 18% to  $470.8 million for the three months ended September 30, 2014, as compared to $398.0 million for the same period in 2013.  All of this segment’s revenue is derived from the U.S. land market area.  The increase in revenue was driven by higher demand for pressure pumping services and fluid management.  Cost of services as a percentage of revenue decreased to 67%of segment revenue for the three months ended September 30, 2014 as compared to 69% in the same period in 2013, primarily due to the improved cost efficiencies in our pressure pumping activities.

Production Services Segment

Revenue from our Production Services segment for the three months ended September 30, 2014 decreased by 3% to $348.8 million, as compared to $359.7 million for the same period in 2013.  Cost of services as a percentage of revenue increased to 71%from 70% in the third quarter of 2013.  Revenue derived from the Gulf of Mexico market area decreased 29% due to decreased activity for pressure control and hydraulic workover and snubbing services.  Revenue from the U.S. land market area remained flat for the three months ended September 30, 2014 as compared to the same period in 2013, as increases in revenue from coiled tubing and wireline services were offset by a decrease in revenue from remedial pumping activity.  Revenue from international market areas increased 6% primarily due to an increase in hydraulic workover and snubbing activity and increased activity for remedial pumping services in Latin America. 

Technical Solutions Segment

Revenue from our Technical Solutions segment increased 22% to $150.2 million for the three months ended September 30, 2014, as compared to $123.2 million for the same period in 2013.  Cost of services decreased to 53% of segment revenue from 57% in the third quarter of 2013, primarily due to an increase in revenues from a more favorable product mix.  Revenue in our international market areas increased as a result of an increase in completion tools and products.  Revenue in our U.S. land market area increased 45% primarily due to an increase in demand for completion tools and products.   Revenue in our Gulf of Mexico market area remained flat for the three months ended September 30, 2014, as compared to the same period in 2013.

17

Depreciation, Depletion, Amortization and Accretion

Depreciation, depletion, amortization and accretion increased to $170.2 million for the three months ended September 30, 2014 from $152.0 million for the same period in 2013.  Depreciation and amortization expense for our Drilling Products and Services segment for the three months ended September 30, 2014 increased by $5.5 million, or 13%, due to 2013 and 2014 capital expenditures.  Depreciation and amortization expense for our Onshore Completion and Workover Services segment for the three months ended September 30, 2014 increased by $6.5 million, or 12%, due to 2013 and 2014 capital expenditures.  Depreciation and amortization expense for our Production Services segment for the three months ended September 30, 2014 decreased by $4.3 million, or 10%, as a result of certain assets being fully depreciated.  Depreciation, depletion, amortization and accretion expense for our Technical Solutions segment for the three months ended September 30, 2014 increased by approximately $10.5 million, or 91%, primarily due to 2013 and 2014 capital expenditures. 

General and Administrative Expenses

General and administrative expenses were $154.9 million for the three months September 30, 2014, as compared to $147.4 million for the same period in 2013.The increase is primarily attributable to an increase in employee-related expenses and expanding infrastructure to support our growth in both U.S. and international markets.

Discontinued Operations

Discontinued operations include operating results for both our subsea construction business and our conventional decommissioning business.  Loss from discontinued operations, net of tax, was $5.9 million for the three months ended September 30, 2014, as compared to an income from discontinued operations, net of tax of $2.4 million for the same period in 2013.

Comparison of the Results of Operations for the Nine Months Ended September 30, 2014 and 2013

For the nine months ended September 30, 2014, our revenues were $3,378.0 million, resulting in income from continuing operations of $207.4 million, or $1.31 diluted earnings per share.  Net income was $191.7 million, or $1.21 diluted earnings per share.  For the nine months ended September 30, 2013, revenues were $3,274.4 million and income from continuing operations was $222.2 million, or $1.38 diluted earnings per share.  Net income was $202.1 million, or $1.26 diluted earnings per share.

The following table compares our operating results for the nine months ended September 30, 2014 and 2013 (in thousands, except percentages).  Cost of services and rentals excludes depreciation, depletion, amortization and accretion. 

	Revenue						Cost of Services and Rentals
	2014		2013		Change		2014		%	2013		%	Change
Drilling Products and Services	$	685,396	$	614,924	$	70,472	$	216,166	32%	$	205,502	33%	$	10,664
Onshore Completion and
Workover Services		1,258,774		1,222,215		36,559		876,575	70%		819,472	67%		57,103
Production Services		1,013,904		1,096,185		(82,281)		706,911	70%		756,954	69%		(50,043)
Technical Solutions		419,922		341,089		78,833		223,938	53%		188,002	55%		35,936
Total	$	3,377,996	$	3,274,413	$	103,583	$	2,023,590	60%	$	1,969,930	60%	$	53,660

The following provides a discussion of our results on a segment basis:

Drilling Products and Services Segment

Revenue from our Drilling Products and Services segment increased 11% to $685.4 million for the nine months ended September 30, 2014, as compared to $614.9 million for the same period in 2013.  Cost of services as a percentage of revenue decreased to 32% of segment revenue for the nine months ended September 30, 2014, as compared to 33% in the same period in 2013, primarily due to an increase in revenues from a more favorable product mix.  Revenue from our Gulf of Mexico market area increased approximately 27% due to increases in rentals of premium drill pipe and accommodations.  Revenue generated from our U.S. land market area increased 6% primarily due to increases in revenue from rentals of accommodations and bottom hole assemblies.  These increases were partially offset by a 3% decrease in revenue generated from our international market areas, which was due to decreases in rentals of accommodations and premium drill pipe.  

Onshore Completion and Workover Services Segment

Revenue from our Onshore Completion and Workover Services segment increased by 3% to $1,258.8 million for the nine months ended September 30, 2014, as compared to $1,222.2 million for the same period in 2013.  All of this segment’s revenue is derived from the U.S. land market area.  The increase in revenue was driven by  higher demand for pressure pumping services and fluid management. 

18

Cost of services as a percentage of revenue increased to 70%of segment revenue for the nine months ended September 30, 2014, as compared to 67% in the same period in 2013, primarily due to increased repair and maintenance expenses for pressure pumping services. 

Production Services Segment

Revenue from our Production Services segment for the nine months ended September 30, 2014 decreased by 8% to $1,013.9 million, as compared to $1,096.2 million for the same period in 2013.  Cost of services as a percentage of revenue increased to70% of segment revenue as compared to 69% in the same period in 2013.  Revenue derived from the Gulf of Mexico market area decreased 31% due to decreased activity for pressure control, hydraulic workover and snubbing and wireline services.  Revenue from international market areas remained flat for the nine months ended September 30, 2014 as compared to the same period in 2013.  Revenue from the U.S. land market area decreased 5% as we experienced declines in coiled tubing, remedial pumping, and hydraulic workover and snubbing activity. 

Technical Solutions Segment

Revenue from our Technical Solutions segment increased 23% to $419.9 million for the nine months ended September 30, 2014, as compared to $341.1 million for the same period in 2013.  Cost of services as a percentage of revenue decreased to53% of segment revenue for the nine months ended September 30, 2014 as compared to 55% in the same period of 2013, primarily due to an increase in revenues from a more favorable product mix.  Revenue in our international market areas increased 77% as a result of an increase in demand for well control work and completion tools and products.  Revenue in our Gulf of Mexico market area increased 6% primarily due to an increase in our oil and gas activities.  Revenue in our U.S. land market area increased 39% primarily due to an increase in demand for completion tools and products.

Depreciation, Depletion, Amortization and Accretion

Depreciation, depletion, amortization and accretion increased to $493.4 million for the nine months ended September 30, 2014 from $446.4 million for the same period in 2013.  Depreciation and amortization expense for our Drilling Products and Services segment for the nine months ended September 30, 2014 increased by $14.5 million, or 12%, due to 2013 and 2014 capital expenditures.  Depreciation and amortization expense for our Onshore Completion and Workover Services segment for the nine months ended September 30, 2014 increased by $17.0 million, or 11%, due to 2013 and 2014 capital expenditures.  Depreciation and amortization expense for our Production Services segment for the nine months ended September 30, 2014 decreased by $10.2 million, or 8% as a result of certain assets being fully depreciated.  Depreciation, depletion, amortization and accretion expense for our Technical Solutions segment for the nine months ended September 30, 2014 increased by approximately $25.7 million, or 88%, primarily due to 2013 and 2014 capital expenditures. 

General and Administrative Expenses

General and administrative expenses were $457.6 million for nine months ended September 30, 2014, as compared to $440.8 million for the same period in 2013. The increase is primarily attributable to an increase in employee-related expenses and expanding infrastructure to support our growth in both U.S. and international markets.

Discontinued Operations

Discontinued operations include operating results for both our subsea construction business and conventional decommissioning business.  Losses from discontinued operations, net of tax, were $15.7 million for the nine months ended September 30, 2014, as compared to $20.0 million for the same period in 2013.

Liquidity and Capital Resources

In the nine months ended September 30, 2014, we generated net cash from operating activities of $764.3 million, as compared to $636.1 million in the same period of 2013.  Our primary liquidity needs are for working capital and to fund capital expenditures, debt service, dividend payments, share repurchases and acquisitions.  Our primary sources of liquidity are cash flows from operations and available borrowings under the revolving portion of our credit facility.  We had cash and cash equivalents of $320.0 million as of September 30, 2014, compared to $196.0 million as of December 31, 2013.  As of September 30, 2014, approximately $129.9 million of our cash balance was held outside the U.S.  Cash balances held in foreign jurisdictions can be repatriated to the U.S.; however, they would be subject to federal income taxes, less applicable foreign tax credits.  The Company has not provided U.S. income tax expense on earnings of its foreign subsidiaries because it expects to reinvest the undistributed earnings indefinitely.  In October 2014, we acquired all of the equity interests in a company in India using approximately $25.0 million of cash which was held outside of the U.S.

We spent $438.3 million of cash on capital additions during the nine months ended September 30, 2014.  Approximately $96.7 million, $64.5 million and $58.3 million were used to expand and maintain the asset bases of our Onshore Completion and Workover Services, Production Services and Technical Solutions segments, respectively, and approximately $218.8 million was used to expand and maintain our Drilling Products and Services segment’s equipment inventory. 

19

We have a $1.0 billion bank credit facility which is comprised of a $600 million revolving portion and a $400 million term loan.  The principal balance of the term loan is payable in installments of $5.0 million on the last day of each fiscal quarter.  As of September 30, 2014, we had $350 million outstanding under the term loan. As of September 30, 2014, we had no amounts outstanding under the revolving portion of our credit facility and approximately $48.2 million of letters of credit outstanding, which reduce our borrowing capacity under this portion of the credit facility.  As of October 30, 2014, we had no amounts outstanding under the revolving portion of our credit facility, and approximately $47.7 million of letters of credit outstanding.  All amounts outstanding under the bank credit facility are due on February 7, 2017.  Borrowings under the credit facility bear interest at LIBOR plus margins that depend on our leverage ratio.  Indebtedness under the credit facility is secured by substantially all of our assets, including the pledge of the stock of our principal domestic subsidiaries.  The credit facility contains customary events of default and requires that we satisfy various financial covenants.  As of September 30, 2014, we were in compliance with all such covenants.

We have outstanding $500 million of 6 3/8% unsecured senior notes due 2019. The indenture governing the 6 3/8% senior notes requires semi-annual interest payments on May 1st and November 1st of each year through the maturity date of May 1, 2019.  The indenture contains customary events of default and requires that we satisfy various covenants.As of September 30, 2014, we were in compliance with all such covenants.

We also have outstanding $800 million of 7 1/8% unsecured senior notes due 2021.  The indenture governing the 7 1/8% senior notes requires semi-annual interest payments on June 15th and December 15th of each year through the maturity date of December 15, 2021.  The indenture contains customary events of default and requires that we satisfy various covenants.As of September 30, 2014, we were in compliance with all such covenants.

We currently believe that we will spend approximately $180 million to $235 million on capital expenditures, excluding acquisitions, during the remaining three months of 2014.  We believe that our current working capital and cash generated from our operations will provide sufficient funds for our identified capital projects.

We continue to focus on operational efficiency and returning cash to shareholders.  Year to date through October 30, 2014, we have repurchased $242.3 million of our common stock.  As of October 30, 2014, $147.0 million was available under our existing share repurchase program.  During 2014, we have paid $37.6 million of dividends to stockholders.  In October 2014, we declared a quarterly dividend of $0.08 per share on our outstanding common stock, which will be paid on November 19, 2014.

We intend to continue implementing our growth strategy of increasing our scope of services through both internal growth and strategic acquisitions.  We expect to continue to make the capital expenditures required to implement our growth strategy in amounts consistent with the amount of cash generated from our operating activities. 

Hedging Activities

We have three interest rate swap agreements for notional amounts of $100 million each related to our 7 1/8% senior notes maturing in December 2021, whereby we are entitled to receive semi-annual interest payments at a fixed rate of 7 1/8% per annum and are obligated to make semi-annual interest payments at variable rates.  The variable interest rates, which are adjusted every 90 days, are based on LIBOR plus a fixed margin and are scheduled to terminate on December 15, 2021.

Recently Issued Accounting Pronouncements

See Part I, Item 1, “Financial Statements– Note 17 – Recently Issued Accounting Pronouncements.”

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

We are exposed to market risks associated with foreign currency fluctuations and changes in interest rates.  A discussion of our market risk exposure in financial instruments follows.

Foreign Currency Exchange Rates Risk

Because we operate in a number of countries throughout the world, we conduct a portion of our business in currencies other than the U.S. dollar.  The functional currency for our international operations, other than certain operations in Canada, the United Kingdom and Europe, is the U.S. dollar, but a portion of the revenues from our international operations is paid in foreign currencies.  The effects of foreign currency fluctuations are partly mitigated because local expenses of such international operations are also generally denominated in the same currency.  We continually monitor the currency exchange risks associated with all contracts not denominated in the U.S. dollar. 

Assets and liabilities of certain subsidiaries in Canada, the United Kingdom and Europe are translated at end of period exchange rates, while income and expenses are translated at average rates for the period.  Translation gains and losses are reported as the foreign currency translation component of accumulated other comprehensive loss in stockholders’ equity. 

20

We do not hold derivatives for trading purposes or use derivatives with complex features. When we believe prudent, we enter into forward foreign exchange contracts to hedge the impact of foreign currency fluctuations. We do not enter into forward foreign exchange contracts for trading purposes.  As of September 30, 2014, we had no outstanding foreign currency forward contracts.

Interest Rate Risk

As of September 30, 2014, our debt was comprised of the following (in thousands):

	Fixed Rate Debt		Variable Rate Debt
Term loan due 2017	$	-	$	350,000
6 3/8 % Senior notes due 2019		500,000		-
7 1/8% Senior notes due 2021		500,000		300,000
Other		1,178		-
Total Debt	$	1,001,178	$	650,000

Based on the amount of this debt outstanding as of September 30, 2014, a 10% increase in the variable interest rate would have increased our interest expense for the nine months ended September 30, 2014 byapproximately $1.7 million, while a 10% decrease would have decreased our interest expense by approximately $1.7 million.

Commodity Price Risk

Our revenues, profitability and future rate of growth significantly depend upon the market prices of oil and natural gas.  Lower prices may also reduce the amount of oil and natural gas that can economically be produced. 

For additional discussion, see Part 1, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Item 4.  Controls and Procedures

a. Evaluation of disclosure controls and procedures.As of the end of the period covered by this quarterly report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer have concluded, based on their evaluation, that our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) are effective for ensuring that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures and is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

b. Changes in internal control.  There has been no change in our internal control over financial reporting that occurred during thethree months ended September 30, 2014, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

21

PART II.  OTHER INFORMATION

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

Issuer Purchases of Equity Securities

Period	(a) Total Number of Shares Purchased (1)	(b) Average Price Paid per Share		(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)	(d) Approximate Dollar Value of Shares that May Yet be Purchased Under the Plan or Programs (2)
July 1 - 31, 2014	1,328,937	$	35.81	1,328,437	$	225,216,717
August 1 - 31, 2014	627,108	$	34.29	626,300	$	203,741,093
September 1 - 30, 2014	1,897	$	33.93	-	$	203,741,093
Total	1,957,942	$	35.32	1,954,737	$	203,741,093

(1) Through our stock incentive plans, 3,205 shares were delivered to us by our employees to satisfy their tax withholding requirements upon vesting of restricted stock and restricted stock units.

(2) On October 14, 2013, we announced that our Board of Directors authorized a $400 million share repurchase program of our common stock, which will expire on December 31, 2015.

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Item 6.   Exhibits

(a) The following exhibits are filed with this Form 10-Q:

Exhibit No.	Description
3.1	Restated Certificate of Incorporation of Superior Energy Services, Inc. (incorporated herein by reference to Exhibit 3.1 to Superior Energy Services, Inc.’s Quarterly Report on Form 10-Q filed August 7, 2013 (File No. 001-34037)).
3.2	Amended and Restated Bylaws of Superior Energy Services, Inc. (as amended through March 7, 2012) (incorporated herein by reference to Exhibit 3.1 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed March 12, 2012 (File No. 001-34037))
4.1	Indenture, dated April 27, 2011, among SESI, L.L.C., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed April 27, 2011 (File No. 001-34037)), as amended by Supplemental Indenture, dated February 29, 2012, by and among SESI, L.L.C., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed March 1, 2012 (File No. 001-34037)), as further amended by Supplemental Indenture dated May 7, 2012, by and among SESI, L.L.C. the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed May 8, 2012 (File No. 001-34037)), as further amended by Supplemental Indenture dated August 29, 2014, by and among SESI, L.L.C. the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed September 2, 2014 (File No. 001-34037)).
4.2	Indenture, dated December 6, 2011, among SESI, L.L.C., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed December 12, 2011 (File No. 001-34037)), as amended by Supplemental Indenture, dated February 29, 2012, by and among SESI, L.L.C., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed March 1, 2012 (File No. 001-34037)), as further amended by Supplemental Indenture dated May 7, 2012, by and among SESI, L.L.C. the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed May 8, 2012 (File No. 001-34037)), as further amended by Supplemental Indenture dated August 29, 2014, by and among SESI, L.L.C. the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Superior Energy Services, Inc.’s Current Report on Form 8-K filed September 2, 2014 (File No. 001-34037)).
18.1*	Preferability letter regarding change in accounting policy relating to goodwill.
31.1*	Officer’s certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Officer’s certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Officer’s certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Officer’s certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document

    *Filed herein

23

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 thereunto duly authorized.

SUPERIOR ENERGY SERVICES, INC.

Date:	November4, 2014	By:	/s/ Robert S. Taylor
			Robert S. Taylor
			Executive Vice President, Treasurer and
			Chief Financial Officer
			(Principal Financial and Accounting Officer)

24

EX-18.1

November  4, 2014

Superior Energy Services, Inc.
Houston, Texas

Ladies and Gentlemen:

We have been furnished with a copy of the quarterly report on Form 10-Q of Superior Energy Services, Inc.and subsidiaries (the Company) for the three and nine months ended September 30, 2014, and have read the Company’s statements contained in note 8 to the condensedconsolidated financial statements included therein. As stated in note 8, the Company changed its annual goodwill impairment testing date from December 31 to October 1 and states that the accounting change is preferable in the circumstances because it will allow the Company additional time to complete the impairment test. In accordance with your request, we have reviewed and discussed with Company officials the circumstances and business judgment and planning upon which the decision to make this change in the method of accounting was based.

We have not audited any financial statements of the Company as of any date or for any period subsequent to December 31, 2013, nor have we audited the information set forth in the aforementioned note 8 to the condensed consolidated financial statements; accordingly, we do not express an opinion concerning the factual information contained therein.

With regard to the aforementioned accounting change, authoritative criteria have not been established for evaluating the preferability of one acceptable method of accounting over another acceptable method. However, for purposes of the Company’s compliance with the requirements of the Securities and Exchange Commission, we are furnishing this letter.

Based on our review and discussion, with reliance on management’s business judgment and planning, we concur that the newly adopted method of accounting is preferable in the Company’s circumstances.

Very truly yours,

/s/ KPMG LLP

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, David D. Dunlap,  President and Chief Executive Officer of Superior Energy Services, Inc., certify that:

1.I have reviewed this quarterlyreport on Form 10-Q of Superior Energy Services, 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 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:    November4, 2014
	/s/ David. D. Dunlap
	David D. Dunlap
	President and Chief Executive Officer
	Superior Energy Services, Inc.

EX-31.2

EXHIBIT 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Robert S. Taylor, Executive Vice President, Treasurer and Chief Financial Officer of Superior Energy Services, Inc., certify that:

1.I have reviewed this quarterly report on Form 10-Q of Superior Energy Services, 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 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: November4, 2014
	/s/ Robert S. Taylor
	Robert S. Taylor
	Executive Vice President, Treasurer and Chief Financial Officer
	Superior Energy Services, Inc.

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

SECTION 1350 OF TITLE 18 OF THE U.S. CODE

I, David D. Dunlap,  President and Chief Executive Officer of Superior Energy Services, Inc. (the “Company”), certify, pursuant to Section 1350 of Title 18 of the U.S. Code, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (“Section 906”), that:

1.the quarterly report on Form 10-Q of the Company for the quarter ended September 30, 2014 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, 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.

This certificate is being furnished solely for purposes of Section 906 and is not being filed as part of the Report or as a separate disclosure document.

Date:    November4, 2014
	/s/ David. D. Dunlap
	David D. Dunlap
	President and Chief Executive Officer
	Superior Energy Services, Inc.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

SECTION 1350 OF TITLE 18 OF THE U.S. CODE

I, Robert S. Taylor, Executive Vice President, Treasurer and Chief Financial Officer of Superior Energy Services, Inc. (the “Company”), certify, pursuant to Section 1350 of Title 18 of the U.S. Code, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (“Section 906”), that:

1.the quarterlyreport on Form 10-Q of the Company for the quarter ended September 30, 2014 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, 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.

This certificate is being furnished solely for purposes of Section 906 and is not being filed as part of the Report or as a separate disclosure document.

Date:    November4, 2014
	/s/ Robert S. Taylor
	Robert S. Taylor
	Executive Vice President, Treasurer and Chief Financial Officer
	Superior Energy Services, Inc.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Debt (Details) (USD $)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2014 Credit Facility [Member]	Sep. 30, 2014 Unsecured Senior Notes Due 2019 [Member]	Sep. 30, 2014 Unsecured Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Credit Facility, Term Loan Amount Outstanding		$ 350,000,000
Credit facility, total borrowing capacity		1,000,000,000
Line of credit facility, revolving borrowing capacity		600,000,000
Aggregate principal amount of term loan		400,000,000
Line of Credit Facility, Periodic Payment		5,000,000
Letters of Credit Outstanding, Amount		48,200,000
Senior Notes			500,000,000	800,000,000
Stated interest rate on unsecured senior notes			6.375%
Gains (Losses) on Extinguishment of Debt	(884,000)
Line of Credit Facility, Amount Outstanding		$ 0

XML

Income Taxes (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013
Income Taxes [Abstract]
Unrecorded tax benefits	$ 29.9

XML

Derivative Financial Instruments (Narrative) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Derivatives, Fair Value [Line Items]
Adjustment Interval of Variable Rate on Interest Rate Swap	90
Derivative asset	$ 2.6		$ 0.3
Interest income (expense) related to the ineffectiveness associated with the fair value hedge	2.3	0.5
Interest rate swap agreement for notional amount	100.0
July 2013 Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Interest rate swap agreement for notional amount	$ 100.0

XML

Acquisitions (Narrative) (Details) (USD $)	3 Months Ended		3 Months Ended		3 Months Ended
	Sep. 30, 2014	Dec. 31, 2013	Mar. 31, 2013 Cementing Service Acquisitioin[Member]	Sep. 30, 2014 Cementing Service Acquisitioin[Member]	Sep. 30, 2014 Yennai Acquisition [Member]
Business Acquisition [Line Items]
Business acquisition, purchase price payable over next two years				$ 1,300,000
Cash paid to acquire equity interest	25,000,000		20,400,000		25,000,000
Approximately cash paid	25,000,000		20,400,000		25,000,000
Company will repay of complete debt			3,000,000
Goodwill	2,456,522,000	2,458,109,000	15,100,000
Additional consideration attributable to acquisition				$ 2,400,000

XML

Inventory and Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2014

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

	September 30, 2014		December 31, 2013
Finished goods	$	66,340	$	65,621
Raw materials		33,281		20,764
Work-in-process		18,445		20,064
Supplies and consumables		45,936		56,470
Total	$	164,002	$	162,919

XML

Segment Information (Financial information for Company's segments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Segment Reporting Information [Line Items]
Total revenues	$ 1,209,026	$ 1,096,412	$ 3,377,996	$ 3,274,413
Cost of services (exclusive of items shown separately below)	721,692	671,632	2,023,590	1,969,930
Depreciation, depletion, amortization and accretion	170,154	152,028	493,437	446,432
General and administrative expenses	154,859	147,364	457,631	440,812
Income from operations	162,321	125,388	403,338	417,239
Interest income (expense), net	(24,169)	(25,564)	(72,610)	(81,610)
Other Nonoperating Income (Expense)	(2,051)	(1,697)	(1,480)	41
Loss on early extinguishment of debt				(884)
Income (loss) from continuing operations before income taxes	136,101	98,127	329,248	334,786
Identifiable Assets	7,463,940		7,463,940		7,411,307
Subsea and Technical Solutions [Member]
Segment Reporting Information [Line Items]
Total revenues	150,180	123,151	419,922	341,089
Cost of services (exclusive of items shown separately below)	79,415	70,508	223,938	188,002
Depreciation, depletion, amortization and accretion	22,016	11,508	54,964	29,282
General and administrative expenses	32,694	27,549	87,943	76,675
Income from operations	16,055	13,586	53,077	47,130
Interest income (expense), net	404	743	1,167	2,195
Income (loss) from continuing operations before income taxes	16,459	14,329	54,244	49,325
Identifiable Assets	1,045,138		1,045,138		1,015,105
Production Services [Member]
Segment Reporting Information [Line Items]
Total revenues	348,793	359,722	1,013,904	1,096,185
Cost of services (exclusive of items shown separately below)	248,567	251,575	706,911	756,954
Depreciation, depletion, amortization and accretion	41,225	45,554	123,213	133,361
General and administrative expenses	45,627	46,735	138,058	143,349
Income from operations	13,374	15,858	45,722	62,521
Income (loss) from continuing operations before income taxes	13,374	15,858	45,722	62,521
Identifiable Assets	2,123,888		2,123,888		2,176,785
Onshore Completion and Workover Services [Member]
Segment Reporting Information [Line Items]
Total revenues	470,849	398,016	1,258,774	1,222,215
Cost of services (exclusive of items shown separately below)	317,433	275,676	876,575	819,472
Depreciation, depletion, amortization and accretion	59,009	52,576	174,995	158,021
General and administrative expenses	39,625	37,216	114,604	116,786
Income from operations	54,782	32,548	92,600	127,936
Income (loss) from continuing operations before income taxes	54,782	32,548	92,600	127,936
Identifiable Assets	3,012,785		3,012,785		2,973,916
Drilling Products and Services [Member]
Segment Reporting Information [Line Items]
Total revenues	239,204	215,523	685,396	614,924
Cost of services (exclusive of items shown separately below)	76,277	73,873	216,166	205,502
Depreciation, depletion, amortization and accretion	47,904	42,390	140,265	125,768
General and administrative expenses	36,913	35,864	117,026	104,002
Income from operations	78,110	63,396	211,939	179,652
Income (loss) from continuing operations before income taxes	78,110	63,396	211,939	179,652
Identifiable Assets	1,282,129		1,282,129		1,245,501
Unallocated [Member]
Segment Reporting Information [Line Items]
Interest income (expense), net	(24,573)	(26,307)	(73,777)	(83,805)
Other Nonoperating Income (Expense)	(2,051)	(1,697)	(1,480)	41
Loss on early extinguishment of debt				(884)
Income (loss) from continuing operations before income taxes	$ (26,624)	$ (28,004)	$ (75,257)	$ (84,648)

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Inventory and Other Current Assets (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Inventory and Other Current Assets [Abstract]
Inventory	$ 164,002	$ 162,919
Finished Goods	66,340	65,621
Work in progress	18,445	20,064
Raw materials	33,281	20,764
Supplies and consumables	$ 45,936	$ 56,470

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Derivative Financial Instruments (The location and effect of the derivative instrument on the condensed consolidated statement of operations, pre-tax basis) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Derivative Instruments, (Gain) Loss [Line Items]
Amount of (gain) loss recognized	$ (732)	$ 102	$ (2,305)	$ 497
Hedged Item Debt [Member] | Interest Expense, Net [Member]
Derivative Instruments, (Gain) Loss [Line Items]
Amount of (gain) loss recognized	(2,639)	615	4,422	(6,886)
Interest Rate Swap [Member] | Interest Expense, Net [Member]
Derivative Instruments, (Gain) Loss [Line Items]
Amount of (gain) loss recognized	$ 1,907	$ (513)	$ (6,727)	$ 7,383

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Acquisitions

9 Months Ended

Sep. 30, 2014

Acquisitions [Abstract]

Acquisitions

(3)Acquisitions

In March 2013, the Company acquired all of the equity interests in a company that provides cementing services in Colombia.  The Company paid approximately $20.4 million at closing and repaid $3.0 million of the acquired company’s debt.  During the nine months ended September 30, 2014, the Company paid $2.4 million as a result of a post-closing process to reconcile the net working capital of the acquired company and settlement of certain liabilities.  The Company will pay up to an additional $1.3million during the first half of 2015, subject to the settlement of certain liabilities.  Goodwill of approximately $15.1 million was recognized as a result of this acquisition and was calculated as the excess of the consideration paid over the net assets recognized and represents estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. None of the goodwill related to this acquisition will be deductible for tax purposes. All of the goodwill was assigned to the Production Services segment.

In October 2014, the Company acquired all of the equity interests in a company that provides well testing and slickline services in India.  The purchase price of the acquisition was approximately $25.0million.  

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Segment Information (Company's information by geographic area) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	$ 1,209,026	$ 1,096,412	$ 3,377,996	$ 3,274,413
Total, Long-lived assets	2,702,532		2,702,532		3,002,194
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	1,024,919	932,686	2,850,179	2,783,756
Long-lived assets	2,343,365		2,343,365		2,476,792
Other Countries Member
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	184,107	163,726	527,817	490,657
Long-lived assets	$ 359,167		$ 359,167		$ 525,402

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Derivative Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2014

Derivative Financial Instruments [Abstract]

Location and effect of the derivative instrument on the statements of operations

		Three Months Ended September 30,
Effect of derivative instrument	Location of (gain) loss  recognized	2014		2013
Interest rate swap	Interest expense, net	$	1,907	$	(513)
Hedged item - debt	Interest expense, net		(2,639)		615
		$	(732)	$	102

		Nine Months Ended September 30,
		2014		2013
Interest rate swap	Interest expense, net	$	(6,727)	$	7,383
Hedged item - debt	Interest expense, net		4,422		(6,886)
		$	(2,305)	$	497

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2014

Fair Value Measurements [Abstract]

Summary of financial assets and liabilities measured at fair value on recurring basis

			Fair Value Measurements at Reporting Date Using
	September 30, 2014		Level 1		Level 2		Level 3
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	11,830	$	342	$	11,488		-
Interest rate swaps	$	2,642		-	$	2,642		-
Accounts payable
Non-qualified deferred compensation liabilities	$	2,667		-	$	2,667		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,052		-	$	14,052		-
	December 31, 2013		Level 1		Level 2		Level 3
Inventory and other current assets
Available-for-sale securities	$	8,817	$	8,817		-		-
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	13,731	$	2,330	$	11,401		-
Interest rate swap	$	337		-	$	337		-
Accounts payable
Non-qualified deferred compensation liabilities	$	1,944		-	$	1,944		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,986		-	$	14,986		-

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Fair Value Measurements (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Fair Value Measurements [Abstract]
Adjustment Interval of Variable Rate on Interest Rate Swap	90
Number of shares comprising Available for Sale Securities		1.4
Interest rate swap agreement for notional amount	$ 100.0
Fair value of long term debt	$ 1,753.2	$ 1,789.0

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Dispositions (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Dispositions [Abstract]
Vessel's gross asset value under the capital lease at inception	$ 37.6
Vessel's gross asset value under the capital lease at depreciation	17.4	16.4
Other long-term liabilities	18.0	21.4
Accounts Payable Related to Obligations Under Capital Lease	$ 4.5	$ 4.2

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Dispositions (Components of income (loss) from discontinued operations, net of tax) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Income Statement Additional Disclosures by Disposal Groups Including Discontinued Operations [Line Items]
Income tax expense (benefit)	$ 4,063	$ (485)	$ 10,131	$ 3,786
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	(5,886)	2,366	(15,735)	(20,045)
Segment, Discontinued Operations [Member]
Income Statement Additional Disclosures by Disposal Groups Including Discontinued Operations [Line Items]
Revenues	34,210	92,203	111,735	209,394
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest	$ (5,886)	$ 2,366	$ (15,735)	$ (20,045)

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Dispositions

9 Months Ended

Sep. 30, 2014

Dispositions [Abstract]

Dispositions

(2)Discontinued Operations

During the first quarter of 2014, the Company conducted a strategic review and analysis of its subsea construction business.  As of September 30, 2014, the Company was committed to sell the assets of and exit its subsea construction business.  The disposition of assets is expected to be completed by the end of the first half of 2015.

During the first quarter of 2014, the Company also made a decision to discontinue its conventional decommissioning business.  As of September 30, 2014, the Company was committed to sell the assets of and exit its conventional decommissioning business.  The disposition of the assets is expected to be completed by the end of the first half of 2015.

Both of the subsea construction business and conventional decommissioning business were included in the Technical Solutions segment, formerly referred to as the Subsea and Technical Solutions segment.  As of September 30, 2014, the assets and liabilities of these businesses were classified as held for sale.  For the three and nine months ended September 30, 2014 and 2013, the results of operations of these businesses are reported as discontinued operations in the consolidated statements of operations.

The following summarizes certain financial information of the businesses reported as discontinued operations (in thousands):

	Three Months Ended September 30,
	2014		2013
Revenues	$	34,210	$	92,203
Income/(loss) from discontinued operations, net of tax benefit of $4,063 and tax expense of $485, respectively		(5,886)		2,366

	Nine Months Ended September 30,
	2014		2013
Revenues	$	111,735	$	209,394
Loss from discontinued operations, net of tax benefit of $10,131 and $3,786, respectively		(15,735)		(20,045)

The following summarizes the assets and liabilities related to the businesses reported as discontinued operations (in thousands):

	September 30, 2014		December 31, 2013
Accounts receivable, net	$	25,415	$	26,858
Prepaid expenses		5,810		8,164
Inventory and other current assets		30,891		63,618
Current assets	$	62,116	$	98,640
Property, plant and equipment, net		219,223		217,089
Intangible and other long-term assets, net		4,420		4,854
Long-term assets	$	223,643	$	221,943
Accounts payable		21,478		13,449
Accrued expenses		37,362		52,133
Current liabilities	$	58,840	$	65,582
Other long-term liabilities	$	18,009	$	21,801

Assets and liabilities held for sale include a capital lease for a dynamically positioned subsea vessel.  Such amounts are recorded at the present value of the lease payments.  The vessel’s gross asset value under the capital lease was approximately $37.6 million at inception and accumulated depreciation through September 30, 2014 and December 31, 2013 was approximately $17.4 million and $16.4 million, respectively.  As of September 30, 2014,  $18.0million of other long-term liabilities and $4.5 million of accounts payable related to this capital lease are included in the liabilities held for sale.  As of December 31, 2013,  $21.4 million of other long-term liabilities and $4.2 million of accounts payable related to this capital lease are included in the liabilities held for sale. 

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Dispositions (Assets and liabilities of disposal groups) (Details) (Segment, Discontinued Operations [Member], USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Segment, Discontinued Operations [Member]
Accounts receivable, net	$ 25,415	$ 26,858
Prepaid expenses	5,810	8,164
Inventory and other current assets	30,891	63,618
Current assets of discontinued operations	62,116	98,640
Property, plant and equipment, net	219,223	217,089
Intangible and other long-term assets, net	4,420	4,854
Long-term assets of discontinued operations	223,643	221,943
Accounts payable	21,478	13,449
Accrued expenses	37,362	52,133
Current liabilities of discontinued operations	58,840	65,582
Disposal Group, Including Discontinued Operation, Other Noncurrent Liabilities	$ 18,009	$ 21,801

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Decommissioning Liabilities (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Summary of the activity for the Company's decommissioning liabilities
Decommissioning liabilities, December 31, 2013 and 2012, respectively	$ 83,519	$ 93,053
Liabilities acquired and incurred	866	360
Liabilities settled		(87)
Accretion	3,324	4,269
Revision estimated liabilities	(266)
Total decommissioning liabilities, September 30, 2014 and 2013, respectively	87,443	97,595
Less: current portion of decommissioning liabilities at September 30, 2014 and 2013, respectively			27,322
Long-term decommissioning liabilities, September 30, 2014 and 2013, respectively	$ 87,443		$ 56,197

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 320,042	$ 196,047
Accounts receivable, net of allowance for doubtful accounts of $27,366 and $31,030 at September 30, 2014 and December 31, 2013, respectively	967,943	937,195
Deferred Tax Assets, Net, Current	27,024	8,785
Income tax receivable		5,532
Prepaid expenses	72,072	70,421
Inventory and other current assets	185,613	258,449
Assets Held-for-sale, Current	285,759
Total current assets	1,858,453	1,476,429
Property, plant and equipment, net of accumulated depreciation and depletion of $2,159,166 and $1,827,011 at September 30, 2014 and December 31, 2013, respectively	2,702,532	3,002,194
Goodwill	2,456,522	2,458,109
Notes receivable	25,560	23,708
Intangible and other long-term assets, net of accumulated amortization of $110,115 and $84,567 at September 30, 2014 and December 31, 2013, respectively	420,873	450,867
Total assets	7,463,940	7,411,307
Current liabilities:
Accounts payable	207,242	216,029
Accrued expenses	367,476	376,049
Income taxes payable	37,417
Current portion of decommissioning liabilities		27,322
Current maturities of long-term debt	20,344	20,000
Total current liabilities	709,328	639,400
Liabilities of Assets Held-for-sale	76,849
Deferred income taxes	729,246	736,080
Decommissioning liabilities	87,443	56,197
Long-term debt, net	1,630,834	1,646,535
Other long-term liabilities	165,379	201,651
Stockholders' equity:
Preferred stock of $0.01 par value. Authorized, 5,000,000 shares; none issued
Common stock of $0.001 par value. Authorized - 250,000,000, Issued - 153,958,963, Outstanding - 154,019,882 at September 30, 2014 Authorized - 250,000,000, Issued - 158,976,784, Outstanding, 159,158,022 at December 31, 2013	154	159
Additional Paid in Capital	2,724,777	2,873,579
Accumulated other comprehensive loss, net	(25,067)	(17,500)
Retained earnings	1,441,846	1,275,206
Total stockholders' equity	4,141,710	4,131,444
Total liabilities and stockholders' equity	$ 7,463,940	$ 7,411,307

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Fair Value Measurements (Financial assets and liabilities measured at fair value on a recurring basis) (Details) (Fair Value, Measurements, Recurring [Member], USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities		$ 8,817
Non-Qualified Deferred Compensation Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets	11,830	13,731
Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets	2,642	337
Non Qualified Deferred Compensation Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Accounts payable	2,667	1,944
Other long-term liabilities	14,052	14,986
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities		8,817
Level 1 [Member] | Non-Qualified Deferred Compensation Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets	342	2,330
Level 1 [Member] | Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets
Level 1 [Member] | Non Qualified Deferred Compensation Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Accounts payable
Other long-term liabilities
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities
Level 2 [Member] | Non-Qualified Deferred Compensation Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets	11,488	11,401
Level 2 [Member] | Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets	2,642	337
Level 2 [Member] | Non Qualified Deferred Compensation Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Accounts payable	2,667	1,944
Other long-term liabilities	14,052	14,986
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities
Level 3 [Member] | Non-Qualified Deferred Compensation Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets
Level 3 [Member] | Interest Rate Swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Intangible and other long-term assets
Level 3 [Member] | Non Qualified Deferred Compensation Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Accounts payable
Other long-term liabilities

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Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Cash flows from operating activities:
Net income	$ 191,691	$ 202,121
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	494,801	462,627
Loss on early extinguishment of debt		884
Deferred income taxes	(15,767)	113,207
Stock based and performance share unit compensation expense	32,899	26,788
Amortization of debt acquisition costs and note discount	6,126	6,819
Other reconciling items, net	(20,884)	(6,562)
Changes in operating assets and liabilities, net of acquisitions and dispositions:
Accounts receivable	(60,611)	140
Inventory and other current assets	29,495	(54,924)
Accounts payable	30,198	7,085
Accrued expenses	36,802	24,721
Income taxes	43,214	(183,420)
Other, net	(3,653)	36,627
Net Cash Provided by (Used in) Operating Activities, Total	764,311	636,113
Cash flows from investing activities:
Payments for capital expenditures	(438,349)	(466,831)
Proceeds from Sale of Available-for-sale Securities, Equity	10,622
Acquisitions of businesses, net of cash acquired	(2,380)	(23,797)
Other	20,575	2,709
Net Cash Provided by (Used in) Investing Activities, Total	(409,532)	(465,269)
Proceeds from Insurance Settlement, Investing Activities		22,650
Cash flows from financing activities:
Principal payments of long-term debt	(15,000)	(165,000)
Payments of Ordinary Dividends, Common Stock	37,586
Proceeds from exercise of stock options	10,554	5,551
Payments for purchase and retirement of Common Stock	(185,552)
Other	(89)	(9,924)
Net Cash Provided by (Used in) Financing Activities, Total	(227,673)	(169,373)
Repayments of Long-term Lines of Credit	(14,736)	(561,771)
Proceeds from Long-term Lines of Credit	14,736	561,771
Effect of exchange rate changes on cash	(3,111)	(2,019)
Net increase in cash and cash equivalents	123,995	(548)
Cash and cash equivalents at beginning of period	196,047	91,199
Cash and cash equivalents at end of period	$ 320,042	$ 90,651

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Earnings per Share (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Earnings Per Share [Abstract]
Stock options	284,000	1,100,000	1,054,000	1,210,000

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Related Party Disclosures

9 Months Ended

Sep. 30, 2014

Related Party Transactions [Abstract]

Related Party Disclosures

(16)  Related Party Disclosures

The Company purchases services, products and equipment, as well as leases certain facilities, from companies affiliated with an officer of one of its subsidiaries.  The Company believes the transactions reflected below with these related parties are on terms and conditions no less favorable to the Company than transactions with unaffiliated parties.  For the nine months ended September 30, 2014 and 2013, these purchases totaled approximately $146.8million and $140.7 million, respectively.  For the nine months ended September 30, 2014, approximately $56.7 million was purchased from ORTEQ Energy Services, a heavy equipment construction company which also manufactures pressure pumping equipment, approximately $0.6 million was purchased from Ortowski Construction, primarily related to the manufacture of pressure pumping units, approximately $15.2 million was paid to Resource Transport, LLC, related to the transportation of sand used in pressure pumping activities, approximately $51.6 million was purchased from Texas Specialty Sands, LLC, primarily for the purchase of sand used for pressure pumping activities, approximately $21.1 million was purchased from ProFuel, LLC, primarily related to the purchase of diesel used to operate equipment and trucks, and approximately $1.6 million was related to leasehold improvements and facilities leased from Timber Creek Real Estate Partners.  For the nine months ended September 30, 2013, approximately $41.1 million was purchased from ORTEQ Energy Services, approximately $0.1 million was purchased from Ortowski Construction, approximately $11.9 million was paid to Resource Transport, LLC, approximately $64.6 million was purchased from Texas Specialty Sands, LLC, approximately $22.6 million was purchased from ProFuel, LLC and approximately $0.4 million was related to facilities leased from Timber Creek Real Estate Partners. 

As of September 30, 2014, the Company’s trade accounts payable includes amounts due to these companies totaling approximately $29.0 million, of which approximately $4.6 million was due ORTEQ Energy Services, approximately $4.0 million was due Resource Transport, LLC, approximately $16.2 million was due Texas Specialty Sands, LLC and approximately $4.2 million was due ProFuel, LLC.  As of December 31, 2013, the Company’s trade accounts payable includes amounts due to these companies totaling approximately $14.6 million, of which approximately $7.8 million was due ORTEQ Energy Services, approximately $0.9 million was due Resource Transport, LLC, approximately $2.0 million was due Texas Specialty Sands, LLC, approximately $2.6 million was due ProFuel, LLC and approximately $1.3 million was due Timber Creek Real Estate Partners.

The Company’s President and Chief Executive Officer serves as an independent director of the board of Linn Energy, LLC (Linn), an independent oil and gas development company with focus areas in the Rockies, Mid-Continent, the Hugoton Basin, California, the Permian Basin, Michigan, Illinois and east Texas.  The Company recorded revenues from Linn and its subsidiaries of approximately $15.3 million and $15.9 million for the nine months ended September 30, 2014 and 2013, respectively.  The Company had trade receivables from Linn and its subsidiaries of approximately $1.3 million and $2.9 million as of September 30, 2014 and December 31, 2013, respectively.

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Stock-Based Compensation and Retirement Plans (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Stock Based Compensation and Retirement Plans [Abstract]
Compensation expense	$ 33.5	$ 27.7

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Dispositions (Tables)

3 Months Ended

9 Months Ended

Sep. 30, 2014

Sep. 30, 2014

Dispositions [Abstract]

Components of income (loss) from discontinued operations

	Three Months Ended September 30,
	2014		2013
Revenues	$	34,210	$	92,203
Income/(loss) from discontinued operations, net of tax benefit of $4,063 and tax expense of $485, respectively		(5,886)		2,366

	Nine Months Ended September 30,
	2014		2013
Revenues	$	111,735	$	209,394
Loss from discontinued operations, net of tax benefit of $10,131 and $3,786, respectively		(15,735)		(20,045)

Assets and liabilities of disposal groups

	September 30, 2014		December 31, 2013
Accounts receivable, net	$	25,415	$	26,858
Prepaid expenses		5,810		8,164
Inventory and other current assets		30,891		63,618
Current assets	$	62,116	$	98,640
Property, plant and equipment, net		219,223		217,089
Intangible and other long-term assets, net		4,420		4,854
Long-term assets	$	223,643	$	221,943
Accounts payable		21,478		13,449
Accrued expenses		37,362		52,133
Current liabilities	$	58,840	$	65,582
Other long-term liabilities	$	18,009	$	21,801

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Basis of Presentation

9 Months Ended

Sep. 30, 2014

Basis of Presentation [Abstract]

Basis of Presentation

(1)Basis of Presentation

Certain information and footnote disclosures normally in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission; however, management believes the disclosures that are made are adequate to make the information presented not misleading.  These financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in Superior Energy Services, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2013, and Management’s Discussion and Analysis of Financial Condition and Results of Operations herein.

The financial information of Superior Energy Services, Inc. and subsidiaries (the Company) for the three and nine months ended September 30, 2014 and 2013 has not been audited.  However, in the opinion of management, all adjustments necessary to present fairly the results of operations for the periods presented have been included therein.  The results of operations for the first nine months of the year are not necessarily indicative of the results of operations that might be expected for the entire year.  Certain previously reported amounts have been reclassified to conform to the 2014 presentation.

Due to the nature of the Company’s business, the Company is involved, from time to time, in routine litigation or subject to disputes or claims regarding its business activities. Legal costs related to these matters are expensed as incurred.  In management’s opinion, none of the pending litigation, disputes or claims is expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity.

The Company evaluates events that occur after the balance sheet date but before the financial statements are issued for potential recognition or disclosure.  Based on the evaluation, the Company determined that there were no material subsequent events for recognition or disclosure other than those disclosed herein.

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Consolidated Balance Sheets [Abstract]
Allowance for doubtful accounts	$ 27,366	$ 31,030
Accumulated depreciation and depletion on Property, plant and equipment	2,159,166	1,827,011
Accumulated amortization of Intangible and other long-term assets	$ 110,115	$ 84,567
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	153,958,963	158,976,784
Common stock, shares outstanding	154,019,882	159,158,022

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Notes Receivable

9 Months Ended

Sep. 30, 2014

Notes Receivable [Abstract]

Notes Receivable

(11)Notes Receivable

Notes receivable consist of a commitment from the seller of an oil and gas property acquired by the Company towards costs associated with the abandonment of the acquired property.  Pursuant to an agreement with the seller, the Company will invoice the seller an agreed upon amount at the completion of certain decommissioning activities.  The gross amount of this obligation totals  $115.0 million and is recorded at present value using an effective interest rate of 6.58%.  The related discount is amortized to interest income based on the expected timing of completion of the decommissioning activities.  The Company recorded interest income related to notes receivable of $1.2 million and $2.2 million for the nine months ended September 30, 2014 and 2013, respectively.

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Document and Entity Information	9 Months Ended
	Sep. 30, 2014	Oct. 30, 2014
Document and Entity Information [Abstract]
Entity Registrant Name	Superior Energy Services Inc
Entity Central Index Key	0000886835
Document Type	10-Q
Document Period End Date	Sep. 30, 2014
Amendment Flag	false
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		152,171,006
Entity Well-known Seasoned Issuer	Yes
Trading Symbol	spn
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No

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Segment Information

9 Months Ended

Sep. 30, 2014

Segment Information [Abstract]

Segment Information

(12)Segment Information

Business Segments

The Drilling Products and Services segment rents and sells bottom hole assemblies, premium drill pipe, tubulars and specialized equipment for use with onshore and offshore oil and gas well drilling, completion, production and workover activities.  It also provides on-site accommodations and bolting and machining services.  The Onshore Completion and Workover Services segment provides pressure pumping services used to complete and stimulate production in new oil and gas wells, fluid handling services and well servicing rigs that provide a variety of well completion, workover and maintenance services.  The Production Services segment provides intervention services such as coiled tubing, cased hole and mechanical wireline, hydraulic workover and snubbing, production testing and optimization, and remedial pumping services. It also provides specialized pressure control tools used to manage and control pressure throughout the life of a well.The Technical Solutions segment provides services typically requiring specialized engineering, manufacturing or project planning, including well control services, well containment systems, stimulation and sand control services and well plug and abandonment services. It also includes production handling arrangements and the production and sale of oil and gas. 

For the three and nine months ended September 30, 2014 and 2013, operating results for the Company’s subsea construction and conventional decommissioning businesses are reported in discontinued operations (see note 2).  Previously those operating results were reported within the Technical Solutions segment, which was named the Subsea and Technical Solutions segment.

The Company evaluates the performance of its reportable segments based on income or loss from operations.  The segment measure is calculated as follows: segment revenues less segment operating expenses, depreciation expense and allocated general and administrative expenses.  General and administrative expenses are allocated to the segments based primarily on specific identification and, to the extent that such identification is not practical, other methods which the Company believes to be a reasonable reflection of the utilization of services provided.  The Company believes this segment measure is useful in evaluating the performance of its reportable segments because it highlights operating trends and aids analytical comparisons.

Summarized financial information for the Company’s segments for the three and nine months ended September 30, 2014 and 2013 is shown in the following tables (in thousands): 

Three Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	239,204	$	470,849	$	348,793	$	150,180	$	-	$	1,209,026
Cost of services and rentals
(exclusive of items shown separately below)		76,277		317,433		248,567		79,415		-		721,692
Depreciation, depletion, amortization     and accretion		47,904		59,009		41,225		22,016		-		170,154
General and administrative expenses		36,913		39,625		45,627		32,694		-		154,859
Income from operations		78,110		54,782		13,374		16,055		-		162,321
Interest expense, net		-		-		-		404		(24,573)		(24,169)
Other expense		-		-		-		-		(2,051)		(2,051)
Income (loss) from continuing operations     before income taxes	$	78,110	$	54,782	$	13,374	$	16,459	$	(26,624)	$	136,101

Three Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	215,523	$	398,016	$	359,722	$	123,151	$	-	$	1,096,412
Cost of services and rentals
(exclusive of items shown separately below)		73,873		275,676		251,575		70,508		-		671,632
Depreciation, depletion, amortization     and accretion		42,390		52,576		45,554		11,508		-		152,028
General and administrative expenses		35,864		37,216		46,735		27,549		-		147,364
Income from operations		63,396		32,548		15,858		13,586		-		125,388
Interest expense, net		-		-		-		743		(26,307)		(25,564)
Other expense		-		-		-		-		(1,697)		(1,697)
Income (loss) from continuing operations     before income taxes	$	63,396	$	32,548	$	15,858	$	14,329	$	(28,004)	$	98,127

Nine Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	685,396	$	1,258,774	$	1,013,904	$	419,922	$	-	$	3,377,996
Cost of services and rentals
(exclusive of items shown separately below)		216,166		876,575		706,911		223,938		-		2,023,590
Depreciation, depletion, amortization     and accretion		140,265		174,995		123,213		54,964		-		493,437
General and administrative expenses		117,026		114,604		138,058		87,943		-		457,631
Income from operations		211,939		92,600		45,722		53,077		-		403,338
Interest expense, net		-		-		-		1,167		(73,777)		(72,610)
Other expense		-		-		-		-		(1,480)		(1,480)
Income (loss) from continuing operations     before income taxes	$	211,939	$	92,600	$	45,722	$	54,244	$	(75,257)	$	329,248

Nine Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	614,924	$	1,222,215	$	1,096,185	$	341,089	$	-	$	3,274,413
Cost of services and rentals
(exclusive of items shown separately below)		205,502		819,472		756,954		188,002		-		1,969,930
Depreciation, depletion, amortization     and accretion		125,768		158,021		133,361		29,282		-		446,432
General and administrative expenses		104,002		116,786		143,349		76,675		-		440,812
Income from operations		179,652		127,936		62,521		47,130		-		417,239
Interest expense, net		-		-		-		2,195		(83,805)		(81,610)
Other income		-		-		-		-		41		41
Loss on early extinguishment of debt		-		-		-		-		(884)		(884)
Income (loss) from continuing operations     before income taxes	$	179,652	$	127,936	$	62,521	$	49,325	$	(84,648)	$	334,786

Identifiable Assets
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
September 30, 2014	$	1,282,129	$	3,012,785	$	2,123,888	$	1,045,138	$	-	$	7,463,940
December 31, 2013	$	1,245,501	$	2,973,916	$	2,176,785	$	1,015,105	$	-	$	7,411,307

As of September 30, 2014, the Technical Solutions segment included $285.8 million of identifiable assets of the subsea construction and conventional decommissioning businesses that were classified as assets held for sale on the consolidated balance sheet.

Geographic Segments

The Company attributes revenue to various countries based on the location of where services are performed or the destination of the drilling products or equipment sold or leased.  Long-lived assets consist primarily of property, plant and equipment and are attributed to various countries based on the physical location of the asset at the end of a period.  As of September 30, 2014, the assets of the subsea construction and conventional decommissioning businesses were classified as assets held for sale on the consolidated balance sheet.  The Company’s revenue by geographic area for the three and nine months ended September 30, 2014 and 2013 and long-lived assets by geographic area as of September 30, 2014 and December 31, 2013 are as follows (in thousands):

Revenues:
	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
United States	$	1,024,919	$	932,686	$	2,850,179	$	2,783,756
Other Countries		184,107		163,726		527,817		490,657
Total	$	1,209,026	$	1,096,412	$	3,377,996	$	3,274,413
Long-Lived Assets:
					September 30, 2014		December 31, 2013
United States					$	2,343,365	$	2,476,792
Other Countries						359,167		525,402
Total, net					$	2,702,532	$	3,002,194

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Condensed Consolidated Statements of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Operations [Abstract]
Services	$ 935,560	$ 848,941	$ 2,574,565	$ 2,552,792
Rentals	273,466	247,471	803,431	721,621
Total Revenues	1,209,026	1,096,412	3,377,996	3,274,413
Costs and expenses:
Cost of services (exclusive of items shown separately below)	721,692	671,632	2,023,590	1,969,930
Cost of Services	597,992	581,556	1,704,165	1,706,188
Cost of rentals	123,700	90,076	319,425	263,742
Depreciation, depletion, amortization and accretion	170,154	152,028	493,437	446,432
General and administrative expenses	154,859	147,364	457,631	440,812
Income from operations	162,321	125,388	403,338	417,239
Other income (expense):
Interest expense, net	(24,169)	(25,564)	(72,610)	(81,610)
Gains (Losses) on Extinguishment of Debt				(884)
Other Nonoperating Income (Expense)	(2,051)	(1,697)	(1,480)	41
Income from continuing operations before income taxes	136,101	98,127	329,248	334,786
Income taxes	50,358	30,658	121,822	112,620
Net income (loss) from continuing operations	85,743	67,469	207,426	222,166
Income (loss) from discontinued operations, net of tax	(5,886)	2,366	(15,735)	(20,045)
Net income	$ 79,857	$ 69,835	$ 191,691	$ 202,121
Earnings per share information:
Continuing operations	$ 0.55	$ 0.42	$ 1.33	$ 1.40
Discontinued operations	$ (0.03)	$ 0.02	$ (0.10)	$ (0.13)
Basic earnings per share	$ 0.52	$ 0.44	$ 1.23	$ 1.27
Continuing operations	$ 0.55	$ 0.42	$ 1.31	$ 1.38
Discontinued operations	$ (0.04)	$ 0.01	$ (0.10)	$ (0.12)
Diluted earnings per share	$ 0.51	$ 0.43	$ 1.21	$ 1.26
Common Stock, Dividends, Per Share, Cash Paid	$ 0.08		$ 0.24
Weighted average common shares used in computing earnings per share:
Basic	154,530	159,326	156,424	159,204
Incremental common shares from stock based compensation	1,806	1,557	1,644	1,600
Diluted	156,336	160,883	158,068	160,804

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Stock Based Compensation and Retirement Plans

9 Months Ended

Sep. 30, 2014

Stock Based Compensation and Retirement Plans [Abstract]

Stock Based Compensation and Retirement Plans

(6)Stock-Based Compensation Plans

The Company maintains various stock incentive plans that provide long-term incentives to the Company’s key employees, including officers, directors, consultants and advisors (Eligible Participants).  Under the stock incentive plans, the Company may grant incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, other stock-based awards or any combination thereof to Eligible Participants.  The Company’s total compensation expense related to these plans was approximately $33.5million and $27.7 million for the nine months ended September 30, 2014 and 2013, respectively, which is reflected in general and administrative expenses.

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Earnings Per Share

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Earnings per Share

(5)Earnings per Share

Basic earnings per share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding during the period.  Diluted earnings per share is computed in the same manner as basic earnings per share except that the denominator is increased to include the number of additional common shares that could have been outstanding assuming the exercise of stock options and the conversion of restricted stock units.

Stock options for approximately 284,000 and1,100,000 shares of the Company’s common stock for the three months ended September 30, 2014 and 2013, respectively, and approximately 1,054,000 and 1,210,000 shares of the Company’s common stock for the nine months ended September 30, 2014 and 2013, respectively, were excluded in the computation of diluted earnings per share for these periods as the effect would have been anti-dilutive.

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Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2014

New Accounting Pronouncements and Changes in Accounting Principles

New Accounting Pronouncements, Policy [Policy Text Block]

(17)  Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board issued ASU No. 2014-09, Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance in GAAP.  The guidance in this update requires an entity to recognize the amount of revenue that it expects to be entitled for the transfer of promised goods or services to customers. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the accounting guidance on its ongoing financial reporting.

In April 2014, the Financial Accounting Standards Board issued ASU No. 2014-08, Presentation of Financial Statements and Property, Plant and Equipment, which changes the definition of discontinued operations.  The guidance permits only those disposed components (or components held-for-sale) representing a strategic shift that have (or will have) a major effect on operations and financial results to be reported in discontinued operations.  The new standard is effective prospectively for disposals (or classifications as held-for-sale) that occur after December 31, 2014.  The Company elected not to early adopt the accounting guidance.

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Fair Value Measurements

9 Months Ended

Sep. 30, 2014

Fair Value Measurements [Abstract]

Fair Value Measurements

(13)  Fair Value Measurements

The Company follows the authoritative guidance for fair value measurements relating to financial and nonfinancial assets and liabilities, including presentation of required disclosures herein.  This guidance establishes a fair value framework requiring the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets and liabilities.  Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment.  The three levels are defined as follows:

Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities.

Level 2: Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical assets or liabilities in inactive markets; or model-derived valuations or other inputs that can be corroborated by observable market data.

Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

The following tables provide a summary of the financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2014 and December 31, 2013 (in thousands):

			Fair Value Measurements at Reporting Date Using
	September 30, 2014		Level 1		Level 2		Level 3
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	11,830	$	342	$	11,488		-
Interest rate swaps	$	2,642		-	$	2,642		-
Accounts payable
Non-qualified deferred compensation liabilities	$	2,667		-	$	2,667		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,052		-	$	14,052		-
	December 31, 2013		Level 1		Level 2		Level 3
Inventory and other current assets
Available-for-sale securities	$	8,817	$	8,817		-		-
Intangible and other long-term assets, net
Non-qualified deferred compensation assets	$	13,731	$	2,330	$	11,401		-
Interest rate swap	$	337		-	$	337		-
Accounts payable
Non-qualified deferred compensation liabilities	$	1,944		-	$	1,944		-
Other long-term liabilities
Non-qualified deferred compensation liabilities	$	14,986		-	$	14,986		-

As of December 31, 2013, available-for-sale securities was comprised of approximately 1.4 million shares of SandRidge common stock.  The securities were reported at fair value based on the closing price of the shares as reported on the New York Stock Exchange (see note 7).

The Company’s non-qualified deferred compensation plans allow officers, certain highly compensated employees and non-employee directors to defer receipt of a portion of their compensation and contribute such amounts to one or more hypothetical investment funds.  The Company entered into separate trust agreements, subject to general creditors, to segregate assets of each plan and reports the accounts of the trusts in its condensed consolidated financial statements.  These investments are reported at fair value based on unadjusted quoted prices in active markets for identifiable assets and observable inputs for similar assets and liabilities, which represent Levels 1 and 2, respectively, in the fair value hierarchy. 

The Company has three interest rate swap agreements related to its fixed rate debt maturing in 2021 for notional amounts of $100 million each, whereby the Company is entitled to receive semi-annual interest payments at a fixed rate of 7 1/8% per annum and is obligated to make semi-annual interest payments at floating rates, which are adjusted every 90 days, based on LIBOR plus a fixed margin. The swap agreements, scheduled to terminate on December 15, 2021, are designated as fair value hedges of a portion of the Company’s 7 1/8% senior notes, as the derivatives have been tested to be highly effective in offsetting changes in the fair value of the underlying note.  As these derivatives are classified as fair value hedges, the changes in the fair value of the derivatives are offset against the changes in the fair value of the underlying note in interest expense, net (see note 14). 

The fair value of the Company’s cash equivalents, accounts receivable and current maturities of long-term debt approximates their carrying amounts.  The fair value of the Company’s long-term debt was approximately $1,753.2 million and $1,789.0million as of September 30, 2014 and December 31, 2013, respectively.  The fair value of these debt instruments is determined by reference to the market value of the instruments as quoted in over-the-counter markets, which are Level 1 inputs.

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Debt

9 Months Ended

Sep. 30, 2014

Debt [Abstract]

Debt

(9)Debt

Credit Facility

The Company has a $1.0 billion bank credit facility, comprised of a $600million revolving credit facility and a $400 million term loan.  The principal balance of the term loan is payable in installments of $5.0 million on the last day of each fiscal quarter, which began on June 30, 2012.  As of September 30, 2014, the Company had $350 million outstanding under the term loan and had no amounts outstanding under the revolving portion of its credit facility.  The Company also had approximately $48.2 million of letters of credit outstanding that reduce the Company’s borrowing availability under the revolving portion of the credit facility. 

All amounts outstanding under the bank credit facility are due on February 7, 2017.  Amounts borrowed under the credit facility bear interest at LIBOR plus margins that depend on the Company’s leverage ratio.  Indebtedness under the credit facility is secured by substantially all of the Company’s assets, including the pledge of the stock of the Company’s principal domestic subsidiaries. 

Senior Unsecured Notes

The Company has outstanding $500 million of 6 3/8% unsecured senior notes due 2019.  The indenture governing the 6 3/8% senior notes requires semi-annual interest payments on May 1st and November 1st of each year through the maturity date of May 1, 2019. 

The Company also has outstanding $800 million of 7 1/8% unsecured senior notes due 2021.  The indenture governing the 7 1/8% senior notes requires semi-annual interest payments on June 15th and December 15th of each year through the maturity date of December 15, 2021. 

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Inventory and Other Current Assets

9 Months Ended

Sep. 30, 2014

Inventory and Other Current Assets [Abstract]

Inventory and Other Current Assets

(7)Inventory and Other Current Assets

Inventory and other current assets includes approximately $164.0 million and $162.9 million of inventory as of September 30, 2014 and December 31, 2013, respectively.  Inventories are stated at the lower of cost or market.  Cost is determined using the first-in, first-out or weighted-average cost methods for finished goods and work-in-process.  Supplies and consumables consist principally of products used in our services provided to customers. The components of the inventory balances are as follows (in thousands):

	September 30, 2014		December 31, 2013
Finished goods	$	66,340	$	65,621
Raw materials		33,281		20,764
Work-in-process		18,445		20,064
Supplies and consumables		45,936		56,470
Total	$	164,002	$	162,919

As of December 31, 2013, inventory and other current assets also included approximately $8.8 million of available-for-sale securities recorded at fair value. These available-for-sale securities consisted of approximately 1.4 million shares of SandRidge Energy, Inc. (SandRidge) common stock held by the Company.  During the second quarter of 2014, the Company sold all of the remaining shares of SandRidge common stock for approximately $10.6 million. In connection with the sale, the Company reversed approximately $1.2 million of previously recorded unrealized losses, of which approximately $1.8 million was reclassified out of accumulated other comprehensive loss, net of tax benefit of approximately $0.6 million. During the nine months ended September 30, 2013, the Company recorded an unrealized loss related to the fair value of these securities of approximately $0.7 million, of which approximately $0.5 million was reported within accumulated other comprehensive loss, net of tax expense of approximately $0.2 million.

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Goodwill

9 Months Ended

Sep. 30, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill Disclosure [Text Block]

(8)Goodwill

Goodwill is tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of the asset has decreased below its carrying value.  During the third quarter of 2014, the Company changed its annual goodwill impairment testing date from December 31 to October 1 of eachyear. Management considers this accounting change preferable because it allows the Company additional time to complete the annual goodwill impairment test.  This change does not accelerate, delay, avoid, or cause an impairment charge, nor does this change result in adjustments to previously issued financial statements. The Company will complete its annual goodwill impairment test during the fourth quarter of 2014.

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Decommissioning Liabilities

9 Months Ended

Sep. 30, 2014

Decommissioning Liabilities [Abstract]

Decommissioning Liabilities

(10)Decommissioning Liabilities

The Company records estimated future decommissioning liabilities in accordance with the authoritative guidance related to asset retirement obligations, which requires entities to record the fair value of a liability for an asset retirement obligation in the period in which it is incurred, with a corresponding increase in the carrying amount of the related long-lived asset.  Subsequent to initial measurement, the decommissioning liability is required to be accreted each period to present value. 

The Company has decommissioning liabilities associated with its Bullwinkle platform and related assets that consist of costs related to the plugging of wells, the removal of the related facilities and equipment, and site restoration.  Whenever practical, the Company utilizes its own equipment and labor services to perform well abandonment and decommissioning work.  When the Company performs these services, all recorded intercompany revenues and related costs of services are eliminated in the condensed consolidated financial statements.  The recorded decommissioning liability associated with a specific property is fully extinguished when the property is abandoned.  The recorded liability is first reduced by all cash expenses incurred to abandon and decommission the property.  If the recorded liability exceeds (or is less than) the Company’s total costs, then the difference is reported as an increase or decrease in revenue during the period in which the work is performed. 

The Company reviews the adequacy of its decommissioning liabilities whenever indicators suggest that the estimated cash flows needed to satisfy the liabilities have changed materially.  During the fourth quarter of 2013, as a result of an increase in third party drilling activity in the vicinity of the Bullwinkle platform, the Company believed new economic opportunities existed for additional production handling agreements with those third party production companies utilizing the Bullwinkle platform.  As a result, the Company revised its estimates relating to the timing of decommissioning work on its Bullwinkle assets, including a 10 year postponement of the platform decommissioning to an estimated date of 2038.  This change in estimate resulted in a reduction in the present value of decommissioning liabilities.  Further, as of December 31, 2013, the Company anticipated that it would be able to decommission several depleted wells that are part of the Bullwinkle assets based on the estimates received from engineers regarding platform availability during 2014.  As a result, as of December 31, 2013, the decommissioning liabilities associated with those wells were classified as current liabilities on the consolidated balance sheet.  Based on revised estimates received during the second quarter of 2014, the Company does not anticipate decommissioning any of the wells during the next twelve months.  As a result, all of the decommissioning liabilities were classified as long-term liabilities on the consolidated balance sheet as of September 30, 2014.  

The following table summarizes the activity for the Company’s decommissioning liabilities for the nine months ended September 30, 2014 and 2013 (in thousands): 

	Nine Months Ended September 30,
	2014		2013
Decommissioning liabilities, December 31, 2013 and 2012, respectively	$	83,519	$	93,053
Liabilities acquired and incurred		866		360
Liabilities settled		-		(87)
Accretion		3,324		4,269
Revision in estimated liabilities		(266)		-
Total decommissioning liabilities, September 30, 2014 and 2013, respectively	$	87,443	$	97,595

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Accelerated Share Repurchases (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		3 Months Ended	9 Months Ended
	Jun. 30, 2014	Sep. 30, 2014	Mar. 31, 2014 Accelerated Share Repurchases [Member]	Sep. 30, 2014 Accelerated Share Repurchases [Member]
Stock Repurchased During Period, Value			$ 75.0
Stock Repurchased During Period, Shares				1,899,055
Accelerated Share Repurchases, Percent of shares Authorized for Repurchase			75.00%
Accelerated Share Repurchases, Cash or Stock Settlement	April 2014
Accelerated Share Repurchases, Settlement		633,485

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Income Taxes

9 Months Ended

Sep. 30, 2014

Income Taxes [Abstract]

Income Taxes

(15)  Income Taxes

The Company follows authoritative guidance with respect to accounting for uncertainty in income taxes. It is the Company’s policy to recognize interest and applicable penalties, if any, related to uncertain tax positions in income tax expense.  The Company had approximately $29.9 million of unrecorded tax benefits as of September 30, 2014 and December 31, 2013, all of which would impact the Company’s effective tax rate if recognized. 

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Decommissioning Liabilities (Tables)

9 Months Ended

Sep. 30, 2014

Decommissioning Liabilities [Abstract]

Summary the activity for company's decommissioning liabilities

	Nine Months Ended September 30,
	2014		2013
Decommissioning liabilities, December 31, 2013 and 2012, respectively	$	83,519	$	93,053
Liabilities acquired and incurred		866		360
Liabilities settled		-		(87)
Accretion		3,324		4,269
Revision in estimated liabilities		(266)		-
Total decommissioning liabilities, September 30, 2014 and 2013, respectively	$	87,443	$	97,595

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Related Party Disclosure (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Schedule of Equity Method Investments [Line Items]
Purchase of services	$ 146.8	$ 140.7
Trade Accounts Payable	29.0		14.6
Ortowski Construction [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	0.6	0.1
ORTEQ Energy Services [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	56.7	41.1
Trade Accounts Payable	4.6		7.8
Resource Transport [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	15.2	11.9
Trade Accounts Payable	4.0		0.9
Texas Specialty Sands [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	51.6	64.6
Trade Accounts Payable	16.2		2.0
ProFuel LLC [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	21.1	22.6
Trade Accounts Payable	4.2		2.6
TIMBER CREEK REAL ESTATE PARTNERS [Member]
Schedule of Equity Method Investments [Line Items]
Purchase of services	1.6	0.4
Trade Accounts Payable			1.3
LINNENERGY[MEMBER]
Schedule of Equity Method Investments [Line Items]
Revenue from Related Parties	15.3	15.9
Accounts Receivable, Related Parties, Current	$ 1.3		$ 2.9

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Notes Receivable (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Notes Receivable [Abstract]
Amount of notes receivable net	$ 115.0
Interest rate percentage to record present value of notes receivable	6.58%
Company recorded interest income	$ 1.2	$ 2.2

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Consolidated Statements of Comprehensive Income (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Consolidated Statement of Comprehensive Income [Abstract]
Net income	$ 79,857	$ 69,835	$ 191,691	$ 202,121
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Net of Tax		1,007		(448)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax			1,153
Change in cumulative translation adjustment	(14,439)	10,942	(8,720)	(2,203)
Comprehensive income	$ 65,418	$ 81,784	$ 184,124	$ 199,470

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Accelerated Share Repurchases

9 Months Ended

Sep. 30, 2014

Accelerated Share Repurchase Program [Abstract]

Accelerated Share Repurchases Program [Text Block]

(4)Accelerated Share Repurchase Program

In March 2014, the Company entered into an accelerated share repurchase program with a third-party financial institution to purchase $75.0 million aggregate amount of shares of the Company’s outstanding common stock.  The Company paid $75.0 million and received and retired an initial delivery of 1,899,055 shares that represented approximately 75% of the total number of shares repurchased under the agreement.  In April 2014, the accelerated share repurchase program was completed and the Company received and retired633,485additional shares.

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2014

Segment Information [Abstract]

Identifiable Assets

Identifiable Assets
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
September 30, 2014	$	1,282,129	$	3,012,785	$	2,123,888	$	1,045,138	$	-	$	7,463,940
December 31, 2013	$	1,245,501	$	2,973,916	$	2,176,785	$	1,015,105	$	-	$	7,411,307

Company's information by geographic area

Revenues:
	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
United States	$	1,024,919	$	932,686	$	2,850,179	$	2,783,756
Other Countries		184,107		163,726		527,817		490,657
Total	$	1,209,026	$	1,096,412	$	3,377,996	$	3,274,413
Long-Lived Assets:
					September 30, 2014		December 31, 2013
United States					$	2,343,365	$	2,476,792
Other Countries						359,167		525,402
Total, net					$	2,702,532	$	3,002,194

Schedule Of Segment Reporting Information By Segment

Three Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	239,204	$	470,849	$	348,793	$	150,180	$	-	$	1,209,026
Cost of services and rentals
(exclusive of items shown separately below)		76,277		317,433		248,567		79,415		-		721,692
Depreciation, depletion, amortization     and accretion		47,904		59,009		41,225		22,016		-		170,154
General and administrative expenses		36,913		39,625		45,627		32,694		-		154,859
Income from operations		78,110		54,782		13,374		16,055		-		162,321
Interest expense, net		-		-		-		404		(24,573)		(24,169)
Other expense		-		-		-		-		(2,051)		(2,051)
Income (loss) from continuing operations     before income taxes	$	78,110	$	54,782	$	13,374	$	16,459	$	(26,624)	$	136,101

Three Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	215,523	$	398,016	$	359,722	$	123,151	$	-	$	1,096,412
Cost of services and rentals
(exclusive of items shown separately below)		73,873		275,676		251,575		70,508		-		671,632
Depreciation, depletion, amortization     and accretion		42,390		52,576		45,554		11,508		-		152,028
General and administrative expenses		35,864		37,216		46,735		27,549		-		147,364
Income from operations		63,396		32,548		15,858		13,586		-		125,388
Interest expense, net		-		-		-		743		(26,307)		(25,564)
Other expense		-		-		-		-		(1,697)		(1,697)
Income (loss) from continuing operations     before income taxes	$	63,396	$	32,548	$	15,858	$	14,329	$	(28,004)	$	98,127

Nine Months Ended September 30, 2014
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	685,396	$	1,258,774	$	1,013,904	$	419,922	$	-	$	3,377,996
Cost of services and rentals
(exclusive of items shown separately below)		216,166		876,575		706,911		223,938		-		2,023,590
Depreciation, depletion, amortization     and accretion		140,265		174,995		123,213		54,964		-		493,437
General and administrative expenses		117,026		114,604		138,058		87,943		-		457,631
Income from operations		211,939		92,600		45,722		53,077		-		403,338
Interest expense, net		-		-		-		1,167		(73,777)		(72,610)
Other expense		-		-		-		-		(1,480)		(1,480)
Income (loss) from continuing operations     before income taxes	$	211,939	$	92,600	$	45,722	$	54,244	$	(75,257)	$	329,248

Nine Months Ended September 30, 2013
			Onshore
	Drilling		Completion
	Products and		and Workover		Production		Technical				Consolidated
	Services		Services		Services		Solutions		Unallocated		Total
Revenues	$	614,924	$	1,222,215	$	1,096,185	$	341,089	$	-	$	3,274,413
Cost of services and rentals
(exclusive of items shown separately below)		205,502		819,472		756,954		188,002		-		1,969,930
Depreciation, depletion, amortization     and accretion		125,768		158,021		133,361		29,282		-		446,432
General and administrative expenses		104,002		116,786		143,349		76,675		-		440,812
Income from operations		179,652		127,936		62,521		47,130		-		417,239
Interest expense, net		-		-		-		2,195		(83,805)		(81,610)
Other income		-		-		-		-		41		41
Loss on early extinguishment of debt		-		-		-		-		(884)		(884)
Income (loss) from continuing operations     before income taxes	$	179,652	$	127,936	$	62,521	$	49,325	$	(84,648)	$	334,786

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Inventory and Other Current Assets Additional Information (Details) (USD $) Share data in Millions, unless otherwise specified	3 Months Ended	9 Months Ended
	Jun. 30, 2014	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Available-for-sale Securities [Abstract]
Available-for-sale securities, net unrealized holding gain (loss) reversed following sale		$ 1,200,000
Available-for-sale securities, unrealized holding gain (loss) reversed following sale		1,800,000
Number of shares comprising Available for Sale Securities				1.4
Available-for-sale Securities, Income Tax Expense on Change in Unrealized Holding Gain (Loss)		600,000	200,000
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss), Net of Tax			700,000
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss) before Taxes			500,000
Available-for-sale Securities, Gross Realized Gains (Losses), Sale Proceeds	10,600,000
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax		(1,153,000)
Available-for-sale Securities, Current				$ 8,800,000

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Derivative Financial Instruments

9 Months Ended

Sep. 30, 2014

Derivative Financial Instruments [Abstract]

Derivative Financial Instruments

(14)  Derivative Financial Instruments

From time to time, the Company may employ interest rate swaps in an attempt to achieve a more balanced debt portfolio between fixed and variable interest.  The Company does not use derivative financial instruments for trading or speculative purposes.

The Company has three interest rate swaps for notional amounts of $100 million each related to its 7 1/8% senior notes maturing in December 2021.  These interest rate swaps are accounted for as fair value hedges since the swaps hedge against the change in fair value of fixed rate debt resulting from changes in interest rates.  The Company recorded a derivative asset relating to these swaps of $2.6 million and $0.3 million within intangible and other long term assets in the consolidated balance sheets as of September 30, 2014 and December 31, 2013, respectively. 

The changes in fair value of the interest rate swaps are included in the adjustments to reconcile net income to net cash provided by operating activities in the consolidated statement of cash flows. The effect and location of the derivative instruments in the condensed consolidated statement of operations, presented on a pre-tax basis, are as follows (in thousands):

		Three Months Ended September 30,
Effect of derivative instrument	Location of (gain) loss  recognized	2014		2013
Interest rate swap	Interest expense, net	$	1,907	$	(513)
Hedged item - debt	Interest expense, net		(2,639)		615
		$	(732)	$	102

		Nine Months Ended September 30,
		2014		2013
Interest rate swap	Interest expense, net	$	(6,727)	$	7,383
Hedged item - debt	Interest expense, net		4,422		(6,886)
		$	(2,305)	$	497

For the nine months ended September 30, 2014 and 2013,  approximately $2.3 million of interest income and $0.5 million of interest expense, respectively, was related to the ineffectiveness associated with these fair value hedges.  Hedge ineffectiveness represents the difference between the changes in fair value of the derivative instruments and the changes in fair value of the fixed rate debt attributable to changes in the benchmark interest rate.