8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): April 28, 2009

SUPERIOR ENERGY SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction) 001-34037
(Commission File Number) 75-2379388
(IRS Employer Identification No.)

601 Poydras Street, Suite 2400, New Orleans, Louisiana
(Address of principal executive offices) 70130
(Zip Code)

(504) 587-7374
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

     On April 28, 2009, Superior Energy Services, Inc. issued a press release announcing its earnings for the first quarter ended March 31, 2009. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. In accordance with General Instruction B.2. of Form 8-K, the information presented in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

     (d) Exhibits.

99.1 Press release issued by Superior Energy Services, Inc., dated April 28, 2009.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SUPERIOR ENERGY SERVICES, INC.
By:	/s/ Robert S. Taylor
	Robert S. Taylor
	Chief Financial Officer

Dated: April 29, 2009

EX-99.1

Exhibit 99.1

	601 Poydras St., Suite 2400 New Orleans, LA 70130 NYSE: SPN (504) 587-7374 Fax: (504) 362-1818
	FOR FURTHER INFORMATION CONTACT:
	Terence Hall, CEO; Robert Taylor, CFO;
	Greg Rosenstein, VP of Investor Relations, (504) 587-7374

Superior Energy Services, Inc. Announces First Quarter 2009 Results

New Orleans, LA — April 28, 2009 — Superior Energy Services, Inc. (NYSE: SPN) today announced net income of $56.8 million and diluted earnings per share of $0.72 on revenue of $437.1 million for the first quarter of 2009, as compared with net income of $99.5 million, or $1.21 diluted earnings per share on revenue of $441.4 million for the first quarter of 2008. Results for the first quarter of 2008 included revenue of $55.1 million and $0.51 in diluted earnings per share attributable to the operations of SPN Resources and the gain associated with the sale of 75% of the Company’s interest in that entity in March 2008.

Factors impacting the first quarter include the following:

• Well Intervention Segment revenue of $288.1 million increased 23% over the first quarter of 2008 (“year-over-year”) and decreased 5% as compared with the fourth quarter of 2008 (“sequential”). The sequential decrease was due to lower demand for production-related services, primarily in domestic land market areas.

• Rental Tools Segment revenue was $125.9 million, a 3% decrease year-over-year and 16% decrease sequentially, primarily due to decreased rentals of accommodations and stabilization equipment.

• Marine Segment revenue of $23.1 million was unchanged year-over-year and decreased 39% sequentially. The sequential decrease is primarily due to lower utilization.

• Earnings from equity-method investments of $2.3 million include unrealized earnings of $3.2 million from hedging contracts.

• The Company’s interest expense includes a non-cash component of $4.4 million and $4.1 million for the first quarter of 2009 and first quarter of 2008, respectively. In January 2009, the Company adopted Financial Accounting Standards Board Staff Position APB 14-1 which changed the accounting for the Company’s 1.5% senior exchangeable notes.

• Gulf of Mexico revenue was approximately $261 million, revenue from domestic land market areas was approximately $103 million and international revenue was approximately $73 million, as compared with fourth quarter 2008 revenue of approximately $270 million from the Gulf of Mexico, $141 million from domestic land market areas and $81 million from the international market areas.

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Terence Hall, Chairman and CEO of Superior, commented, “While year-over-year revenues were virtually unchanged, sequential declines were due to the combination of the rapid and significant decrease in activity in domestic markets and typical seasonal factors in the Gulf of Mexico. While we do not have the visibility to predict the duration or depth of the current industry down cycle, we believe our diversified business mix and production-oriented focus on well intervention services should continue to lessen the impact associated with the overall decline in drilling and other industry activity as it did in the first quarter.”

Well Intervention Segment

First quarter revenue for the Well Intervention Segment was $288.1 million, a 23% increase year-over-year and a 5% decrease sequentially. Income from operations was $61.7 million, or 21% of segment revenue as compared with $50.8 million, or 22% of segment revenue, in the first quarter of 2008, and $67.5 million, or 22% of segment revenue, in the fourth quarter of 2008. The domestic land markets experienced the largest activity declines, with services such as coiled tubing, cased hole wireline and well control services showing the biggest decreases in utilization and pricing. In the Gulf of Mexico, activity declines in hydraulic workover, snubbing and cased hole wireline were more than offset by increased activity for marine engineering and project management services in the shallow water Gulf of Mexico related to the ongoing platform removal project.

Rental Tools Segment

Quarterly revenue for the Rental Tools Segment was $125.9 million, 3% lower year-over-year and 16% lower sequentially. Income from operations was $35.3 million, or 28% of segment revenue, as compared with $45.8 million, or 35% of segment revenue in the first quarter of 2008, and $50.7 million, or 34% of segment revenue in the fourth quarter of 2008. Sequentially, demand decreased for accommodations and stabilization equipment in the domestic land markets. International rentals decreased primarily due to lower demand for drill pipe in the North Sea and Latin America.

Marine Segment

Marine Segment revenue was $23.1 million, unchanged year-over-year and a 39% decrease sequentially. Income from operations was $2.8 million, or 12% of segment revenue, up from $2.6 million, or 11% of segment revenue in the first quarter of 2008, and down from $13.1 million, or 34% of segment revenue in the fourth quarter of 2008. Average daily revenue in the first quarter was approximately $257,000, inclusive of subsistence revenue, as compared with approximately $254,000 per day in the first quarter of 2008 and approximately $415,000 in the fourth quarter of 2008. Average fleet utilization was 48% as compared with 49% in the first quarter of 2008 and 76% in the fourth quarter of 2008. Income from operations as a percentage of revenue significantly decreased from the fourth quarter of 2008 as a result of lower dayrates and lower utilization across most liftboat classes due to seasonal factors. In addition, the 230-ft. class Superior Champion was idle for the entire quarter due to mandatory U.S. Coast Guard inspections and major upgrades.

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During the second quarter, the 245-ft. class Superior Gale will perform an 80-day project in the Bay of Campeche, marking the first time in Company history that one of the Company’s liftboats will work in Mexican waters.

Liftboat Average Dayrates and Utilization by Class Size
Three Months Ended March 31, 2009
($ actual)

			Average
Class	Liftboats		Dayrate		Utilization
145’-155’		10	$	8,468		36.1	%
160’-175’		8		10,931		48.8	%
200’		5		17,396		54.9	%
230’-245’		3		27,531		47.0	%
250’		2		38,090		88.9	%

Equity-Method Investments

The $2.3 million in earnings from equity-method investments in the first quarter of 2009 includes $3.2 million of the Company’s share of non-cash unrealized earnings associated with mark-to-market changes in the value of outstanding hedging contracts. The mark-to-market changes were due to changes in natural gas and oil prices, the volatility of which makes these changes unpredictable. First quarter production was approximately 4,500 barrels of oil equivalent (“boe”) per day, net to the Company’s interest, as compared with fourth quarter production of approximately 3,200 boe per day, net to the Company’s interest.

Conference Call Information

The Company will host a conference call at 10 a.m. Central Time on Wednesday, April 29, 2009. The call can be accessed from Superior’s website at www.superiorenergy.com, or by telephone at 303-205-0066. For those who cannot listen to the live call, a telephonic replay will be available through Wednesday, May 6, 2009 and may be accessed by calling 303-590-3000 and using the pass code 11129312#. An archive of the webcast will be available after the call for a period of 60 days on http://www.superiorenergy.com.

Superior Energy Services, Inc. serves the drilling and production-related needs of oil and gas companies worldwide through its brand name rental tools and its integrated well intervention services and tools, supported by an engineering staff who plan and design solutions for customers. Offshore projects are delivered by the Company’s fleet of modern marine assets.

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This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 which involve known and unknown risks, uncertainties and other factors. Among the factors that could cause actual results to differ materially are: volatility of the oil and gas industry, including the level of exploration, production and development activity; risks associated with the uncertainty of macroeconomic and business conditions worldwide, as well as the global credit markets; risks associated with the Company’s rapid growth; changes in competitive factors and other material factors that are described from time to time in the Company’s filings with the Securities and Exchange Commission. Actual events, circumstances, effects and results may be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. Consequently, the forward-looking statements contained herein should not be regarded as representations by Superior or any other person that the projected outcomes can or will be achieved.

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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
Three Months Ended March 31, 2009 and 2008
(in thousands, except earnings per share amounts)
(unaudited)

	Three Months Ended
	March 31,
	2009			2008
				As Adjusted
				(Note 1)
Oilfield service and rental revenues	$	437,109		$	386,319
Oil and gas revenues		—			55,072
Total revenues		437,109			441,391
Cost of oilfield services and rentals		222,465			191,132
Cost of oil and gas sales		—			12,986
Total cost of services, rentals and sales		222,465			204,118
Depreciation, depletion, amortization and accretion		49,868			41,879
General and administrative expenses		64,986			69,606
Gain on sale of businesses		—			37,888
Income from operations		99,790			163,676
Other income (expense):
Interest expense, net		(12,420	)		(12,138	)
Interest income		51			905
Other expense		(919	)		(950	)
Earnings from equity-method investments, net		2,256			3,957
Income before income taxes		88,758			155,450
Income taxes		31,953			55,921
Net income	$	56,805		$	99,529
Basic earnings per share	$	0.73		$	1.23
Diluted earnings per share	$	0.72		$	1.21
Weighted average common shares used in computing earnings per share:
Basic		78,032			80,776
Diluted		78,428			82,086

Note 1

On January 1, 2009, we adopted Financial Accounting Standards Board Staff Position APB 14-1 which changed the accounting for the Company’s 1.5% senior exchangeable notes. The comparative Statement of Operations for the months ended March 31, 2008 has been adjusted to comply with FSP APB 14-1 on a retrospective basis.

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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
MARCH 31, 2009 AND DECEMBER 31, 2008
(in thousands)

	3/31/2009		12/31/2008
	(unaudited)		(audited)
			As Adjusted
			(Note 1)
ASSETS
Current assets:
Cash and cash equivalents	$	110,374	$	44,853
Accounts receivable, net		353,429		360,357
Income taxes receivable		3,092		—
Prepaid expenses		30,912		18,041
Other current assets		293,286		223,598
Total current assets		791,093		646,849
Property, plant and equipment, net		1,144,486		1,114,941
Goodwill, net		477,189		477,860
Equity-method investments		119,400		122,308
Intangible and other long-term assets, net		127,150		128,187
Total assets	$	2,659,318	$	2,490,145
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	59,586	$	87,207
Accrued expenses		146,437		152,536
Income taxes payable		—		20,861
Deferred income taxes		67,815		36,830
Current maturities of long-term debt		810		810
Total current liabilities		274,648		298,244
Deferred income taxes		241,969		246,824
Long-term debt, net		792,204		654,199
Other long-term liabilities		36,968		36,605
Total stockholders’ equity		1,313,529		1,254,273
Total liabilities and stockholders’ equity	$	2,659,318	$	2,490,145

Note 1

On January 1, 2009, we adopted Financial Accounting Standards Board Staff Position APB 14-1 which changed the accounting for the Company’s 1.5% senior exchangeable notes. The comparative Balance Sheet as of December 31, 2008 has been adjusted to comply with FSP APB 14-1 on a retrospective basis.

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Superior Energy Services, Inc. and Subsidiaries
Segment Highlights
Three months ended March 31, 2009, December 31, 2008 and March 31, 2008
(Unaudited)
(in thousands)

	Three months ended,
	March 31, 2009		December 31, 2008		March 31, 2008
Revenue
Well Intervention	$	288,057	$	304,417	$	234,115
Rental Tools		125,944		149,239		130,327
Marine		23,108		38,140		23,089
Oil and Gas		—		—		55,072
Less: Oil and Gas Eliminations (2)		—		—		(1,212	)
Total Revenues	$	437,109	$	491,796	$	441,391

	Three months ended,
	March 31, 2009		December 31, 2008		March 31, 2008
Gross Profit (1)
Well Intervention	$	122,568	$	134,073	$	101,716
Rental Tools		83,908		102,533		86,227
Marine		8,168		19,721		7,244
Oil and Gas		—		—		42,086
Total Gross Profit	$	214,644	$	256,327	$	237,273

	Three months ended,
	March 31, 2009		December 31, 2008		March 31, 2008
Income from Operations
Well Intervention	$	61,700	$	67,474	$	50,778
Rental Tools		35,309		50,709		45,757
Marine		2,781		13,146		2,578
Oil and Gas		—		—		64,563
Total Income from Operations	$	99,790	$	131,329	$	163,676

(1)	Gross profit is calculated by subtracting cost of services (exclusive of depreciation, depletion, amortization and accretion) from revenue for each of the Company’s segments.
(2)	Oil and gas eliminations represent products and services from the Company’s segments provided to the Oil and Gas Segment.

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