UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

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

For the quarterly period ended ~~March 31,~~September 30, 2007

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 Number: 001-14273

CORE LABORATORIES N.V.
(Exact name of registrant as specified in its charter)

The Netherlands		Not Applicable
(State of other jurisdiction of		(I.R.S. Employer Identification No.)
incorporation or organization)

Herengracht 424
1017 BZ Amsterdam
The Netherlands		Not Applicable
(Address of principal executive offices)		(Zip Code)

(31-20) 420-3191
(Registrant's telephone number, including area code)

None
(Former name, former address and former fiscal year, if changed since last report)

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 [ X ] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ X ] Accelerated filer [ ] Non-accelerated filer [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [ X ]

The number of common shares of the Registrant, par value EUR 0.04 per share, outstanding at ~~April~~ October 25, 2007 was ~~23,908,863.~~23,346,996.

C~~ORE~~CORE LABORATORIES N.V.
FORM 10-Q FOR THE QUARTER ENDED ~~MARCH 31,~~SEPTEMBER 30, 2007

INDEX

		Page
PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements

	Consolidated Balance Sheets at ~~March 31,~~September 30, 2007 (Unaudited) and December 31, 2006	1

	Consolidated Statements of Operations (Unaudited) for the Three Months Ended
	~~March 31,~~September 30, 2007 and 2006	2

	Consolidated Statements of ~~Cash Flows~~Operations (Unaudited) for the ~~Three~~Nine Months Ended
	~~March 31,~~September 30, 2007 and 2006	3

	Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended
	September 30, 2007 and 2006	4

	Notes to Unaudited Consolidated Interim Financial Statements	5

Item 2.	Management's Discussion and Analysis of Financial Condition and
	Results of Operations	1517

Item 3.	Quantitative and Qualitative Disclosures of Market Risk	2225

Item 4.	Controls and Procedures	2225


PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	2326

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2326

Item 4.5.	~~Submissions of Matters to a Vote of Shareholders~~Other Information	2326

Item 6.	Exhibits	2427

	Signature	2528

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CORE LABORATORIES N.V.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

				March 31,	December 31,				September30,	December 31,
				2007	2006				2007	2006
		ASSETS		(Unaudited)			ASSETS		(Unaudited)
CURRENT ASSETS:	CURRENT ASSETS:					CURRENT ASSETS:
	Cash and cash equivalents			$ 28,989	$ 54,223	Cash and cash equivalents			$ 42,168	$ 54,223
	Accounts receivable, net of allowance for doubtful accounts of $4,546 and					Accounts receivable, net of allowance for doubtful accounts of $3,975 and
	$4,340 at 2007 and 2006, respectively			122,838	112,055	$4,340 at 2007 and 2006, respectively			138,882	112,055
	Inventories, net			32,482	30,199	Inventories, net			30,273	30,199
	Prepaid expenses and other current assets			28,738	29,075	Prepaid expenses and other current assets			34,268	29,075
		TOTAL CURRENT ASSETS		213,047	225,552		TOTAL CURRENT ASSETS		245,591	225,552

PROPERTY, PLANT AND EQUIPMENT, net	PROPERTY, PLANT AND EQUIPMENT, net			86,603	87,734	PROPERTY, PLANT AND EQUIPMENT, net			88,863	87,734
INTANGIBLES, net	INTANGIBLES, net			6,555	6,602	INTANGIBLES, net			7,221	6,602
GOODWILL	GOODWILL			132,618	132,618	GOODWILL			136,415	132,618
DEFERRED TAX ASSET				33,133	33,032
DEFERRED TAX ASSETS						DEFERRED TAX ASSETS			40,002	33,032
OTHER ASSETS	OTHER ASSETS			16,254	15,677	OTHER ASSETS			16,254	15,677
		TOTAL ASSETS		$ 488,210	$ 501,215		TOTAL ASSETS		$ 534,346	$ 501,215

		LIABILITIES AND SHAREHOLDERS' EQUITY					LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:	CURRENT LIABILITIES:					CURRENT LIABILITIES:
						Current maturities of long-term debt and capital lease obligations			$ 5	$ 2,762
	Current maturities of long-term debt and capital lease obligations			$ 1,779	$ 2,762	Accounts payable			45,598	37,460
	Accounts payable			33,514	37,460	Accrued payroll and related costs			27,448	24,707
	Accrued payroll and related costs			21,384	24,707	Taxes other than payroll and income			8,238	8,714
	Taxes other than payroll and income			7,253	8,714	Unearned revenues			6,569	6,853
	Unearned revenues			8,996	6,853	Income taxes payable			3,673	-
	Other accrued expenses			10,457	8,424	Other accrued expenses			23,426	8,424
		TOTAL CURRENT LIABILITIES		83,383	88,920		TOTAL CURRENT LIABILITIES		114,957	88,920

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS			300,002	300,002	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS			300,001	300,002
DEFERRED COMPENSATION	DEFERRED COMPENSATION			11,189	10,413	DEFERRED COMPENSATION			13,822	10,413
OTHER LONG-TERM LIABILITIES	OTHER LONG-TERM LIABILITIES			36,440	28,598	OTHER LONG-TERM LIABILITIES			35,507	28,598
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES					COMMITMENTS AND CONTINGENCIES			-	-
MINORITY INTEREST	MINORITY INTEREST			1,370	1,446	MINORITY INTEREST			1,599	1,446

SHAREHOLDERS' EQUITY:	SHAREHOLDERS' EQUITY:					SHAREHOLDERS' EQUITY:
	Preference shares, EUR 0.04 par value;					Preference shares, EUR 0.04 par value;
			3,000,000 shares authorized, none issued or outstanding	-	-			3,000,000 shares authorized, none issued or outstanding	-	-
	Common shares, EUR 0.04 par value;					Common shares, EUR 0.04 par value;
			100,000,000 shares authorized, 27,033,903 issued and 23,906,863 outstanding at 2007					100,000,000 shares authorized, 24,109,006 issued and 23,452,635 outstanding at 2007
			and 25,608,511 issued and 23,225,121 outstanding at 2006	1,525	1,450			and 25,608,511 issued and 23,225,121 outstanding at 2006	1,360	1,450
	Additional paid-in capital			43,782	23,182	Additional paid-in capital			21,324	23,182
	Retained earnings			246,031	224,110	Retained earnings			116,848	224,110
	Accumulated other comprehensive income (loss)			(2,054)	(2,072)	Accumulated other comprehensive income			(2,018)	(2,072)
	Treasury shares (at cost), 3,127,040 at 2007 and 2,383,390 at 2006			(233,458)	(174,834)	Treasury shares (at cost), 656,371 at 2007 and 2,383,390 at 2006			(69,054)	(174,834)
		TOTAL SHAREHOLDERS' EQUITY		55,826	71,836		TOTAL SHAREHOLDERS' EQUITY		68,460	71,836
		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		$ 488,210	$ 501,215		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		$ 534,346	$ 501,215

The accompanying notes are an integral part of these consolidated financial statements.

Return to Index

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

		Three Months Ended March 31,			Three Months Ended September 30,
		2007	2006		2007	2006
		(Unaudited)			(Unaudited)
REVENUES:	REVENUES:			REVENUES:
	Services	$ 116,965	$ 99,135	Services	$ 131,060	$ 109,950
	Product Sales	38,758	38,200	Product Sales	39,005	35,576
		155,723	137,335		170,065	145,526
OPERATING EXPENSES:	OPERATING EXPENSES:			OPERATING EXPENSES:
	Cost of services	79,854	72,183	Cost of services	84,863	74,240
	Cost of sales	27,395	27,965	Cost of sales	27,684	26,282
	General and administrative expenses	8,039	10,545	General and administrative expenses	7,039	6,250
	Depreciation	4,486	4,064	Depreciation	4,806	4,423
	Amortization	92	60	Amortization	229	94
	Other (income), net	(863)	(1,870)	Other expense (income), net	(514)	447
OPERATING INCOME	OPERATING INCOME	36,720	24,388	OPERATING INCOME	45,958	33,790
Interest expense	Interest expense	632	1,324	Interest expense	614	1,930
Income before income tax expense	Income before income tax expense	36,088	23,064	Income before income tax expense	45,344	31,860
Income tax expense	Income tax expense	10,826	6,919	Income tax expense	13,830	9,476
NET INCOME	NET INCOME	$ 25,262	$ 16,145	NET INCOME	$ 31,514	$ 22,384

EARNINGS PER SHARE INFORMATION:	EARNINGS PER SHARE INFORMATION:			EARNINGS PER SHARE INFORMATION:
Basic earnings per share	Basic earnings per share	$ 1.08	$ 0.63	Basic earnings per share	$ 1.34	$ 0.88

Diluted earnings per share	Diluted earnings per share	$ 1.04	$ 0.58	Diluted earnings per share	$ 1.29	$ 0.83

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:	WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:			WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic	Basic	23,430	25,794	Basic	23,556	25,304

Diluted	Diluted	24,322	27,767	Diluted	24,377	26,951

The accompanying notes are an integral part of these consolidated financial statements.

Return to Index

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

		Nine Months Ended September 30,
		2007	2006
		(Unaudited)
REVENUES:
	Services	$ 374,212	$ 315,423
	Product Sales	119,969	107,455
		494,181	422,878
OPERATING EXPENSES:
	Cost of services	249,140	221,768
	Cost of sales	84,005	79,097
	General and administrative expenses	24,798	25,458
	Depreciation	14,094	12,473
	Amortization	416	256
	Other income, net	(2,850)	(2,969)
OPERATING INCOME		124,578	86,795
Interest expense		1,881	4,785
Income before income tax expense		122,697	82,010
Income tax expense		37,118	24,521
NET INCOME		$ 85,579	$ 57,489

EARNINGS PER SHARE INFORMATION:
Basic earnings per share		$ 3.62	$ 2.25

Diluted earnings per share		$ 3.51	$ 2.11

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		23,642	25,551

Diluted		24,371	27,304

The accompanying notes are an integral part of these consolidated financial statements.

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CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

			Nine Months Ended September 30,
			2007	2006
			(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income			$ 85,579	$ 57,489
Adjustments to reconcile income to net cash provided by operating activities:
	Net provision for (recoveries of) doubtful accounts		15	577
	Inventory obsolescence		121	1,553
	Equity in loss of affiliates		222	53
	Minority interest		153	151
	Stock-based compensation		3,499	3,611
	Depreciation and amortization		14,510	12,729
	Debt issuance costs amortization		1,352	86
	Gain on sale of assets		(249)	(782)
	Realization of pension obligation		54	-
	Gain on insurance recovery		-	(492)
	Increase in value of life insurance policies		(852)	(132)
	Deferred income taxes		(7,106)	(5,792)
	Changes in assets and liabilities, net of effect of dispositions:
		Accounts receivable	(26,316)	(13,765)
		Inventories	246	(5,770)
		Prepaid expenses and other current assets	(5,378)	(584)
		Other assets	96	(42)
		Accounts payable	7,910	(1,237)
		Accrued expenses	6,982	21,514
		Other long-term liabilities	6,977	10,911
	Net cash provided by operating activities		87,815	80,078
CASH FLOWS FROM INVESTING ACTIVITIES:
		Capital expenditures	(15,285)	(16,347)
		Patents and other intangibles	(252)	(103)
		Acquisition, net of cash acquired	(5,012)	-
		Deposit on sale of asset	13,475	-
		Proceeds from sale of assets	488	2,222
		Premiums on life insurance	(1,199)	(753)
	Net cash used in investing activities		(7,785)	(14,981)
CASH FLOWS FROM FINANCING ACTIVITIES:
		Repayment of debt	(2,754)	(23,439)
		Proceeds from debt borrowings	-	42,000
		Capital lease obligations	(4)	(24)
		Stock options exercised	18,184	13,859
		Tax benefits from stock-based compensation	20,328	5,671
		Debt issuance costs	(162)	-
		Repurchase of common shares	(127,677)	(104,451)
	Net cash used in financing activities		(92,085)	(66,384)
NET CHANGE IN CASH AND CASH EQUIVALENTS			(12,055)	(1,287)
CASH AND CASH EQUIVALENTS, beginning of period			54,223	13,743
CASH AND CASH EQUIVALENTS, end of period			$ 42,168	$ 12,456

	Non-cash investing and financing activities:
	Change in par value of common stock		$ -	$ 977
	Financial capital expenditures		$ -	$ 2,350

The accompanying notes are an integral part of these consolidated financial statements.

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~~CORE LABORATORIES N.V.~~

~~CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~(In thousands)~~

Three Months Ended
March 31,

2007

2006

(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income
$     25,262

$     16,145
Adjustments to reconcile income to net cash provided by operating activities:

Net provision for doubtful accounts
361

8

Inventory obsolescence
51

1,513

Equity in loss (income) of affiliates
-

(15)

Minority interest
(76)

7

Stock-based compensation
1,148

1,399

Depreciation and amortization
4,578

4,124

Debt issuance costs amortization
623

29
Gain on sale of assets
(48)
(564)
Realization of pension obligation
18
-

Gain on insurance recovery
-

(492)

Increase in value of life insurance policies
(106)

(282)

Deferred income taxes
177

138

Changes in assets and liabilities, net of effect of dispositions:

Accounts receivable
(11,144)
(11,013)

Inventories
(2,334)

(1,283)

Prepaid expenses and other current assets
59

(1,453)

Other assets
(134)

75

Accounts payable
(3,946)

(1,857)

Accrued expenses
(608)

8,976

Other long-term liabilities
5,277

9,366

Net cash provided by operating activities
19,158

24,821
CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures
(3,427)

(4,285)

Patents and other intangibles
(45)

-

Proceeds from sale of assets
76

2,010

Premiums on life insurance
(764)

(409)

Net cash used in investing activities
(4,160)

(2,684)
CASH FLOWS FROM FINANCING ACTIVITIES:

Repayment of debt
(982)

(5,869)

Proceeds from debt borrowings
-

10,000

Capital lease obligations
(1)

(15)

Stock options exercised
16,918

3,077

Excess tax benefits from stock-based compensation
2,609

246

Debt issuance costs
(152)

-

Repurchase of common shares
(58,624)

(27,289)

Net cash used in financing activities
(40,232)

(19,850)
NET CHANGE IN CASH AND CASH EQUIVALENTS
(25,234)

2,287
CASH AND CASH EQUIVALENTS, beginning of period
54,223

13,743
CASH AND CASH EQUIVALENTS, end of period
$    28,989

$    16,030
The accompanying notes are an integral part of these consolidated financial statements.

~~Return to Index~~

CORE LABORATORIES N.V.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements include the accounts of Core Laboratories N.V. and its subsidiaries ~~and~~for which we have a controlling voting interest and/or a controlling financial interest. These financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP"~~) in the United States of America ("U.S."~~) for interim financial information using the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information and footnote disclosures required by GAAP for complete financial statements.

Core Laboratories N.V. uses the equity method of accounting for all investments in which it has less than a majority interest and over which it does not exercise control. Minority interest has been recorded to reflect outside ownership attributable to consolidated subsidiaries that are less than 100% owned. In the opinion of management, all adjustments considered necessary for a fair presentation have been included in these financial statements. Furthermore, the operating results presented for the three ~~months~~and nine month periods ended ~~March 31,~~September 30, 2007 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2007.

Core Laboratories N.V.'s balance sheet information for the year ended December 31, 2006 was derived from the 2006 audited consolidated financial statements but does not include all disclosures in accordance with GAAP.

References to "Core Lab", "we", "our", and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated ~~affiliates.~~subsidiaries.

These financial statements should be read in conjunction with the financial statements and the summary of significant accounting policies and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2006.

2. INVENTORIES, NET

Inventories consist of the following (in thousands):

	March 31,	December 31,	September 30,	December 31,
	2007	2006	2007	2006
	(Unaudited)		(Unaudited)
Finished goods	$ 26,392	$ 24,747	$ 21,387	$ 22,930
Parts and materials	7,271	6,749	7,655	6,031
Work in progress	1,299	1,238	1,231	1,238
Total inventories	34,962	32,734
Less - valuation reserves	2,480	2,535
Inventories, net	$ 32,482	$ 30,199
Total inventories, net			$ 30,273	$ 30,199

We include freight costs incurred for shipping inventory to customers in the Cost of Sales line of the Consolidated Statement of Operations.

3. GOODWILL AND INTANGIBLES

We account for intangible assets with indefinite lives, including goodwill, in accordance with Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets", which requires us to evaluate these assets for impairment annually, or more frequently if an indication of impairment has occurred. Based upon our most recent evaluation, management determined that goodwill was not impaired. We amortize intangible assets with a defined term on a straight-line basis over their respective useful lives.

In September 2007, we acquired all of the outstanding common shares of Temco, Inc., a Tulsa-based core analysis and reservoir fluids instrument manufacturing business, for $5.5 million dollars. The acquisition resulted in goodwill of $3.8 million and intangibles of $0.8 million which was recorded in the Reservoir Description business segment. There were no other significant changes ~~related~~relating to our intangible assets for the ~~three~~nine months ended ~~March 31,~~September 30, 2007. The remaining composition of goodwill by business segment at ~~March 31,~~September 30, 2007 is consistent with the amounts disclosed in our Annual Report on Form 10-K as of December 31, 2006.

4. DEBT AND CAPITAL LEASE OBLIGATIONS

Debt is summarized in the following table (in thousands):

	March 31,	December 31,	September 30,	December 31,
	2007	2006	2007	2006
	(Unaudited)		(Unaudited)
Senior Exchangeable Notes	$ 300,000	$ 300,000
Senior exchangeable notes			$ 300,000	$ 300,000
Capital lease obligations	9	10	6	10
Other indebtedness	1,772	2,754	-	2,754
Total debt and capital leases obligations	301,781	302,764	300,006	302,764
Less - short-term debt included in other indebtedness	1,672	2,654	-	2,654
Less - current maturities of long-term debt and capital lease obligations	107	108	5	108
Long-term debt and capital lease obligations	$ 300,002	$ 300,002	$ 300,001	$ 300,002

In November 2006, Core Laboratories LP, a wholly owned subsidiary of Core Laboratories N.V., issued $300 million aggregate principal amount of Senior Exchangeable Notes due 2011 (the "Notes") to qualified institutional buyers. The Notes bear interest at a rate of 0.25% per year and are fully and unconditionally guaranteed by Core Laboratories N.V. ~~These notes~~The Notes are exchangeable into shares of Core Laboratories N.V. under certain circumstances at an initial conversion rate of 10.5533 per $1,000 principal amount of notes. Upon exchange, holders will receive cash up to the principal amount, and any excess exchange value will be delivered in Core Laboratories N.V. common shares. ~~We sold the Notes to the initial purchasers and subsequently~~On December 22, 2006 we filed a registration statement on Form S-3, which became effective pursuant to the Securities Act of 1933, as ~~amended with respect~~amended; to register the resale of the ~~notes~~Notes and shares received in exchange for the ~~notes on December 22, 2006.~~Notes.

We maintain a revolving credit facility (the "Credit Facility") that allows for an aggregate borrowing capacity of $100.0 million. As amended, this ~~agreement~~facility provides an option to increase the commitment under the Credit Facility to $150.0 million, if certain conditions are met. The Credit Facility bears interest at variable rates from LIBOR plus 0.5% to a maximum of LIBOR plus 1.125%. ~~The~~Any outstanding balance under the Credit Facility is due in December 2010 when the Credit Facility matures ~~in December 2010~~ and only requires bi-annual interest payments ~~only~~ until maturity. ~~These interest payments~~Interest payment dates are based on the interest period selected. Our available capacity is reduced by outstanding unsecured letters of credit and performance guarantees and bonds totaling ~~$7.5~~$8.7 million at ~~March 31,~~September 30, 2007 ~~related~~relating to certain projects in progress. Our available borrowing capacity under the Credit Facility at ~~March 31,~~September 30, 2007 was ~~$92.5~~$91.3 million.

5. PENSIONS AND OTHER ~~POSTRETIREMENT~~POST-RETIREMENT BENEFITS

We provide a noncontributory defined benefit pension plan covering substantially all of our Dutch employees, payouts under which are determined based on years of service and final pay or career average pay, depending on when the employee began participating. Employees are immediately vested in the benefits earned. We fund the future obligations of this plan by purchasing investment contracts from a large ~~national~~ insurance company. We make annual premium payments, based ~~upon~~on each employee's age and current salary, to the insurance company.

The following table summarizes the components of the net periodic pension cost under this plan for the three ~~months~~and nine month periods ended ~~March 31,~~September 30, 2007 and 2006 (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Service cost	$ 291	$ 288	$ 306	$ 295	$ 895	$ 905
Interest cost	266	215	281	221	821	678
Expected return on plan assets	(243)	(209)	(256)	(214)	(749)	(657)
Unrecognized pension obligation/(asset), net	18	33
Unrecognized pension obligation, net			18	34	54	105
Net periodic pension cost	$ 332	$ 327	$ 349	$ 336	$ 1,021	$ 1,031

During the three months ended March 31, 2007, we contributed approximately $0.8 million, as determined by the insurance company, to fund the estimated 2007 premiums on investment contracts held by the plan.

6. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

From time to time, we may be subject to legal proceedings and claims that arise in the ordinary course of business. We believe that the resolution of all litigation currently pending or threatened against itCore Lab or any of its subsidiaries should not have a material adverse effect on its consolidated financial condition, results of operations or liquidity; however, because of the inherent uncertainty of litigation, we cannot provide assurance that the resolution of any particular claim or proceeding to which itCore Lab or any of its subsidiaries is a party will not have a material adverse effect on its consolidated results of operations or liquidity for the period in which that resolution occurs.

7. SHAREHOLDERS' EQUITY

During the three months ended ~~March 31,~~September 30, 2007, we repurchased ~~743,650~~485,571 of our common shares for ~~$58.6~~$52.3 million, at an average price of ~~$78.83~~$107.65 per share. ~~In January~~

During the nine months ended September 30, 2007, we repurchased 1,400,021 of our common shares for $127.7 million, at an average price of $91.20 per share which included rights to ~~38,024~~602,148 shares valued at ~~$3.1~~$48.4 million, or ~~$82.40~~$80.30 per share, that were surrendered to the Company pursuant to the terms of a stock-based compensation plan, in ~~settlement by~~consideration of the ~~participants~~exercise price of personal tax burdens that may result from the issuance of common shares under this arrangement. In February 2007, 527,626 shares valued at $41.8 million, or $79.31 per share were surrendered to the Company pursuant to the terms of a stock-based compensation plan, in settlement by the participants of their ~~exercise cost in the~~ stock options and their personal tax burdens that may result from the issuance of common shares under this ~~arrangement.~~plan.

For the three and nine months ended ~~March 31,~~September 30, 2007, we issued ~~1,305,392~~76,277 and 1,405,885 of our common shares associated with stock option exercises for which we received proceeds of approximately ~~$16.9~~$1.0 million and $18.2 million.

At our Annual Shareholders' Meeting on April 2, 2007 (the "Meeting"), our shareholders approved the cancellation of ~~all of the~~ 3,127,040 treasury shares we had repurchased or otherwise acquired upprior to the date of the Meeting. These 3,127,040 treasury shares were cancelled in April 2007 at historical cost, totaling $233.5 million, or $74.73 per share, resulting in a decrease in treasury shares ~~at cost~~ and a corresponding decrease in additional paid-in-capital, retained earnings and common ~~stock.~~shares. Our shareholders also approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

Comprehensive Income

The components of other comprehensive income consisted of the following (in thousands):

	Three months ended	Nine months ended
	September 30, 2007	September 30, 2007
	(Unaudited)	(Unaudited)
Net income	$ 31,514	$ 85,579
Realization of pension obligation	18	54
Total comprehensive income	$ 31,532	$ 85,633

		~~March 31,~~
		~~2007~~
		~~(Unaudited)~~
~~Net income~~		~~$ 25,262~~
~~Realization of pension obligation~~		18
~~Total comprehensive income~~		~~$ 25,280~~

Accumulated Other Comprehensive Income consisted of the following (in thousands):

	September 30,	December 31,
	2007	2006
	(Unaudited)
Pension obligation - prior service cost	$ 1,273	$ 1,327
Pension obligation - unrecognized net actuarial loss	745	745
Total accumulated other comprehensive income	$ 2,018	$ 2,072

March 31,

December 31,

2007

2006

(Unaudited)

Pension obligation - prior service cost
$     1,309

$   1,327
Pension obligation - unrecognized net actuarial loss
745

745
   Total accumulated other comprehensive income
$     2,054

$    2,072

8. EARNINGS PER SHARE

We compute basic earnings per common share by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common shares include additional shares in the weighted average share calculations associated with the incremental effect of dilutive employee stock options, restricted stock awards and contingently issuable shares, as determined using the treasury stock method. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings per share (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Weighted average basic common shares outstanding	23,430	25,794	23,556	25,304	23,642	25,551
Effect of dilutive securities:
Stock options	664	1,675	207	1,421	381	1,498
Contingent shares	121	156	88	159	98	146
Restricted stock and other	107	142	108	67	109	109
Senior exchangeable notes			418	-	141	-
Weighted average diluted common and potential common shares outstanding	24,322	27,767	24,377	26,951	24,371	27,304

In 2006, we sold warrants that give the holders the right to acquire approximately 3.2 million of our common shares at a strike price of $127.56 per share. These warrants could have a dilutive impact on our earnings per share if the share price exceeds the strike price of the warrants.

9. OTHER EXPENSE (INCOME)

The components of other expense (income), net, were as follows (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Minority interest	$ (76)	$ 7	$ 122	$ 77	$ 153	$ 151
Loss (gain) on sale of assets	(48)	(564)
Foreign exchange (gain) loss	18	(360)
Gain on sale of assets			(30)	(76)	(249)	(782)
Foreign exchange loss (gain)			(352)	430	(827)	(1,032)
Interest income	(411)	(52)	(136)	(54)	(1,047)	(161)
Gain on insurance recovery	-	(492)	-	-	-	(492)
Other	(346)	(409)	(118)	70	(880)	(653)
Total other (income), net	$ (863)	$ (1,870)
Total other expense (income), net			$ (514)	$ 447	$ (2,850)	$ (2,969)

In 2005, a building at our manufacturing plant in Godley, Texas, was damaged by fire, resulting in the loss of the building, some inventory, as well as other business equipment and supplies. We filed a claim for business interruption costs and the final settlement was reached in the first quarter of 2006, which resulted in a gain of $0.5 million.

Foreign exchange losses (gains) ~~losses~~ by currency are summarized in the following table (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Canadian Dollar	$ 106	$ 54	$ (199)	$ 44	$ (443)	$ (336)
Euro	(38)	(67)	(198)	(16)	(282)	(270)
Russian Ruble	(40)	(181)	(152)	172	(223)	(290)
Other currencies	(10)	(166)	197	230	121	(136)
Total (gain) loss	$ 18	$ (360)
Total loss (gain)			$ (352)	$ 430	$ (827)	$ (1,032)

10. INCOME TAXES

We file an income tax return in the U.S. federal jurisdiction, various states and foreign jurisdictions. We are currently undergoing multiple examinations in various ~~foreign~~ jurisdictions, and the years 1998 through 2006 remain open for examination in various tax jurisdictions in which we operate.

We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes-An Interpretation of FASB Statement No. 109, Accounting for Income Taxes ("FIN 48"), on January 1, 2007. FIN 48 clarifies the accounting for uncertainty in income taxes recognized in financial statements and requires the impact of a tax position to be recognized in the financial statements if that position is more likely than not of being sustained by the taxing authority. As a result of the implementation of FIN 48, we recognized approximately a $3.3 million increase in the liability for unrecognized tax benefits, which was accounted for as a reduction to the January 1, 2007 balance of retained earnings. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):

	2007
	(Unaudited)
Unrecognized tax benefits at January 1,	$ 13,064
Tax positions, current period	-286
Tax positions, prior period	~~705~~1,442
Settlements with taxing authorities	-(53)
Lapse of applicable statute of limitations	-
Unrecognized tax benefits at ~~March 31,~~September 30,	$ ~~13,769~~14,739

The total amount of unrecognized tax benefits at ~~March 31,~~September 30, 2007, if recognized, would affect ~~the~~our effective tax rate.

Our policy is to record accrued interest and penalties on uncertain tax positions, net of any tax effect, as part of total tax expense for the period. The corresponding liability is carried along with the tax exposure as a non-current payable in "other long-term liabilities". ~~For the period ending March 31, 2007 we accrued approximately $0.2 million of interest and penalties.~~ We had approximately $3.2 million accrued for the payment of interest and penalties as of January 1, 2007. We expect the requirements of FIN 48 will add volatility to our effective tax rate, and therefore our expected income tax expense, in future periods.

During the three and nine month period ended September 30, 2007, we recognized tax benefits of $10.2 million and $20.3 million, respectively, relating to tax deductions in excess of book expense for stock-based compensation awards. These tax benefits are recorded to additional paid-in capital to the extent deductions reduce current taxable income.

11. SEGMENT REPORTING

Our business units have been aggregated into three complementary segments, which provide products and services for improving reservoir performance and increasing oil and gas recovery from new and existing fields.

*	Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples. We provide analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry.

*	Production Enhancement: Includes products and services relating to reservoir well completions, perforations, stimulations and production. We provide integrated services to evaluate the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.

*	Reservoir Management: Combines and integrates information from reservoir description and production enhancement services to increase production and improve recovery of oil and gas from our clients' reservoirs.

Segment Analysis

We manage each of our business segments separately to reflect the different services and technologies provided and required by each segment. We use the same accounting policies to account for our business segments as those used to prepare our Consolidated Balance Sheets and Consolidated Statements of Operations. We evaluate the performance of our business segments on the basis of operating income.

Summarized financial information ~~related~~relating to our business segments is shown in the following tables (in thousands):

(Unaudited)

Reservoir Description

Production Enhancement

Reservoir Management

Corporate & Other¹

Consolidated
Three Months Ended March 31, 2007

Revenues from unaffiliated customers

$   83,163

$      58,807

$      13,753

$             -

$     155,723

Inter-segment revenues

167

205

291

(663)

-

Segment operating income

16,773

16,052

3,697

198

36,720

Total assets

219,681

166,627

19,358

82,544

488,210

Capital expenditures

2,570

606

89

162

3,427

Depreciation and amortization

2,372

1,284

127

795

4,578

Three Months Ended March 31, 2006

Revenues from unaffiliated customers

$   71,204

$      56,080

$      10,051

$             -

$     137,335

Inter-segment revenues

29

156

9

(194)

-

Segment operating income (loss)

9,191

12,920

2,940

(663)

24,388

Total assets

204,366

155,741

15,936

30,611

406,654

Capital expenditures

2,916

1,136

140

93

4,285

Depreciation and amortization

2,250

1,216

109

549

4,124

(1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations.

	(Unaudited)	Reservoir Description	Production Enhancement	Reservoir Management	Corporate & Other¹	Consolidated
Three Months Ended September 30, 2007
	Revenues from unaffiliated customers	$ 97,476	$ 61,998	$ 10,591	$ -	$ 170,065
	Inter-segment revenues	233	252	318	(803)	-
	Segment operating income	26,108	17,426	2,357	67	45,958
	Total assets	251,170	161,972	19,446	101,758	534,346
	Capital expenditures	4,252	1,809	181	491	6,733
	Depreciation and amortization	2,645	1,288	121	981	5,035

Three Months Ended September 30, 2006
	Revenues from unaffiliated customers	$ 81,090	$ 55,113	$ 9,323	$ -	$ 145,526
	Inter-segment revenues	24	194	21	(239)	-
	Segment operating income	17,646	13,841	2,086	217	33,790
	Total assets	210,604	159,276	16,387	34,603	420,870
	Capital expenditures	3,929	1,247	81	3,582	8,839
	Depreciation and amortization	2,306	1,231	119	861	4,517

Nine Months Ended September 30, 2007
	Revenues from unaffiliated customers	$ 274,437	$ 181,566	$ 38,178	$ -	$ 494,181
	Inter-segment revenues	635	619	953	(2,207)	-
	Segment operating income	64,307	49,678	10,171	422	124,578
	Total assets	251,170	161,972	19,446	101,758	534,346
	Capital expenditures	10,202	3,689	433	961	15,285
	Depreciation and amortization	7,648	3,874	369	2,619	14,510

Nine Months Ended September 30, 2006
	Revenues from unaffiliated customers	$ 232,436	$ 162,826	$ 27,616	$ -	$ 422,878
	Inter-segment revenues	263	526	27	(816)	-
	Segment operating income (loss)	41,098	39,434	6,658	(395)	86,795
	Total assets	210,604	159,276	16,387	34,603	420,870
	Capital expenditures	10,319	4,165	408	3,805	18,697
	Depreciation and amortization	6,785	3,631	341	1,972	12,729

	(1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations.

12. CONDENSED CONSOLIDATING FINANCIAL INFORMATION

Core Laboratories N.V. has fully and unconditionally guaranteed all of the Notes issued by Core Laboratories LP on November 6, 2006. Core Laboratories LP is a 100% indirectly owned subsidiary of Core Laboratories N.V.

The following condensed consolidating financial information is included so that separate financial statements of Core Laboratories LP are not required to be filed with the U.S. Securities and Exchange Commission. The condensed consolidating financial statements present investments in both consolidated and unconsolidated affiliates using the equity method of accounting.

The following condensed consolidating financial information presents: condensed consolidating balance sheets as of ~~March 31,~~September 30, 2007 and December 31, 2006, statements of income and the consolidating statements of cash flows for ~~each of~~ the ~~quarters~~three and nine month periods ended ~~March 31,~~September 30, 2007 and 2006 of (a) Core Laboratories N.V., parent/guarantor, (b) Core Laboratories LP, issuer of public debt securities guaranteed by Core Laboratories N.V. ~~and~~; (c) the non-guarantor subsidiaries, (d) consolidating adjustments necessary to consolidate Core Laboratories N.V. and its subsidiaries and (e) Core Laboratories N.V. on a consolidated basis.

Condensed Consolidating Balance Sheets	Condensed Consolidating Balance Sheets							Condensed Consolidating Balance Sheets

		(In thousands)	March 31, 2007						(In thousands)	September 30, 2007
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
		ASSETS							ASSETS
CURRENT ASSETS:	CURRENT ASSETS:							CURRENT ASSETS:
	Cash and cash equivalents		$ 708	$ 15,301	$ 12,980	$ -	$ 28,989	Cash and cash equivalents		$ 16,160	$ 8,627	$ 17,381	$ -	$ 42,168
	Accounts receivable, net		165	22,466	100,207	-	122,838	Accounts receivable, net		141	25,639	113,102	-	138,882
	Inventories, net		-	2,116	30,366	-	32,482	Inventories, net		-	2,692	27,581	-	30,273
	Prepaid expenses and other current assets		4,083	8,538	16,147	(30)	28,738	Prepaid expenses and other current assets		1,903	9,364	23,001	-	34,268
			4,956	48,421	159,700	(30)	213,047			18,204	46,322	181,065	-	245,591

PROPERTY, PLANT AND EQUIPMENT, net	PROPERTY, PLANT AND EQUIPMENT, net		-	21,343	65,260	-	86,603	PROPERTY, PLANT AND EQUIPMENT, net		-	21,496	67,367	-	88,863
GOODWILL AND INTANGIBLES, net	GOODWILL AND INTANGIBLES, net		46,986	1,983	90,204	-	139,173	GOODWILL AND INTANGIBLES, net		46,986	1,947	94,703	-	143,636
INTERCOMPANY RECEIVABLES	INTERCOMPANY RECEIVABLES		20,969	273,026	272,794	(566,789)	-	INTERCOMPANY RECEIVABLES		12,358	290,154	266,242	(568,754)	-
INVESTMENT IN AFFILIATES	INVESTMENT IN AFFILIATES		270,174	-	732,085	(1,001,369)	890	INVESTMENT IN AFFILIATES		331,511	5,500	818,275	(1,154,618)	668
DEFERRED TAX ASSET	DEFERRED TAX ASSET		6,392	29,484	14,247	(16,990)	33,133	DEFERRED TAX ASSET		4,971	44,828	-	(9,797)	40,002
OTHER ASSETS	OTHER ASSETS		3,540	10,638	1,186	-	15,364	OTHER ASSETS		3,774	10,785	1,027	-	15,586
		TOTAL ASSETS	$ 353,017	$ 384,895	$ 1,335,476	$ (1,585,178)	$ 488,210		TOTAL ASSETS	$ 417,804	$ 421,032	$ 1,428,679	$ (1,733,169)	$ 534,346

		LIABILITIES AND SHAREHOLDERS' EQUITY							LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:	CURRENT LIABILITIES:							CURRENT LIABILITIES:
	Current maturities of long-term debt and capital lease obligations		$ 1,672	$ 100	$ 7	$ -	$ 1,779	Current maturities of long-term debt and capital lease obligations		$ -	$ -	$ 5	$ -	$ 5
	Accounts payable		198	6,372	26,944	-	33,514	Accounts payable		10,490	5,590	29,518	-	45,598
	Other accrued expenses		7,702	14,821	25,597	(30)	48,090	Other accrued expenses		3,151	18,854	47,349	-	69,354
			9,572	21,293	52,548	(30)	83,383			13,641	24,444	76,872	-	114,957

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS		-	300,000	2	-	300,002	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS		-	300,000	1	-	300,001
DEFERRED COMPENSATION	DEFERRED COMPENSATION		5,422	5,437	330	-	11,189	DEFERRED COMPENSATION		5,807	7,642	373	-	13,822
DEFERRED TAX LIABILITY	DEFERRED TAX LIABILITY		12,776	-	4,214	(16,990)	-	DEFERRED TAX LIABILITY		9,220	-	577	(9,797)	-
INTERCOMPANY PAYABLES	INTERCOMPANY PAYABLES		254,651	23,277	288,861	(566,789)	-	INTERCOMPANY PAYABLES		309,651	45,718	213,385	(568,754)	-
OTHER LONG-TERM LIABILITIES	OTHER LONG-TERM LIABILITIES		14,770	11,680	9,990	-	36,440	OTHER LONG-TERM LIABILITIES		11,025	8,443	16,039	-	35,507

MINORITY INTEREST	MINORITY INTEREST		-	-	1,370	-	1,370	MINORITY INTEREST		-	-	1,599	-	1,599

TOTAL SHAREHOLDERS' EQUITY	TOTAL SHAREHOLDERS' EQUITY		55,826	23,208	978,161	(1,001,369)	55,826	TOTAL SHAREHOLDERS' EQUITY		68,460	34,785	1,119,833	(1,154,618)	68,460
		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 353,017	$ 384,895	$ 1,335,476	$ (1,585,178)	$ 488,210		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 417,804	$ 421,032	$ 1,428,679	$ (1,733,169)	$ 534,346

Condensed Consolidating Balance Sheets	Condensed Consolidating Balance Sheets							Condensed Consolidating Balance Sheets

		(In thousands)	December 31, 2006						(In thousands)	December 31, 2006
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
		ASSETS							ASSETS
CURRENT ASSETS:	CURRENT ASSETS:							CURRENT ASSETS:
	Cash and cash equivalents		$ 1,572	$ 35,385	$ 17,266	$ -	$ 54,223	Cash and cash equivalents		$ 1,572	$ 35,385	$ 17,266	$ -	$ 54,223
	Accounts receivable, net		125	19,717	92,213	-	112,055	Accounts receivable, net		125	19,717	92,213	-	112,055
	Inventories, net		-	1,677	28,522	-	30,199	Inventories, net		-	1,677	28,522	-	30,199
	Prepaid expenses and other current assets		495	14,441	14,139	-	29,075	Prepaid expenses and other current assets		495	14,441	14,139	-	29,075
			2,192	71,220	152,140	-	225,552			2,192	71,220	152,140	-	225,552

PROPERTY, PLANT AND EQUIPMENT, net	PROPERTY, PLANT AND EQUIPMENT, net		-	21,654	66,080	-	87,734	PROPERTY, PLANT AND EQUIPMENT, net		-	21,654	66,080	-	87,734
GOODWILL AND INTANGIBLES, net	GOODWILL AND INTANGIBLES, net		46,986	2,009	90,225	-	139,220	GOODWILL AND INTANGIBLES, net		46,986	2,009	90,225	-	139,220
INTERCOMPANY RECEIVABLES	INTERCOMPANY RECEIVABLES		38,390	198,654	351,316	(588,360)	-	INTERCOMPANY RECEIVABLES		38,390	198,654	351,316	(588,360)	-
INVESTMENT IN AFFILIATES	INVESTMENT IN AFFILIATES		150,090	-	788,555	(937,755)	890	INVESTMENT IN AFFILIATES		150,090	-	788,555	(937,755)	890
DEFERRED TAX ASSET	DEFERRED TAX ASSET		5,815	26,286	13,707	(12,776)	33,032	DEFERRED TAX ASSET		5,815	26,286	13,707	(12,776)	33,032
OTHER ASSETS	OTHER ASSETS		3,410	10,460	917	-	14,787	OTHER ASSETS		3,410	10,460	917	-	14,787
		TOTAL ASSETS	$ 246,883	$ 330,283	$ 1,462,940	$ (1,538,891)	$ 501,215		TOTAL ASSETS	$ 246,883	$ 330,283	$ 1,462,940	$ (1,538,891)	$ 501,215

		LIABILITIES AND SHAREHOLDERS' EQUITY							LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:	CURRENT LIABILITIES:							CURRENT LIABILITIES:
	Current maturities of long-term debt and capital lease obligations		$ 2,654	$ 100	$ 8	$ -	$ 2,762	Current maturities of long-term debt and capital lease obligations		$ 2,654	$ 100	$ 8	$ -	$ 2,762
	Accounts payable		698	7,078	29,684	-	37,460	Accounts payable		698	7,078	29,684	-	37,460
	Other accrued expenses		2,785	18,915	26,998	-	48,698	Other accrued expenses		2,785	18,915	26,998	-	48,698
			6,137	26,093	56,690	-	88,920			6,137	26,093	56,690	-	88,920

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS		-	300,000	2	-	300,002	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS		-	300,000	2	-	300,002
DEFERRED COMPENSATION	DEFERRED COMPENSATION		5,230	4,920	263	-	10,413	DEFERRED COMPENSATION		5,230	4,920	263	-	10,413
DEFERRED TAX LIABILITY	DEFERRED TAX LIABILITY		12,776	-	-	(12,776)	-	DEFERRED TAX LIABILITY		12,776	-	-	(12,776)	-
INTERCOMPANY PAYABLES	INTERCOMPANY PAYABLES		140,376	2,553	445,431	(588,360)	-	INTERCOMPANY PAYABLES		140,376	2,553	445,431	(588,360)	-
OTHER LONG-TERM LIABILITIES	OTHER LONG-TERM LIABILITIES		10,528	7,645	10,425	-	28,598	OTHER LONG-TERM LIABILITIES		10,528	7,645	10,425	-	28,598

MINORITY INTEREST	MINORITY INTEREST		-	-	1,446	-	1,446	MINORITY INTEREST		-	-	1,446	-	1,446

TOTAL SHAREHOLDERS' EQUITY	TOTAL SHAREHOLDERS' EQUITY		71,836	(10,928)	948,683	(937,755)	71,836	TOTAL SHAREHOLDERS' EQUITY		71,836	(10,928)	948,683	(937,755)	71,836
		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 246,883	$ 330,283	$ 1,462,940	$ (1,538,891)	$ 501,215		TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 246,883	$ 330,283	$ 1,462,940	$ (1,538,891)	$ 501,215

Condensed Consolidating Statements of Operations	Condensed Consolidating Statements of Operations							Condensed Consolidating Statements of Operations

		(In thousands)	Quarter Ended March 31, 2007						(In thousands)	Three Months Ended September 30, 2007
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
REVENUES	REVENUES							REVENUES
	Operating revenues		$ -	$ 29,987	$ 125,736	$ -	$ 155,723	Operating revenues		$ -	$ 34,806	$ 135,259	$ -	$ 170,065
	Intercompany revenues		260	4,510	18,380	(23,150)	-	Intercompany revenues		302	4,366	29,884	(34,552)	-
	Earnings from consolidated affiliates		30,276	-	-	(30,276)	-	Earnings from consolidated affiliates		35,324	-	73,253	(108,577)	-
		Total revenues	30,536	34,497	144,116	(53,426)	155,723		Total revenues	35,626	39,172	238,396	(143,129)	170,065

OPERATING EXPENSES	OPERATING EXPENSES							OPERATING EXPENSES
	Operating costs		314	18,771	88,164	-	107,249	Operating costs		257	20,717	91,573	-	112,547
	General and administrative expenses		1,607	6,432	-	-	8,039	General and administrative expenses		1,758	5,247	34	-	7,039
	Depreciation and amortization		-	1,301	3,277	-	4,578	Depreciation and amortization		-	1,300	3,735	-	5,035
	Other expense (income), net		45	1,852	20,380	(23,140)	(863)	Other expense (income), net		(950)	2,191	22,223	(23,978)	(514)

Operating income	Operating income		28,570	6,141	32,295	(30,286)	36,720	Operating income		34,561	9,717	120,831	(119,151)	45,958
Interest expense	Interest expense		37	594	11	(10)	632	Interest expense		5	577	32	-	614

Income before income tax expense	Income before income tax expense		28,533	5,547	32,284	(30,276)	36,088	Income before income tax expense		34,556	9,140	120,799	(119,151)	45,344
Income tax expense (benefit)	Income tax expense (benefit)		3,271	3,325	4,230	-	10,826	Income tax expense (benefit)		3,042	3,554	7,234	-	13,830

NET INCOME	NET INCOME		$ 25,262	$ 2,222	$ 28,054	$ (30,276)	$ 25,262	NET INCOME		$ 31,514	$ 5,586	$ 113,565	$ (119,151)	$ 31,514

Condensed Consolidating Statements of Operations

		(In thousands)	Nine Months Ended September 30, 2007
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
REVENUES
	Operating revenues		$ -	$ 99,662	$ 394,519	$ -	$ 494,181
	Intercompany revenues		908	13,174	91,455	(105,537)	-
	Earnings from consolidated affiliates		94,917	-	150,550	(245,467)	-
		Total revenues	95,825	112,836	636,524	(351,004)	494,181

OPERATING EXPENSES
	Operating costs		809	59,503	272,833	-	333,145
	General and administrative expenses		6,033	18,731	34	-	24,798
	Depreciation and amortization		-	3,927	10,583	-	14,510
	Other expense (income), net		(2,244)	6,389	64,439	(71,434)	(2,850)

Operating income			91,227	24,286	288,635	(279,570)	124,578
Interest expense			63	1,782	36	-	1,881

Income before income tax expense			91,164	22,504	288,599	(279,570)	122,697
Income tax expense (benefit)			5,585	8,704	22,829	-	37,118

NET INCOME			$ 85,579	$ 13,800	$ 265,770	$ (279,570)	$ 85,579

Condensed Consolidating Statements of Cash Flows

		(In thousands)	Nine Months Ended September 30, 2007
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total

Net cash provided by (used in) operating activities			$ 106,407	$ (16,573)	$ (2,019)	$ -	$ 87,815

CASH FLOWS FROM INVESTING ACTIVITIES:
	Capital expenditures		-	(3,685)	(11,600)	-	(15,285)
	Patents and other intangibles		-	(57)	(195)	-	(252)
	Acquisitions, net of cash acquired		-	(5,012)	-	-	(5,012)
	Deposit on sale of asset		-	-	13,475	-	13,475
	Proceeds from sale of assets		-	30	458	-	488
	Premiums on life insurance		-	(1,199)	-	-	(1,199)
Net cash used in investing activities			-	(9,923)	2,138	-	(7,785)

CASH FLOWS FROM FINANCING ACTIVITIES:
	Repayment of debt		(2,654)	(100)	-	-	(2,754)
	Capital lease obligations		-	-	(4)	-	(4)
	Stock options exercised		18,184	-	-	-	18,184
	Tax benefits from stock-based compensation		20,328	-	-	-	20,328
	Debt issuance costs		-	(162)	-	-	(162)
	Repurchase of common shares		(127,677)	-	-	-	(127,677)
Net cash used in financing activities			(91,819)	(262)	(4)	-	(92,085)

NET CHANGE IN CASH AND CASH EQUIVALENTS			14,588	(26,758)	115	-	(12,055)
CASH AND CASH EQUIVALENTS, beginning of period			1,572	35,385	17,266	-	54,223
CASH AND CASH EQUIVALENTS, end of period			$ 16,160	$ 8,627	$ 17,381	$ -	$ 42,168

Condensed Consolidating Statements of Cash Flows

(In thousands)
Quarter Ended March 31, 2007

Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated Total

Net cash provided by operating activities
$ 39,215

$ (18,249)

$ (1,808)

$                -

$     19,158

-

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures
-

(912)

(2,515)

-

(3,427)

Patents and other intangibles
-

(9)

(36)

-

(45)

Proceeds from sale of assets
-

2

74

-

76

Premiums on life insurance
-

(764)

-

-

(764)
Net cash used in investing activities
-

(1,683)

(2,477)

-

(4,160)

CASH FLOWS FROM FINANCING ACTIVITIES:

Repayment of debt
(982)

-

-

-

(982)

Proceeds from debt borrowings
-

-

-

-

-

Capital lease obligations
-

-

(1)

-

(1)

Stock options exercised
16,918

-

-

-

16,918

Repurchase of common shares
(58,624)

-

-

-

(58,624)

Debt issuance costs
-

(152)

-

-

(152)

Excess tax benefit from stock-based payments
2,609

-

-

-

2,609
Net cash used in financing activities
(40,079)

(152)

(1)

-

(40,232)

NET CHANGE IN CASH AND CASH
   EQUIVALENTS
(864)

(20,084)

(4,286)

-

(25,234)
CASH AND CASH EQUIVALENTS,
   beginning of period
1,572

35,385

17,266

-

54,223
CASH AND CASH EQUIVALENTS,
   end of period
$ 708

$ 15,301

$ 12,980

$                -

$       28,989

Condensed Consolidating Statements of Operations

		(In thousands)	Three Months Ended September 30, 2006
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
REVENUES
	Operating revenues		$ -	$ 28,301	$ 117,225	$ -	$ 145,526
	Intercompany revenues		-	3,985	27,983	(31,968)	-
	Earnings from consolidated affiliates		24,266	-	(3)	(24,263)	-
		Total revenues	24,266	32,286	145,205	(56,231)	145,526

OPERATING EXPENSES
	Operating costs		348	17,561	92,600	(9,987)	100,522
	General and administrative expenses		1,042	5,244	11	(47)	6,250
	Depreciation and amortization		5	1,346	3,166	-	4,517
	Other expense (income), net		(1,158)	1,593	21,650	(21,638)	447

Operating income			24,029	6,542	27,778	(24,559)	33,790
Interest expense			220	1,701	9	-	1,930

Income before income tax expense			23,809	4,841	27,769	(24,559)	31,860
Income tax expense (benefit)			1,425	1,875	6,176	-	9,476
NET INCOME			$ 22,384	$ 2,966	$ 21,593	$ (24,559)	$ 22,384

Condensed Consolidating Statements of Operations	Condensed Consolidating Statements of Operations							Condensed Consolidating Statements of Operations

		(In thousands)	Quarter Ended March 31, 2006						(In thousands)	Nine Months Ended September 30, 2006
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total
REVENUES	REVENUES							REVENUES
	Operating revenues		$ -	$ 24,006	$ 113,329	$ -	$ 137,335	Operating revenues		$ -	$ 80,932	$ 341,946	$ -	$ 422,878
	Intercompany revenues		-	2,941	23,747	(26,688)	-	Intercompany revenues		-	10,506	80,925	(91,431)	-
	Earnings from consolidated affiliates		20,192	-	13,912	(34,104)	-	Earnings from consolidated affiliates		65,845	-	12,849	(78,694)	-
		Total revenues	20,192	26,947	150,988	(60,792)	137,335		Total revenues	65,845	91,438	435,720	(170,125)	422,878

OPERATING EXPENSES	OPERATING EXPENSES							OPERATING EXPENSES
	Operating costs		-	15,082	94,171	(9,105)	100,148	Operating costs		503	50,816	278,689	(29,143)	300,865
	General and administrative expenses		3,425	7,118	2	-	10,545	General and administrative expenses		6,145	19,345	15	(47)	25,458
	Depreciation and amortization		33	1,265	2,826	-	4,124	Depreciation and amortization		21	3,979	8,729	-	12,729
	Other expense (income), net		(196)	745	15,155	(17,574)	(1,870)	Other expense (income), net		(1,342)	3,683	56,635	(61,945)	(2,969)

Operating income	Operating income		16,930	2,737	38,834	(34,113)	24,388	Operating income		60,518	13,615	91,652	(78,990)	86,795
Interest expense	Interest expense		114	1,210	9	(9)	1,324	Interest expense		612	4,145	28	-	4,785

Income before income tax expense	Income before income tax expense		16,816	1,527	38,825	(34,104)	23,064	Income before income tax expense		59,906	9,470	91,624	(78,990)	82,010
Income tax expense (benefit)	Income tax expense (benefit)		671	(4,078)	10,326	-	6,919	Income tax expense (benefit)		2,417	(946)	23,050	-	24,521
NET INCOME	NET INCOME		$ 16,145	$ 5,605	$ 28,499	$ (34,104)	$ 16,145	NET INCOME		$ 57,489	$ 10,416	$ 68,574	$ (78,990)	$ 57,489

Condensed Consolidating Statements of Cash Flows	Condensed Consolidating Statements of Cash Flows							Condensed Consolidating Statements of Cash Flows

		(In thousands)	Quarter Ended March 31, 2006						(In thousands)	Nine Months Ended September 30, 2006
			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total			Core Laboratories N.V. (Parent/ Guarantor)	Core Laboratories LP (Issuer)	Other Subsidiaries (Non- Guarantors)	Consolidating Adjustments	Consolidated Total

Net cash provided by operating activities			$ 28,971	$ (6,525)	$ 2,375	$ -	$ 24,821
Net cash provided by (used in) operating activities								Net cash provided by (used in) operating activities		$ 83,824	$ (14,895)	$ 11,149	$ -	$ 80,078
						-
CASH FLOWS FROM INVESTING ACTIVITIES:	CASH FLOWS FROM INVESTING ACTIVITIES:							CASH FLOWS FROM INVESTING ACTIVITIES:
								Capital expenditures		-	(3,092)	(13,255)	-	(16,347)
	Capital expenditures		-	(1,176)	(3,109)	-	(4,285)	Patents and other intangibles		-	(36)	(67)	-	(103)
	Proceeds from sale of assets		-	288	1,722	-	2,010	Proceeds from sale of assets		-	320	1,902	-	2,222
	Premiums on life insurance		-	(409)	-	-	(409)	Premiums on life insurance		-	(753)	-	-	(753)
Net cash used in investing activities	Net cash used in investing activities		-	(1,297)	(1,387)	-	(2,684)	Net cash used in investing activities		-	(3,561)	(11,420)	-	(14,981)

CASH FLOWS FROM FINANCING ACTIVITIES:	CASH FLOWS FROM FINANCING ACTIVITIES:							CASH FLOWS FROM FINANCING ACTIVITIES:
	Repayment of debt		(5,869)	-	-	-	(5,869)	Repayment of debt		(7,339)	(16,100)	-	-	(23,439)
	Proceeds from debt borrowings		-	10,000	-	-	10,000	Proceeds from debt borrowings		8,000	34,000	-	-	42,000
	Capital lease obligations		-	-	(15)	-	(15)	Capital lease obligations		-	-	(24)	-	(24)
	Stock options exercised		3,077	-	-	-	3,077	Stock options exercised		13,859	-	-	-	13,859
	Repurchase of common shares		(27,289)	-	-		(27,289)	Repurchase of common shares		(104,451)	-	-	-	(104,451)
	Excess tax benefits from stock-based payments		246	-	-	-	246	Excess tax benefits from stock-based payments		5,671	-	-	-	5,671
Net cash used in financing activities	Net cash used in financing activities		(29,835)	10,000	(15)	-	(19,850)	Net cash used in financing activities		(84,260)	17,900	(24)	-	(66,384)

NET CHANGE IN CASH AND CASH EQUIVALENTS	NET CHANGE IN CASH AND CASH EQUIVALENTS		(864)	2,178	973	-	2,287	NET CHANGE IN CASH AND CASH EQUIVALENTS		(436)	(556)	(295)	-	(1,287)
CASH AND CASH EQUIVALENTS, beginning of period	CASH AND CASH EQUIVALENTS, beginning of period		1,352	(243)	12,634	-	13,743	CASH AND CASH EQUIVALENTS, beginning of period		1,352	(243)	12,634	-	13,743
CASH AND CASH EQUIVALENTS, end of period	CASH AND CASH EQUIVALENTS, end of period		$ 488	$ 1,935	$ 13,607	$ -	$ 16,030	CASH AND CASH EQUIVALENTS, end of period		$ 916	$ (799)	$ 12,339	$ -	$ 12,456

13. RECENT ACCOUNTING PRONOUNCEMENTS

In September 2006, the Financial Accounting Standards Board ("FASB") issued SFAS No. 157, Fair Value Measurements ("FAS 157"). FAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. FAS No. 157 does not require any new fair value measurements, rather, its application will be made pursuant to other accounting pronouncements that require or permit fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007, and interim periods within those years. The provisions of FAS No. 157 are to be applied prospectively upon adoption, except for limited specified exceptions. We do not expect the adoption of FAS No. 157 to have a material impact on our financial position, results of operations or cash flows.

In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an Amendment of FASB Statement No. 115 ("FAS 159"). FAS 159 permits companies to measure eligible financial instruments and certain other items at fair value that are currently not required to be measured at fair value. FAS 159 will become effective for financial statements issued for fiscal years beginning after November 15, 2007, with early adoption permitted. We are currently evaluating FAS 159 and any potential impact on our financial statements, however we do not expect this pronouncement to have a material impact on our financial position or results of operations or cash flows.

14. SUBSEQUENT EVENTS

On October 2, 2007, we completed the sale of an office building in Moscow for $13.5 million which resulted in a pre-tax gain of approximately $10.2 million that will be included in our fourth quarter results.

Return to Index

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

The following discussion summarizes the financial position of Core Laboratories N.V. and its subsidiaries as of ~~March 31,~~September 30, 2007 and should be read in conjunction with (i) the unaudited consolidated interim financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q and (ii) the consolidated financial statements and accompanying notes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2006.

General

Core Laboratories N.V. is a Netherlands limited liability company. It was established in 1936 and is one of the world's leading providers of proprietary and patented reservoir description, production enhancement and reservoir management products and services to the oil and gas industry. These products and services can enable our clients to improve reservoir performance and increase oil and gas recovery from their producing fields. Core Laboratories N.V. has over 70 offices in more than 50 countries and employs approximately ~~4,700~~4,800 people worldwide.

References to "Core Lab", "we", "our", and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated affiliates.

*	Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples. We provide analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry.

*	Production Enhancement: Includes products and services relating to reservoir well completions, perforations, stimulations and production. We provide integrated services to evaluate the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.

*	Reservoir Management: Combines and integrates information from reservoir description and production enhancement services to increase production and improve recovery of oil and gas from our clients' reservoirs.

Cautionary Statement Regarding Forward Looking Statements

This quarterly report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Certain of the statements contained in this Management's Discussion and Analysis of Financial Condition and Results of Operations section, including those under the headings "Outlook" and "Liquidity and Capital Resources", and in other parts of this 10-Q, are forward looking. In addition, from time to time, we may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. Forward-looking statements can be identified by the use of forward-looking terminology such as "may", "will", "believe", "expect", "anticipate", "estimate", "continue", or other similar words, including statements as to the intent, belief, or current expectations of our directors, officers, and management wi th respect to our future operations, performance, or positions or which contain other forward-looking information. These forward-looking statements are predictions. No assurances can be given that the future results indicated, whether expressed or implied, will be achieved. Our actual results may differ significantly from the results discussed in the forward-looking statements. While we believe that these statements are and will be accurate, a variety of factors could cause our actual results and experience to differ materially from the anticipated results or other expectations expressed in our statements. Such factors include, but are not limited to, the risks and uncertainties summarized below:

-	general and economic business conditions;

-	prices of oil and natural gas and industry expectations about future prices;

-	foreign exchange controls and currency fluctuations;

-	political stability in the countries in which we operate;

-	the business opportunities (or lack thereof) that may be presented to and pursued by us;

-	changes in laws or regulations; and

-	the validity of the assumptions used in the design of our disclosure controls and ~~procedures; and~~procedures.

Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in the forward-looking statements. We undertake no obligation to publicly update or revise ~~and~~any forward-looking statements, whether as a result of new information, future events or otherwise. For a more detailed discussion of some of the foregoing ~~risk~~risks and uncertainties, see "Item 1A - Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2006, as well as the other reports and registration statements filed by us with the SEC.

Recent Developments

On January 1, 2007, we adopted FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes-An Interpretation of FASB Statement No. 109, Accounting for Income Taxes ("FIN 48"), which was issued to create a single model to address accounting for uncertainty in tax positions. FIN 48 clarifies the accounting for income taxes, by prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. FIN 48 also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 became effective for fiscal years beginning after December 15, 2006. The cumulative effect of $3.3 million from adopting FIN 48 was recorded in retained earnings and other ~~long term~~long-term liabilities.

Outlook

We have established internal earnings targets that are based on current market conditions. Based on industry surveys, we anticipate North American activity levels of our clients during 2007 to ~~remain~~be somewhat ~~higher~~lower than their activity levels in 2006. We also believe that the activity levels outside of North America for 2007 will continue to remain higher than activity levels for 2006.

Results of Operations

Unaudited results of operations as a percentage of applicable revenue were as follows (in thousands):

	Three Months Ended March 31,				% Change	Three Months Ended September 30,				% Change
	2007		2006		2007/2006	2007		2006		2007/2006
REVENUES:
Service	$116,965	75%	$ 99,135	72%	18%	$131,060	77%	$109,950	76%	19%
Product sale	38,758	25%	38,200	28%	1%	39,005	23%	35,576	24%	10%
Total revenue	155,723	100%	137,335	100%	13%	170,065	100%	145,526	100%	17%
OPERATING EXPENSES:
Cost of services*	79,854	68%	72,183	73%	11%
Cost of sales*	27,395	71%	27,965	73%	(2%)
Cost of services (1)						84,863	65%	74,240	68%	14%
Cost of sales (1)						27,684	71%	26,282	74%	5%
Total cost of services and sales	107,249	69%	100,148	73%	7%	112,547	66%	100,523	69%	12%
General and administrative expenses	8,039	5%	10,545	8%	(24%)	7,039	4%	6,250	4%	13%
Depreciation and amortization	4,578	3%	4,124	3%	11%	5,035	3%	4,517	3%	11%
Other (income), net	(863)	(1%)	(1,870)	(1%)	(54%)	(514)	-	447	-	(215%)
Operating income	36,720	24%	24,388	18%	51%	45,958	27%	33,790	23%	36%
Interest expense	632	-	1,324	1%	(52%)	614	-	1,930	2%	(68%)
Income before income tax expense	36,088	23%	23,064	17%	56%	45,344	27%	31,860	22%	42%
Income tax expense	10,826	7%	6,919	5%	56%	13,830	8%	9,476	7%	46%
NET INCOME	$ 25,262	16%	$ 16,145	12%	56%	$ 31,514	19%	$ 22,384	15%	41%

*Percentage based on applicable revenue rather than total revenue
(1) Percentage based on applicable revenue rather than total revenue						(1) Percentage based on applicable revenue rather than total revenue

	Nine Months Ended September 30,				% Change
	2007		2006		2007/2006
REVENUES:	(dollars, in thousands)
Service	$ 374,212	76%	$ 315,423	75%	19%
Product sale	119,969	24%	107,455	25%	12%
Total revenue	494,181	100%	422,878	100%	17%
OPERATING EXPENSES:
Cost of services (1)	249,140	67%	221,768	70%	12%
Cost of sales (1)	84,005	70%	79,097	74%	6%
Total cost of services and sales	333,145	67%	300,865	71%	11%
General and administrative expenses	24,798	5%	25,458	6%	(3%)
Depreciation and amortization	14,510	3%	12,729	3%	14%
Other (income), net	(2,850)	(1%)	(2,969)	(1%)	(4%)
Operating income	124,578	25%	86,795	21%	44%
Interest expense	1,881	-	4,785	1%	(61%)
Income before income tax expense	122,697	25%	82,010	19%	50%
Income tax expense	37,118	8%	24,521	6%	51%
NET INCOME	$ 85,579	17%	$ 57,489	14%	49%

(1) Percentage based on applicable revenue rather than total revenue

Operating Results for the Three and Nine Months Ended ~~March 31,~~September 30, 2007 Compared to the Three and Nine Months Ended ~~March 31,~~September 30, 2006 (unaudited)

Service Revenues

Service revenues increased to ~~$117.0~~$131.1 million for the ~~first~~third quarter of 2007, up ~~18%~~19% when compared to ~~$99.1~~$110.0 million for the ~~first~~third quarter of 2006. For the nine months ended September 30, 2007, service revenues increased 19% to $374.2 million compared to $315.4 million for the respective period in 2006. This increase in revenue was primarily due to the continued ~~strong commodity~~strength in the price of oil which is driving increased demand for oilfield activities globally. This increased activity in turn continued to create increased demand for the services we provide such as our patented and proprietary reservoir fluids analysis relating to our pressure, volume, and temperature ("PVT") phase-behavior studies, crude-oil distillations and petroleum product inspection and testing services. In addition, we have experienced an increase in market penetration and market acceptance of recently introduced services. This has benefited our business in the Middle East, especially Qatar and Saudi Arabia, where these services will beb e used to increase daily natural gas and crude oil production while maximizing the ultimate hydrocarbon recoveries from the Qatari and Saudi Arabian fields.

Product Sale Revenues

Revenues associated with product sales increased to ~~$38.8~~$39.0 million for the ~~first~~third quarter of ~~2007,~~2006, up 1%10% from ~~$38.2~~$35.6 million for the ~~first~~third quarter of 2006. ~~This increase was primarily~~For the ~~result of~~nine months ended September 30, 2007, product sale revenues increased 12% to $120.0 million compared to $107.5 million for the same period in 2006. Increased drilling activity on a global basis, but more specifically ~~for natural gas in the North American markets which resulted in higher demand~~greater market penetration for our well completion ~~products.~~products, contributed to our improved results. During the first quarter we introduced new reservoir optimizing technologies which began to generate additional revenues that ~~should produce~~have produced higher operating margins which ~~should~~have also ~~increase~~increased incremental ~~margins.~~margins across many regions, including the U.S., Middle East and Asia Pacific.

Cost of Services

Cost of services expressed as a percentage of service revenue was ~~68%~~65% for the quarter ended ~~March 31,~~September 30, 2007, down from ~~73%~~68% for the corresponding quarter in 2006. For the nine-month period ending September 30, 2007, cost of services expressed as a percentage of service revenue was 67% as compared to 70% for the same period for 2006. The decline in the cost of services relative to service revenue was primarily as a result of incremental margins earned on higher revenues over our relatively fixed cost structure. Incremental margins are calculated as the change in operating income divided by the change in revenues.

Cost of Sales

Cost of sales as a percentage of product sale revenues was 71% for the quarter ended ~~March 31,~~September 30, 2007, which was an improvement from the ~~73%~~74% for the same period in 2006. For the nine month period ended September 30, 2007, cost of product sales expressed as a percentage of sales revenue was 70% which was an improvement from the 74% for the same period in 2006. The decrease in cost of sales as a percentage of product sale revenues for 2007 was primarily due to growing demand for new higher margin products and continuing efforts to improve our manufacturing efficiencies.

General and Administrative Expenses

General and administrative expenses were ~~$8.0~~$7.0 million for the ~~first~~third quarter of 2007 compared to ~~$10.5~~$6.3 million for the ~~first~~third quarter of ~~2006~~2006. This increase was primarily due to ~~recording $2.0~~an increase in salaries and related incentives tied to our improved performance. For the nine-month periods ended September 30, 2007 and 2006, general and administrative expenses decreased to $24.8 million ~~higher expenses in the first quarter of 2006 relating~~from $25.5 million, primarily due to lower compensation ~~benefits~~expense recorded for certain members of ~~management.~~management in 2007 compared to 2006.

Depreciation and Amortization Expense

Depreciation and amortization expense of ~~$4.6~~$5.0 million for the ~~first~~third quarter of 2007 increased $0.5 million, from ~~$4.1~~$4.5 million for the ~~first~~third quarter of 2006. For the nine-month period ended September 30, 2007, depreciation and amortization expense was $14.5 million, an increase of $1.8 million from the corresponding period ended September 30, 2006 due to an increase in capital expenditures year-to-date in 2007 compared to 2006.

Other Expense (Income), Net

Other expense (income), net consisted of the following at ~~March 31,~~September 30, 2007 and 2006 (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Minority interest	$ (76)	$ 7	$ 122	$ 77	$ 153	$ 151
Loss (gain) on sale of assets	(48)	(564)
Foreign exchange (gain) loss	18	(360)
Gain on sale of assets			(30)	(76)	(249)	(782)
Foreign exchange loss (gain)			(352)	430	(827)	(1,032)
Interest income	(411)	(52)	(136)	(54)	(1,047)	(161)
Gain on insurance recovery	-	(492)	-	-	-	(492)
Other	(346)	(409)	(118)	70	(880)	(653)
Total other (income), net	$ (863)	$ (1,870)
Total other expense (income), net			$ (514)	$ 447	$(2,850)	$(2,969)

Foreign exchange losses (gains) ~~losses~~ by currency are summarized in the following table (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
	(Unaudited)		(Unaudited)		(Unaudited)
Canadian Dollar	$ 106	$ 54	$ (199)	$ 44	$ (443)	$ (336)
Euro	(38)	(67)	(198)	(16)	(282)	(270)
Russian Ruble	(40)	(181)	(152)	172	(223)	(290)
Other currencies	(10)	(166)	197	230	121	(136)
Total (gain) loss	$ 18	$ (360)
Total loss (gain)			$ (352)	$ 430	$ (827)	$ (1,032)

Income Tax Expense

The effective tax rate for the ~~first~~third quarter of 2007 and 2006 was ~~30.0%.~~30.5% and 29.7%, respectively.

Segment Analysis

Our operations are managed primarily in three complementary segments - Reservoir Description, Production Enhancement and Reservoir Management. The following table summarizes our results by operating segment for the ~~quarters~~three and nine-month periods ended ~~March 31,~~September 30, 2007 and 2006 (in thousands):

	Three Months Ended March 31,		Three Months Ended September 30,		Nine Months Ended September 30,
	2007	2006	2007	2006	2007	2006
Revenues:	(Unaudited)		(Unaudited)		(Unaudited)
Reservoir Description	$ 83,163	$ 71,204	$ 97,476	$ 81,090	$ 274,437	$ 232,436
Production Enhancement	58,807	56,080	61,998	55,113	181,566	162,826
Reservoir Management	13,753	10,051	10,591	9,323	38,178	27,616
Consolidated	$ 155,723	$ 137,335	$ 170,065	$ 145,526	$ 494,181	$ 422,878

Operating income:
Reservoir Description	$ 16,773	$ 9,191	$ 26,108	$ 17,646	$ 64,307	$ 41,098
Production Enhancement	16,052	12,920	17,426	13,841	49,678	39,434
Reservoir Management	3,697	2,940	2,357	2,086	10,171	6,658
Corporate and Other¹	198	(663)
Corporate and Other (1)			67	217	422	(395)
Consolidated	$ 36,720	$ 24,388	$ 45,958	$ 33,790	$ 124,578	$ 86,795

1) "Corporate and Other" represents those items that are not directly related to a particular segment.
(1) "Corporate and Other" represents those items that are not directly related to a particular segment			(1) "Corporate and Other" represents those items that are not directly related to a particular segment

Reservoir Description

Revenues from the Reservoir Description segment increased ~~$12.0~~$16.4 million, to ~~$83.2~~$97.5 million in the ~~first~~third quarter of 2007, compared to ~~$71.2~~$81.1 million in the ~~first~~third quarter of 2006, as a result of continued expansion of oilfield activities world-wide and North American projects related to ~~shale~~gas-shale and Canadian oil-sands reservoirs. For the nine months ended September 30, 2007 revenues increased $42.0 million, to $274.4 million from $232.4 million for the nine months ended September 30, 2006. The revenue growth was driven, in part, by the ~~increased~~high demand for our ~~recently introduced~~ proprietary and patented reservoir optimization technologies and related services. These include our ~~Pressurized Fluid Imaging Services (PFIS~~^TM)pressure, volume, and ~~technologies related to miscible gas field flood technologies. Revenues were also positively impacted by increased demand for our fluid characterization services in the U.S., Europe~~temperature (PVT) phase behavior studies, crude-oil distillations and ~~Middle East.~~petroleum product inspection and testing services. We are expanding our services, especially in the Middle East, which will be used to increase daily natural gas and crude oil production while maximizing the ultimate hydrocarbon recoveries.

Operating income in the ~~first~~third quarter of 2007 increased by ~~82%~~48% or ~~$7.6~~$8.5 million to ~~$16.8~~$26.1 million compared to ~~$9.2~~$17.6 million for the ~~first~~third quarter of 2006. Operating income for the nine month period ended September 30, 2007 increased by 56% or $23.2 million to $64.3 million. Increases in operating income were primarily due to incremental margins earned from higher sales over our relatively fixed cost structure and the introduction and acceptance of recently introduced reservoir optimization services. Operating margins for the quarter and nine months ended ~~March 31,~~September 30, 2007 were ~~20%~~27% and 23%, respectively compared to ~~13%~~22% and 18% for the same ~~period~~periods in ~~2006. This increase was driven by~~2006, respectively. Our customers continue to shift from lower margin projects to those projects having a higher content of Core's newer services and technologies, which produced incremental margins of ~~63%~~55% for the ~~three months~~nine month period ended ~~March 31, 2007.~~September 30, 2007, on higher revenues during the period. Incremental margins are calculated as the change in operating income divided by the change in revenues.

Production Enhancement

Revenues from the Production Enhancement segment increased ~~$2.7~~$6.9 million to ~~$58.8~~$62.0 million in the ~~first~~third quarter of 2007 as compared to ~~$56.1~~$55.1 million in the ~~first~~third quarter in ~~2006. While North American natural gas drilling activity in 2007 relative~~2006, and revenues increased $18.7 million to ~~2006 has increased somewhat in addition to the overall expansion in global drilling activities, the primary reason~~$181.6 million for the nine months ended September 30, 2007 as compared to $162.8 million for the same period in 2006. This increase ~~in our revenues in this segment has been~~was primarily the result of continued improvement in market penetration of our well perforating and completion products and stimulation diagnostic ~~services. Another factor for the increase~~services, overall expansion in ~~revenues has been the~~global drilling activities, and continued improvements in the international expansion of our technologies.

Operating income in the ~~first~~third quarter of 2007 increased by ~~24%~~26% or ~~$3.1~~$3.6 million to ~~$16.1~~$17.4 million from ~~$12.9~~$13.8 million for the ~~first~~third quarter of 2006. Operating margins increased to ~~27%~~28% in the ~~first~~third quarter of 2007 compared to ~~23%~~25% for the same period in 2006. For the nine months ended September 30, 2007, operating income increased to $49.7 million, an increase of 26% over the same period in 2006. These margin improvements were primarily due to increased sales of higher-margin services and products including ~~new enhanced recovery technology, such as SpectraScan™, SpectraStim™, Completion Profiler™~~our SpectraChem™ tracer service and our SuperHERO™ perforating charges and gun systems, as well as improved manufacturing efficiencies. ~~Additionally, the demand for our technology in fracture diagnostics continues to increase as drilling activity increases in unconventional reservoirs.~~

Reservoir Management

Revenues from the Reservoir Management segment increased ~~$3.7~~$1.3 million, or ~~37%~~14%, in the ~~first~~third quarter of 2007 as compared to the ~~first~~third quarter of 2006. Revenues for the nine month period ended September 30, 2007 were $38.2 million, an increase of 38% from $27.6 million from the same period in 2006. The improvement was ~~a result of higher revenue~~driven by our multi-client regional reservoir optimization projects for ~~multi-client reservoir~~both North America and international studies, ~~in the first three months of 2007,~~ especially studies pertaining to unconventional gas ~~reservoirs.~~reservoirs and sales of our proprietary reservoir monitoring products for oil-sands in Canada.

Operating income in the ~~first~~third quarter of 2007 increased ~~26%~~13% to ~~$3.7~~$2.4 million from ~~$2.9~~$2.1 million for the ~~first~~third quarter of 2006. For the nine month period ended September 30, 2007, operating income was $10.2 million with operating margins of 27%, as compared to operating income of $6.7 million and operating margins of 24% from the same period in 2006. The increase was primarily due to the continued expansion of the multi-client regional reservoir study sales in the U.S. and expansion of studies being performed in Libya, along with product sales to the ~~heavy oil~~oil-sands projects in Canada.

Liquidity and Capital Resources

General

We have historically financed our activities through cash on hand, cash flows from operations, bank credit facilities, or the issuance of debt and equity financing.

We utilize the non-GAAP financial measure of free cash flow to evaluate our cash flows and results of operations. Free cash flow is defined as net cash provided by operating activities (which is the most directly comparable GAAP measure) less capital expenditures. Management believes that free cash flow provides useful information to investors as it represents the cash, in excess of capital expenditures, available to operate the business and fund non-discretionary obligations. Free cash flow is not a measure of operating performance under GAAP, and should not be considered in isolation nor construed as an alternative to operating profit, net income (loss) or cash flows from operating, investing or financing activities, each as determined in accordance with GAAP. Moreover, since free cash flow is not a measure determined in accordance with GAAP and thus is susceptible to varying interpretations and calculations, free cash flow as presented, may not be comparable to similarly titled measures presented by other companies. The following table reconciles this non-GAAP financial measure to the most directly comparable measure calculated and presented in accordance with U.S. GAAP for the ~~three~~nine month period ended ~~March 31,~~September 30, 2007 and 2006 (in thousands):

	Three Months Ended March 31,		Nine Months Ended September 30,
	2007	2006	2007	2006
Free cash flow calculation:	(unaudited)		(unaudited)
Net cash provided by operating activities	$ 19,158	$ 24,821	$ 87,815	$ 80,078
Less: capital expenditures	3,427	4,285	15,285	16,347
Free cash flow	$ 15,731	$ 20,536	$ 72,530	$ 63,731

The ~~decrease~~increase in free cash flow in 2007 compared to 2006 was due to ~~a net increase in working capital, excluding cash, partially offset by~~ higher net income and a decrease in capital ~~expenditures.~~expenditures offset by a net increase in working capital, excluding cash. At ~~March 31,~~September 30, 2007 and December 31, 2006, we had working capital of ~~$129.7~~$130.6 million and $136.6 million, respectively.

Cash Flows

The following table summarizes cash flows for the ~~three~~nine months ended ~~March 31,~~September 30, 2007 and 2006 (in thousands):

	Three Months Ended March 31,		Nine Months Ended September 30,
	2007	2006	2007	2006
Cash provided by/(used in):	(unaudited)		(unaudited)
Operating activities	$ 19,158	$ 24,821	$ 87,815	$ 80,078
Investing activities	(4,160)	(2,684)	(7,785)	(14,981)
Financing activities	(40,232)	(19,850)	(92,085)	(66,384)
Net change in cash and cash equivalents	$ (25,234)	$ 2,287	$ (12,055)	$ (1,287)

The ~~decrease~~increase in cash flows provided by operating activities was ~~primarily~~ attributable to ~~a decrease~~an increase in ~~accrued liabilities and other long-term liabilities~~net income offset by an increase in working capital due to timing of payments.

The decrease in cash used in investing activities is due to a deposit received on the sale of an asset offset by the acquisition of Temco, Inc. a Tulsa-based core analysis and reservoir fluids instrument manufacturer. The increase in cash flows used in financing activities ~~related primarily~~was due to ~~the number of~~lower borrowings and an increase in shares repurchased under our common share repurchase program. In the first ~~three~~nine months of 2007, we repurchased approximately ~~0.7~~1.4 million shares for an aggregate price of ~~$58.6~~$127.7 million compared to approximately ~~0.6~~1.9 million shares for an aggregate price of ~~$27.3~~$104.5 million during the ~~three~~nine months ended ~~March 31,~~September 2006. The increase in cash flows used in financing activities was ~~partially~~ offset by an increase in stock options exercised and the recognition of ~~$13.8 million.~~tax deductions relating to stock-based compensation.

We maintain a revolving credit facility (the "Credit Facility") ~~allowing~~that allows for an aggregate borrowing capacity of $100.0 million. As amended, this ~~agreement~~facility provides an option to increase the commitment under the Credit Facility to $150.0 million, if certain conditions are met. The Credit Facility bears interest at variable rates from LIBOR plus 0.5% to a maximum of LIBOR plus 1.125%. ~~The~~Any outstanding balance under the Credit Facility is due in December 2010 when the Credit Facility matures ~~in December 2010~~ and only requires bi-annual interest payments ~~only~~ until maturity. ~~These interest payments~~Interest payment dates are based on the interest period selected. Our available capacity is reduced by outstanding unsecured letters of credit and performance guarantees and bonds totaling ~~$7.5~~$8.7 million at ~~March 31,~~September 30, 2007 ~~related~~relating to certain projects in progress. Our available borrowing capacity under the Credit Facility at ~~March 31,~~September 30, 2007 was ~~$92.5~~$91.3 million.

The terms of the Credit Facility require us to meet certain financial and operational covenants. We believe that we are in compliance with all such covenants at ~~March 31,~~September 30, 2007. All of our material, wholly owned subsidiaries are guarantors or co-borrowers under the Credit Facility.

Our ability to maintain and grow our operating income and cash flow depends, to a large extent, on continued investing activities. We are a Netherlands holding company and substantially all of our operations are conducted through subsidiaries. Consequently, our cash flow depends upon the ability of our subsidiaries to pay cash dividends or otherwise distribute or advance funds to us. We believe our future cash flows from operations, supplemented by our borrowing capacity and issuances of additional equity should be sufficient to fund our debt requirements, capital expenditures, working capital, and future acquisitions.

At our Annual Shareholders' Meeting on April 2, 2007 (the "Meeting"), our shareholders approved the cancellation of ~~all of the~~ 3,127,040 treasury shares we had repurchased or otherwise acquired up to the date of the Meeting. These 3,127,040 treasury shares were cancelled in April 2007 at historical cost, totaling $233.5 million, or $74.73 per share, resulting in a decrease in treasury shares ~~at cost~~ and a corresponding decrease in additional paid-in-capital, retained earnings and common stock. Our shareholders also approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

Recent Accounting Pronouncements

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Item 3. Quantitative and Qualitative Disclosures of Market Risk

There have been no material changes in market risk from the information provided in Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report on Form 10-K as of December 31, 2006.

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Item 4. Controls and Procedures

A complete discussion of our controls and procedures is included in our Form 10-K for the year ended December 31, 2006.

Disclosure Controls and Procedures

Our management, under the supervision of and with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of Core Laboratories N.V.'s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of the period covered by this report. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based on such evaluation, our Chief Executive Officer and Chief Financial ~~Officer~~Offic er have concluded that our disclosure controls and procedures were ~~e ffective~~effective as of ~~March 31,~~September 30, 2007 at the reasonable assurance level. Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. Further, the design of disclosure controls and internal control over financial reporting must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control Over Financial Reporting

There have not been any changes in our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our fiscal quarter ended ~~March 31,~~September 30, 2007, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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CORE LABORATORIES N.V.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

See Note 6 of Consolidated Interim Financial Statements in Part I, Item 1.

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

The following table provides information about purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act during the quarter ended ~~March 31,~~September 30, 2007:

Period

Total Number of Shares Purchased

Average Price Paid Per Share

Total Number of Shares Purchased as Part of a Publicly Announced Program

Maximum Number of Shares That May Yet be Purchased Under the Program
January 1-31, 2007 (1)

216,024

$ 77.67

178,000

1,256
February 1-28, 2007 (2)

527,626

$79.31

-

1,256
March 1-31, 2007

-

-

-

1,256
Total

743,650

$78.83

178,000

Period	Total Number of Shares Purchased	Average Price Paid Per Share	Total Number of Shares Purchased as Part of a Publicly Announced Program	Maximum Number of Shares That May Yet be Purchased Under the Program
July 1-31, 2007	325,873	$103.82	325,873	1,894,013
August 1-31, 2007	79,900	$103.90	79,900	1,814,113
September 1-30, 2007 (1)	79,798	$127.12	79,798	1,734,315
Total	485,571	$107.65	485,571

(1) Contains ~~38,024~~98 shares valued at ~~$3.1 million,~~$10,200, or ~~$82.40~~$103.63 per share, acquired pursuant to the terms of a compensation plan, in settlement by the participants of personal tax burdens that may result from the issuance of common shares under this ~~arrangement in January 2007.~~

(2) Contains 527,626 shares valued at $41.8 million, or $79.31 per share, acquired pursuant to the terms of a compensation plan, in settlement by the participants of their exercise cost in the stock options and their personal tax burdens that may result from the issuance of common shares under this arrangement in February 2007.plan.

Under Dutch law and our articles of association, and subject to certain Dutch statutory provisions, we may repurchase up to 10% of our issued share capital in open market purchases. In connection with our initial public offering in March 1995, our shareholders authorized our Management Board to make such repurchases for a period of 18 months. At each annual shareholders' meeting subsequent to 1995, our shareholders have renewed that authorization. At our Annual Shareholders' Meeting on April 2, 2007, our shareholders approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

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Item ~~4. Submissions~~5. Other Information

On August 15, 2007, we issued 2,000 restricted performance shares ("Director Tranche 2") to each of ~~Matters~~our non-employee Supervisory Directors for which the performance period began on August 15, 2007 and ends on August 15, 2010. The Director Tranche 2 shares were granted pursuant to a ~~Vote~~Performance Share Award Restricted Share Agreement (ROE Based), dated August 15, 2007, between the Company and each of ~~Shareholders~~

~~With respect~~the non-employee directors. Pursuant to ~~proxy item~~this agreement, we will award performance restricted shares if certain targets are obtained. These performance restricted share awards represent the right to receive our common shares in the future. The performance target for Director Tranche 2 ~~confirmation and adoption~~is based on a calculated ROE, as defined in the ~~Company's Dutch statutory annual accounts~~Director Tranche 2 agreement, that equals or exceeds the pre-determined target ROE of 50%. Unless there is a change in control, none of these Director Tranche 2 shares will be issued if our ROE is less than 40% for the ~~fiscal year ended December 31, 2006 (the "Dutch Annual Accounts"), and item 8, ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent public accountants~~three-year performance period. If our ROE for the ~~year ended December 31, 2006,~~performance p eriod equals 40%, then 20% of the Director Tranche 2 shares will be issued, and if our ROE for the performance period equals or exceeds 50%, then 100% of the Director Tranche 2 shares will be issued. If our ROE for the performance period is greater than 40% but less than 50%, then the number of Director Tranche 2 shares to be issued would be interpolated based on the terms of the agreement. If a change in control of the Company postponed voting on these matters and determined to adjourn the annual meeting with respect to these matters until a later date. The Dutch Annual Accounts are the Company's audited consolidated financial statements, which have in the past been prepared in accordance with Dutch generally accepted accounting principles ("Dutch GAAP"), and are used for meeting local accounting and regulatory requirements in The Netherlands; they are not the same accounts which were distributed earlier this yearoccurs prior to the shareholders in the Company's annual report filed on Form 10-K with the United States Securities and Exchange Commission ("SEC") which are prepared in accordance wit h United States generally accepted accounting principles ("US GAAP") or those financial statements otherwise made public from time to time in compliance with SEC requirements. The Company is in the process of completing the 2006 Dutch Annual Accounts to comply with an international generally accepted accounting principles system known as the International Financial Reporting Standards ("IFRS"). Upon completionlast day of the ~~Dutch Annual Accounts in accordance with IFRS, the Company will re-convene the meeting to record the shareholder vote approving both the adoption~~three-year performance period, then all of the ~~Dutch Annual Accounts and~~Director Tranche 2 shares will vest as of the ~~ratification~~date of ~~PricewaterhouseCoopers LLP.~~the change in control.

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Item 6. Exhibits

Exhibit No.		Exhibit Title		Incorporated by reference from the following documents
3.1	-	Articles of Association of Core Laboratories N.V., as amended (including English translation)		Form F-1, September 20, 1995 (File No. 000-26710)
3.2	-	Amendments to the Articles of Association of Core Laboratories N.V.		Proxy Statement dated May 17, 2006 for Annual Meeting of Shareholders
10.1*	-	Form of Director Performance Share Award Restricted Share Agreement (ROE Based)	Filed herewith
31.1	-	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
31.2	-	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
32.1	-	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		Furnished herewith
32.2	-	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		Furnished herewith

	*	Management contract or compensatory plan or arrangement

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SIGNATURE~~SIGNATURE~~

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant, Core Laboratories N.V., has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		CORE LABORATORIES N.V.
		By:	Core Laboratories International B.V., its
			Managing Director

Date:	~~April~~October 26, 2007	By:	/s/ Richard L. Bergmark
			Richard L. Bergmark
			Chief Financial Officer
			Duly Authorized Officer and
			Principal Financial Officer

~~Certification~~

~~Exhibit 31.1~~

~~I, David M. Demshur, certify that:~~

~~1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");~~

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 the 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: April 26, 2007~~	~~By:~~	~~/s/ David M. Demshur~~
		~~David M. Demshur~~
		~~Chief Executive Officer~~

~~Certification~~

~~Exhibit 31.2~~

~~I, Richard L. Bergmark, certify that:~~

~~1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");~~

	(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

	(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: April 26, 2007~~	~~By:~~	~~/s/ Richard L. Bergmark~~
		~~Richard L. Bergmark~~
		~~Chief Financial Officer~~

~~Exhibit 32.1~~

~~Certification of~~

~~Chief Executive Officer~~

~~Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~

I, David M. Demshur, Chief Executive Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended March 31, 2007, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

~~I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.~~

~~Date: April 26, 2007~~	~~/s/ David M. Demshur~~
	~~Name: David M. Demshur~~
	~~Title: Chief Executive Officer~~

~~Exhibit 32.2~~

~~Certification of~~

~~Chief Financial Officer~~

~~Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~

I, Richard L. Bergmark, Chief Financial Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended March 31, 2007, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

~~I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.~~

~~Date: April 26, 2007~~	~~/s/ Richard L. Bergmark~~
	~~Name: Richard L. Bergmark~~
	~~Title: Chief Financial Officer~~

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