Superior Energy Services 8-K/A Financial Statements and Exhibits

Exhibit 99.3

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

On July 14, 2006, Coldren Resources LP (“Coldren Resources”) completed the acquisition from Noble Energy, Inc. (“Noble”) of substantially all of Noble’s offshore Gulf of Mexico shelf assets (“Acquired Properties”). SPN Resources, LLC (“SPN Resources”), a wholly-owned subsidiary of Superior Energy Services, Inc. (the “Company”), acquired a 40% interest in Coldren Resources for an initial cash investment of $57.7 million. As such, the Company has an indirect interest in the Acquired Properties, and the Company’s investment in Coldren Resources is accounted for on the equity-method of accounting. The Company used a portion of its $300 million new unsecured senior notes at 6 7/8%, which were issued in May 2006, to finance its $57.7 million initial cash investment in Coldren Resources.

The following unaudited pro forma condensed consolidated financial information has been prepared by applying pro forma adjustments to the Company’s historical consolidated financial statements. The pro forma adjustments give effect to the Company’s 40% interest in the historical performance of the Acquired Properties through its equity investment in Coldren Resources. The unaudited pro forma condensed consolidated balance sheet assumes the transaction occurred on June 30, 2006, and the unaudited pro forma condensed consolidated statements of operations assume the transaction had occurred on January 1, 2005. The pro forma adjustments are described in the accompanying notes.

The unaudited pro forma consolidated financial information is presented for illustrative purposes only, and does not purport to be indicative of the results that would actually have occurred if the transaction described above had occurred as presented in such statements or that may be obtained in the future. In addition, future results may vary significantly from the results reflected in such statements. The following unaudited pro forma condensed consolidated financial information should be read in conjunction with the Company’s historical consolidated financial statements and the notes thereto and the statements of revenues and direct operating expenses of certain oil and natural gas properties acquired and the notes thereto. The unaudited pro forma condensed consolidated financial information, in the opinion of management, reflects all adjustments necessary to present fairly the date for the periods presented.

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Unaudited Pro Forma Condensed Consolidated Balance Sheet
June 30, 2006
(in thousands, except share data)

	Superior		Pro Forma
	Historical		Adjustments			Pro Forma
ASSETS
Current assets:
Cash and cash equivalents	$	115,846	$	(27,340	) (a)	$	88,506
Accounts receivable, net		233,496					233,496
Current portion of notes receivable		4,712					4,712
Prepaid insurance and other		58,493					58,493
Total current assets		412,547		(27,340	)		385,207
Property, plant and equipment, net		608,548					608,548
Goodwill, net		224,346					224,346
Notes receivable		26,085					26,085
Equity-method investments		32,541		27,340	(a)		59,881
Other assets, net		12,416					12,416
Total assets	$	1,316,483	$	—		$	1,316,483
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	45,846				$	45,846
Accrued expenses		76,323					76,323
Income taxes payable		50,740					50,740
Fair value of commodity derivative instruments		5,658					5,658
Current portion of decommissioning liabilities		14,081					14,081
Current maturities of long-term debt		810					810
Total current liabilities		193,458		—			193,458
Deferred income taxes		95,321					95,321
Decommissioning liabilities		106,482					106,482
Long-term debt		311,694					311,694
Other long-term liabilities		3,330					3,330
Stockholders’ equity:
Preferred stock of $0.01 par value. Authorized, 5,000,000 shares; none issued		—					—
Common stock of $0.001 par value. Authorized, 125,000,000 shares; issued and outstanding 79,815,021		80					80
Additional paid in capital		433,415					433,415
Accumulated other comprehensive income		1,104					1,104
Retained earnings		171,599					171,599
Total stockholders’ equity		606,198		—			606,198
Total liabilities and stockholders’ equity	$	1,316,483	$	—		$	1,316,483

See accompanying notes to unaudited pro forma condensed consolidated financial information.

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Unaudited Pro Forma Condensed Consolidated Statement of Operations
Six Months Ended June 30, 2006
(in thousands, except per share data)

				Acquired
	Superior			Properties			Pro Forma
	Historical			Historical			Adjustments			Pro Forma
Oilfield service and rental revenues	$	435,132								$	435,132
Oil and gas revenues		49,096									49,096
Total revenues		484,228			—			—			484,228
Cost of oilfield services and rentals		194,541									194,541
Cost of oil and gas sales		32,907									32,907
Total cost of services, rentals and sales		227,448			—			—			227,448
Depreciation, depletion, amortization and accretion		48,642									48,642
General and administrative expenses		77,739									77,739
Income from operations		130,399			—			—			130,399
Other income (expense):
Interest expense, net of amounts capitalized		(10,400	)					(1,553	) (b)		(11,953	)
Interest income		2,222									2,222
Loss on early extinguishment of debt		(12,596	)								(12,596	)
Earnings in equity-method investments, net		1,148			60,253	(c)		(32,639	) (d)		28,762
Income before income taxes		110,773			60,253			(34,192	)		136,834
Income taxes		39,878						9,382	(e)		49,260
Net income	$	70,895		$	60,253		$	(43,574	)	$	87,574
Basic earnings per share	$	0.89								$	1.10
Diluted earnings per share	$	0.87								$	1.08
Weighted average common shares used in computing earnings per share:
Basic		79,719									79,719
Incremental common shares from stock options		1,458									1,458
Diluted		81,177									81,177

See accompanying notes to unaudited pro forma condensed consolidated financial information.

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Unaudited Pro Forma Condensed Consolidated Statement of Operations
Year Ended December 31, 2005
(in thousands, except per share data)

				Acquired
	Superior			Properties			Pro Forma
	Historical			Historical			Adjustments			Pro Forma
Oilfield service and rental revenues	$	656,423								$	656,423
Oil and gas revenues		78,911									78,911
Total revenues		735,334			—			—			735,334
Cost of oilfield services and rentals		330,200									330,200
Cost of oil and gas sales		45,804									45,804
Total cost of services, rentals and sales		376,004			—			—			376,004
Depreciation, depletion, amortization and accretion		89,288									89,288
General and administrative expenses		140,989									140,989
Reduction in value of assets		6,994									6,994
Gain on sale of liftboats		3,544									3,544
Income from operations		125,603			—			—			125,603
Other income (expense):
Interest expense, net of amounts capitalized		(21,862	)					(3,967	) (b)		(25,829	)
Interest income		2,201									2,201
Earnings in equity-method investments, net		1,339			135,038	(c)		(71,711	) (d)		64,666
Reduction in value of investment in affiliate		(1,250	)								(1,250	)
Income before income taxes		106,031			135,038			(75,678	)		165,391
Income taxes		38,172						21,370	(e)		59,542
Net income	$	67,859		$	135,038		$	(97,048	)	$	105,849
Basic earnings per share	$	0.87								$	1.35
Diluted earnings per share	$	0.85								$	1.33
Weighted average common shares used in computing earnings per share:
Basic		78,321									78,321
Incremental common shares from stock options		1,414									1,414
Diluted		79,735									79,735

See accompanying notes to unaudited pro forma condensed consolidated financial information.

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Notes to Unaudited Pro Forma Condensed Consolidated Financial Information

The unaudited pro forma condensed consolidated financial information has been adjusted to reflect the following:

(a).	To reflect the remaining portion of the Company’s initial cash investment in Coldren Resources of $27.3 million, which was paid in July 2006 upon Coldren Resources’ closing on the acquisition of the Acquired Properties. The balance sheet reflects the additional equity-method investment and the corresponding decrease in cash.
(b).	To reflect the increase in interest expense resulting from the issuance of debt to finance the Company’s initial cash investment of $57.7 million in Coldren Resources at the rate of the Company’s senior notes issued on May 22, 2006 of 6 7/8%. For the six months ended June 30, 2006, the interest expense was pro-rated for the period prior to the issuance of the notes.
(c).	To reflect the Company’s incremental 40% equity share of the revenues in excess of direct operating expenses as stated in the Statement of Revenues and Direct Operating Expenses of Certain Oil and Natural Gas Properties acquired from Noble Energy, Inc., as follows (in thousands):

	Six Months			Year
	Ended			Ended
	June 30, 2006			December 31, 2005
Revenues in excess of direct operating expenses of Acquired Properties	$	150,632		$	337,596
Ownership percentage via equity investment		40	%		40	%
	$	60,253		$	135,038

(d). To reflect the Company’s incremental 40% equity share of estimated depreciation, depletion, amortization and accretion expenses resulting from the purchase of the Acquired Properties. The estimate for depreciation, depletion, amortization and accretion expenses is calculated based on the estimated post-acquisition property values of the Acquired Properties per barrel of oil equivalent (“boe”) multiplied by actual boe historical production rates. The calculation of the Company’s equity share of the depreciation, depletion, amortization and accretion expenses is as follows (in thousands):

	Six Months			Year
	Ended			Ended
	June 30, 2006			December 31, 2005
Estimated depreciation, depletion, amortization and accretion expenses	$	81,598		$	179,278
Ownership percentage via equity investment		40	%		40	%
	$	32,639		$	71,711

The pro forma amounts do not include general and administrative expenses associated with the acquisition of the Acquired Properties. The Company believes that its equity share of these estimated expenses would be approximately $5.9 million for the six months ended June 30, 2006 and $11.7 million for the year ended December 31, 2005.

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(e). To reflect the income tax effect of the 40% equity share in the Acquired Properties and the related pro forma adjustments at the estimated effective income tax rate of 36%.

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