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

                                    FORM 10-Q

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


For the quarterly period ended March 31, 2001         Commission File No. 1-2960


                             NEWPARK RESOURCES, INC.
             (Exact name of registrant as specified in its charter)


                    DELAWARE                                  72-1123385
           (State or other jurisdiction of                 (I.R.S. Employer
           incorporation or organization)                  Identification No.)


           3850 N. CAUSEWAY, SUITE 1770
                  METAIRIE, LOUISIANA                            70002
           (Address of principal executive offices)            (Zip Code)


                                 (504) 838-8222
                         (Registrant's telephone number)

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 the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.

Common stock, $0.01 par value: 69,872,417 shares at May 3, 2001.

                                  Page 1 of 18

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                             NEWPARK RESOURCES, INC.
                               INDEX TO FORM 10-Q
                        FOR THE THREE MONTH PERIOD ENDED
                                 March 31, 2001





Item                                                                                                 Page
Number          Description                                                                        Number
- ------          -----------                                                                        ------
                                                                                             
                PART I

      1         Unaudited Consolidated Financial Statements:
                    Balance Sheets as of March 31, 2001 and
                         December 31, 2000 ............................................................3
                    Statements of Income for the Three Month Periods
                         Ended March 31, 2001 and 2000.................................................4
                    Statements of Comprehensive Income for the Three Month
                         Periods Ended March 31, 2001 and 2000.........................................5
                    Statements of Cash Flows for the Three Month Periods
                         Ended March 31, 2001 and 2000.................................................6
                    Notes to Unaudited Consolidated Financial Statements ..............................7
      2         Management's Discussion and Analysis of Financial
                    Condition and Results of Operations...............................................10

                PART II

      6         Exhibits and Reports on Form 8-K......................................................17
                Signatures............................................................................18



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                           CONSOLIDATED BALANCE SHEETS

Newpark Resources, Inc.
CONSOLIDATED BALANCE SHEETS
(Unaudited)



                                                                           March 31,    December 31,
(In thousands, except share data)                                            2001           2000
                                                                          ----------    ------------
                                                                                  
ASSETS

CURRENT ASSETS:
         Cash and cash equivalents                                        $    2,574    $     31,245
         Accounts and notes receivable, less allowance
                of $2,463 in 2001 and $2,482 in 2000                          97,108          75,776
         Inventories                                                          24,858          24,998
         Deferred tax asset                                                   16,673          15,715
         Other current assets                                                 11,280           4,530
                                                                          ----------    ------------
                TOTAL CURRENT ASSETS                                         152,493         152,264

Property, plant and equipment, at cost, net of
         accumulated depreciation                                            186,801         184,755
Cost in excess of net assets of purchased businesses,
         net of accumulated amortization                                     109,532         111,487
Deferred tax asset                                                            17,552          22,965
Other assets                                                                  36,024          35,972
                                                                          ----------    ------------
                                                                          $  502,402    $    507,443
                                                                          ==========    ============


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
         Current maturities of long-term debt                             $      321    $        329
         Accounts payable                                                     30,808          25,816
         Accrued liabilities                                                  19,766          13,621
         Arbitration settlement payable                                        1,236           2,448
                                                                          ----------    ------------
                TOTAL CURRENT LIABILITIES                                     52,131          42,214

Long-term debt                                                               182,076         203,520
Other non-current liabilities                                                    969           1,654
Commitments and contingencies                                                     --              --

STOCKHOLDERS' EQUITY:
         Preferred Stock, $.01 par value, 1,000,000 shares
                authorized,390,000 shares outstanding                         73,633          73,521
         Common Stock, $.01 par value, 100,000,000 shares
                authorized,  69,778,710 shares outstanding in 2001
                and 69,587,725 in 2000                                           698             696
         Paid-in capital                                                     330,649         329,650
         Unearned restricted stock compensation                               (1,980)         (2,339)
         Accumulated other comprehensive income                               (1,911)           (607)
         Retained deficit                                                   (133,863)       (140,866)
                                                                          ----------    ------------
                TOTAL STOCKHOLDERS' EQUITY                                   267,226         260,055
                                                                          ----------    ------------
                                                                          $  502,402    $    507,443
                                                                          ==========    ============




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                        CONSOLIDATED STATEMENTS OF INCOME

Newpark Resources, Inc.
CONSOLIDATED STATEMENTS OF INCOME
For the Three Month Periods Ended March 31,
(Unaudited)



(In thousands, except per share data)                                       2001          2000
                                                                         ----------    ----------
                                                                                 
Revenues                                                                 $   99,397    $   57,276
Operating costs and expenses:
         Cost of services provided                                           61,030        35,429
         Operating costs                                                     19,106        13,964
                                                                         ----------    ----------
                                                                             80,136        49,393

General and administrative expenses                                           1,070           955
Goodwill amortization                                                         1,234         1,248
                                                                         ----------    ----------
Operating income                                                             16,957         5,680

Foreign currency exchange loss                                                  491            --
Interest income                                                                (233)         (222)
Interest expense                                                              4,215         4,593
                                                                         ----------    ----------
Income before income taxes                                                   12,484         1,309

Provision for income taxes                                                    4,495           535
                                                                         ----------    ----------
Net income                                                                    7,989           774

Less:
         Preferred stock dividends                                              863           188
         Accretion of discount on preferred stock                               112           112
                                                                         ----------    ----------

Net income applicable to common and common
         equivalent shares                                               $    7,014    $      474
                                                                         ==========    ==========

Weighted average common and common equivalent shares outstanding:
         Basic                                                               69,674        69,095
                                                                         ==========    ==========
         Diluted                                                             70,467        69,702
                                                                         ==========    ==========

Basic and diluted net income per common and
         common equivalent share                                         $     0.10    $     0.01
                                                                         ==========    ==========


          See accompanying Notes to Consolidated Financial Statements

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                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


Newpark Resources, Inc.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Month Periods Ended March 31,
(Unaudited)



(In thousands)                                                 2001            2000
                                                            ----------       ----------
                                                                       
Net income                                                  $    7,989       $      774

Other comprehensive income (loss):
                Foreign currency translation adjustments        (1,304)            (195)
                                                            ----------       ----------

Comprehensive income                                        $    6,685       $      579
                                                            ==========       ==========


          See accompanying Notes to Consolidated Financial Statements

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                      CONSOLIDATED STATEMENTS OF CASH FLOWS

Newpark Resources, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Month Periods Ended March 31,
(Unaudited)



(In thousands)                                                                   2001          2000
                                                                              ----------    ----------
                                                                                      
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                    $    7,989    $      774

Adjustments to reconcile net income to net cash provided by operating
         activities:
         Depreciation and amortization                                             6,413         5,590
         Provision for deferred income taxes                                       4,495           535
         Other                                                                      (113)          (56)
Change in assets and liabilities, net of effects of acquisitions:
         Decrease (increase) in accounts and notes receivable                    (21,318)        1,585
         Decrease (increase) in inventories                                          140          (520)
         Decrease (increase) in other assets                                      (7,807)        2,200
         Increase (decrease)  in accounts payable                                  5,131        (8,488)
         Increase in accrued liabilities and other                                 4,149         1,058
                                                                              ----------    ----------
                NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                 (921)        2,678
                                                                              ----------    ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
         Capital expenditures                                                     (7,612)       (3,252)
         Proceeds from disposal of property, plant and equipment                   1,049           332
         Payments received on notes receivable                                        27           270
                                                                              ----------    ----------
                NET CASH USED IN INVESTING ACTIVITIES                             (6,536)       (2,650)
                                                                              ----------    ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
         Net payments on lines of credit                                         (21,357)           --
         Principal payments on notes payable and long-term debt                      (96)         (409)
         Proceeds from exercise of stock options                                     239           154
                                                                              ----------    ----------
                NET CASH USED IN FINANCING ACTIVITIES                            (21,214)         (255)
                                                                              ----------    ----------

NET DECREASE IN CASH AND CASH EQUIVALENTS                                        (28,671)         (227)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                                    31,245         4,517
                                                                              ----------    ----------

CASH AND CASH EQUIVALENTS AT END OF THE PERIOD                                $    2,574    $    4,290
                                                                              ==========    ==========



Included in accounts payable and accrued liabilities at March 31, 2001 and 2000
were equipment purchases of approximately $0.9 million and $1.4 million,
respectively.

Interest of $1.5 million and $1.9 million was paid during the three months
ending March 31, 2001 and 2000, respectively. Net income tax refunds of $76,000
were received during the three months ending March 31, 2001. Income taxes of
$102,000 were paid during the three months ended March 31, 2000.


          See accompanying Notes to Consolidated Financial Statements

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                             NEWPARK RESOURCES, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


NOTE    1     -   INTERIM FINANCIAL STATEMENTS

         In the opinion of management, the accompanying unaudited consolidated
financial statements reflect all adjustments necessary to present fairly the
financial position of Newpark Resources, Inc. ("Newpark") as of March 31, 2001,
and the results of its operations and its cash flows for the three month periods
ended March 31, 2001 and 2000. All such adjustments are of a normal recurring
nature. These interim financial statements should be read in conjunction with
the December 31, 2000 audited financial statements and related notes filed on
Form 10-K. The results of operations for the three month period ended March 31,
2001 are not necessarily indicative of the results to be expected for the entire
year.

NOTE 2        -   EARNINGS PER SHARE

         Basic net income per share was calculated by dividing net income by the
weighted-average number of common shares outstanding during the period. At March
31, 2001 and 2000 Newpark had dilutive stock options of approximately 4.0
million shares and 3.1 million shares, respectively, which were assumed
exercised using the treasury stock method. The resulting net effects of stock
options, totaling 792,000 shares and 607,000 shares for the periods ended March
31, 2001 and 2000, respectively, were used in calculating diluted income per
share for the periods presented. Options and warrants to purchase a total of 5.9
million shares and 5.2 million shares of common stock were outstanding at March
31, 2001 and 2000, respectively, but were not included in the computation of
diluted income per share because they were antidilutive.

NOTE    3     -   ACCOUNTS AND NOTES RECEIVABLE

         Included in current accounts and notes receivable at March 31, 2001 and
December 31, 2000 are:




                                       March 31,     December 31,
(In thousands)                            2001          2000
- --------------                         ----------    ------------
                                               
Trade receivables                      $   92,394    $     72,114
Unbilled revenues                           2,975           2,162
                                       ----------    ------------
   Gross trade receivables                 95,369          74,276
Allowance for doubtful accounts            (2,463)         (2,482)
                                       ----------    ------------
   Net trade receivables                   92,906          71,794
Notes and other receivables                 4,202           3,982
                                       ----------    ------------
   Total                               $   97,108    $     75,776
                                       ==========    ============




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NOTE    4     -   INVENTORIES

         Newpark's inventories consisted of the following items at March 31,
2001 and December 31, 2000:




                                                  March 31,   December 31,
(In thousands)                                      2001          2000
- --------------                                   ----------   ------------
                                                        
Composite mats                                   $      867   $        263
Drilling fluids raw material / components            19,795         18,465
Logs                                                  2,660          4,884
Supplies                                                472            632
Other                                                 1,064            754
                                                 ----------   ------------
   Total                                         $   24,858   $     24,998
                                                 ==========   ============


NOTE    5     -   LONG-TERM DEBT

         As of March 31, 2001, Newpark had outstanding $125 million of unsecured
senior subordinated notes (the "Notes") which mature on December 15, 2007.
Interest on the Notes accrues at the rate of 8-5/8% per annum and is payable
semi-annually on June 15 and December 15.

        As of March 31, 2001, Newpark also maintained a $100.0 million bank
credit facility, including up to $25.0 million in standby letters of credit, in
the form of a revolving line of credit commitment, which expires January 31,
2003. At March 31, 2001, $14.9 million in letters of credit were issued and
outstanding under the credit facility and $56.7 million was outstanding under
the revolving facility, leaving $28.4 million of availability. The facility
bears interest at either a specified prime rate (8.0% at March 31, 2001) or the
LIBOR rate (4.88% at March 31, 2001), in each case plus a spread determined
quarterly based on the ratio of Newpark's funded debt to cash flow. The weighted
average interest rates on the outstanding balance under the credit facility for
the first three months of 2001 and 2000 were 10.22% and 8.97%, respectively.

        The Notes do not contain any financial covenants; however, if Newpark
does not meet the financial covenants of the credit facility and is unable to
obtain an amendment from the banks, Newpark would be in default of the credit
facility which would cause the Notes to be in default. The Notes and the credit
facility also contain covenants that significantly limit the payment of
dividends on the common stock of Newpark. Newpark was in compliance with all
covenants as of March 31, 2001.

NOTE 6        -   SEGMENT DATA

         Summarized financial information concerning Newpark's reportable
segments is shown in the following table (dollars in thousands):




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                                             Three Months Ended
                                                  March 31,            Increase/(Decrease)
                                           -----------------------   ------------------------
                                              2001         2000          $              %
                                           ----------   ----------   ----------    ----------
                                                                       
Revenues by segment:
E&P waste disposal                         $   14,672   $   12,462   $    2,210          18%
Fluids sales & engineering                     50,401       29,346       21,055          72
Mat & integrated services                      34,324       15,468       18,856         122
                                           ----------   ----------    ----------
   Total revenues                          $   99,397   $   57,276   $   42,121          74%
                                           ==========   ==========    ==========

Operating income by segment:
E&P waste disposal                         $    4,228   $    3,685   $      543          15%
Fluids sales & engineering                      6,025        1,751        4,274         244
Mat & integrated services                       9,008        2,447        6,561         268
                                           ----------   ----------    ----------
   Total by segment                        $   19,261   $    7,883   $   11,378         144
General and administrative expenses             1,070          955          115          12
Goodwill amortization                           1,234        1,248          (14)         (1)
                                           ----------   ----------    ----------
   Total operating income                  $   16,957   $    5,680   $   11,277         199%
                                           ==========   ==========    ==========


The amounts above are shown net of intersegment transfers.


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ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

         The following discussion of our financial condition, results of
operations, liquidity and capital resources should be read together with our
"Unaudited Consolidated Financial Statements" and "Notes to Unaudited
Consolidated Financial Statements" as well as our annual report on Form 10-K for
the year ended December 31, 2000.

RESULTS OF OPERATIONS

         Our operating results depend primarily on oil and gas drilling activity
levels in the markets we serve. These levels, in turn, depend on oil and gas
commodities pricing, inventory levels and product demand. Key average rig count
data for the last several quarters is listed in the following table:



                                           1Q00           2Q00         3Q00          4Q00           1Q01
                                          ------         ------       ------        -------       -------
                                                                                   
U.S Rig Count                                770            845          982          1,075         1,137
Gulf Coast market                            223            240          270            276           301
Gulf Coast market to total                  29.0%          28.4%        27.5%          25.7%         26.5%
Canadian Rig Count                           480            212          314            375           515


- ----------
Source:  Baker Hughes Incorporated

         Our primary Gulf Coast market, which accounted for approximately 79% of
first quarter 2001 revenues, includes: (1) South Louisiana Land; (2) Texas
Railroad Commission Districts 2 and 3; (3) Louisiana and Texas Inland Waters;
and (4) Offshore Gulf of Mexico. According to Baker Hughes Incorporated, as of
the week ended April 27, 2001, the U.S. rig count was 1,212, with 315 rigs, or
26.0%, within our primary market.

         Much of the terrain throughout the oil and gas-producing region of
Canada presents soil stability and access problems similar to those encountered
in the marsh areas of the U.S. Gulf Coast region. Much of the drilling activity
in Canada has historically been conducted when winter temperatures freeze the
soil and stabilize it, allowing safe access. Quarterly fluctuations in the
Canadian rig count generally reflect the seasonal nature of drilling activity
related to these access issues. As of the week ended April 27, 2001, the
Canadian rig count was 188.

         Natural gas production accounts for the majority of activity in the
Gulf Coast region. Gas storage levels and demand for natural gas have a
significant impact on gas drilling requirements, as gas suppliers need to
maintain adequate storage for peak demand levels and insure adequate supplies
for anticipated future demand.

         During 2000, gas storage levels reached their lowest point in over
three years, and current industry forecasts reflect a stable to growing demand
for natural gas. In addition, current productive gas reserves are being depleted
at a rate faster than current replacement through drilling activities. Because
many shallow fields in the Gulf Coast market have been exploited, based on
improved economics, producers are increasing the


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depth of drilling to reach the larger gas reserves. As such, we expect
gas-drilling activity to be increasingly associated with deeper, more costly
wells.

         Summarized financial information concerning our reportable segments for
the three-month periods ended March 31, 2001 and 2000 is shown below:




                                             Three Months Ended
                                                  March 31,             Increase/(Decrease)
                                           -----------------------   ------------------------
                                              2001         2000          $             %
                                           ----------   ----------   ----------    ----------
                                                                       
Revenues by segment:
E&P waste disposal                         $   14,672   $   12,462   $    2,210         18%
Fluids sales & engineering                     50,401       29,346       21,055         72
Mat & integrated services                      34,324       15,468       18,856        122
                                           ----------   ----------   ----------
   Total revenues                          $   99,397   $   57,276   $   42,121         74%

Operating income by segment:
E&P waste disposal                         $    4,228   $    3,685   $      543         15%
Fluids sales & engineering                      6,025        1,751        4,274        244
Mat & integrated services                       9,008        2,447        6,561        268
                                           ----------   ----------   ----------
   Total by segment                        $   19,261   $    7,883   $   11,378        144
General and administrative expenses             1,070          955          115         12
Goodwill amortization                           1,234        1,248          (14)        (1)
                                           ----------   ----------   ----------
   Total operating income                  $   16,957   $    5,680   $   11,277        199%
                                           ==========   ==========   ==========


The amounts above are shown net of intersegment transfers.

Revenues

         E&P Waste Disposal: The $2.2 million or 18% increase in waste disposal
revenue is primarily attributable to an increase in waste volumes received as a
result of increases in drilling activity. During the first quarter of 2001, we
received 1,078,000 barrels of E&P waste, compared to 942,000 barrels in the
comparable quarter of 2000, a 14% increase. Revenue per barrel increased from an
average of $11.54 for the first quarter of 2000 to an average of $11.70 for the
first quarter of 2001.

         During 2001, the level of barge mounted drilling rigs active in the
inland waters market has averaged 21, versus an average of 17 during all of
fiscal 2000. Industry sources suggest that more barge rigs are being mobilized
and may be moved to this market during the second half of 2001. This development
is significant since a drilling rig in inland waters typically generates five to
six times the waste volume of drilling rigs in other, less tightly regulated
markets. In addition, new offshore regulations imposing limitations on the
discharge of synthetic-based fluids, which are expected to be effective in the
second half of 2001, could have a positive impact on our volume of waste
received from the offshore market.

         Fluids Sales and Engineering: The $21.1 million or 72% increase in
drilling fluids revenue is attributable to the increase in drilling activity as
well as market share gains.


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During the first quarter of 2001, we serviced an average of 196 rigs, compared
to 134 rigs in the first quarter of 2000, an increase of 46%. The average number
of offshore rigs we serviced in the Gulf of Mexico, the largest consumers of
drilling fluids, increased from three in the first quarter of 2000 to 14 in the
first quarter of 2001. The average annualized revenue per rig was approximately
$1,029,000 in the first quarter of 2001, compared to $855,000 for the first
quarter of 2000.

         A leading contributor to our recent success in this segment is our
DeepDrill(TM) family of associated fluid products that are targeted at deeper,
more difficult drilling operations. Because these products are environmentally
friendly, the new restrictions limiting offshore discharges of synthetic-based
fluids and cuttings may have a further positive effect on this segment when
implemented in a few months.

         Mat and Integrated Services: The $18.9 million or 122% increase in mat
and integrated services revenue is due to a surge in composite mat sales and
increased drilling activity along the U.S. onshore Gulf Coast, which favorably
impacted pricing and volume for our mat systems. During the quarter ended March
31, 2001, we sold 5,700 composite mats, including a small initial order to the
U.S. Army. There were no composite mat sales in the comparable period of the
prior year. Rental pricing for mats in the first quarter of 2001 improved to an
average of $1.39 per square foot on 4.9 million square feet of mats installed,
compared with $0.78 per square foot on 4.1 million square feet of mats installed
for the first quarter of 2000. The trend towards deeper, more complex drilling
in the onshore Gulf Coast market is evidenced by the increase in rerental
revenues, the most profitable revenues for this segment. Rerental revenue
increased to $3.7 million during the quarter ended March 31, 2001, a 75%
increase over the comparable period of 2000.

Operating Income

         E&P Waste Disposal: The $543,000 increase in waste disposal operating
income is attributable to the $2.2 million increase in revenues resulting from
increased waste volume. This increase in operating income represents an
incremental margin (defined as the change in operating income divided by the
change in revenues) of 25% for the first quarter of 2001 as compared to the
first quarter of 2000. This incremental margin is lower than in recent quarters,
primarily due to the increase in certain operating costs, which have not been
fully offset by price increases. These operating cost increases are primarily
associated with the recent expansion of our facilities at the Port of Fourchon
in preparation for anticipated increases in waste volumes resulting from new
offshore discharge regulations for synthetic-based fluids. In addition, this
segment has experienced increases in certain operating costs, including barge
rental costs, repairs and maintenance and trucking costs.

         We have exercised our option to extend our right to dispose of
specified volumes of E&P waste at an outside party's disposal facilities, for
one year effective July 1, 2001. As part of this extension, we have doubled the
amount of waste volume that we can dispose of at these facilities and extended
the outside party's agreement not to compete with us in the E&P disposal
business until June 30, 2002. In consideration of the extension of the
agreement, including extension of the non-competition agreement, our costs of
disposal under this contract will increase by approximately $2 per barrel
beginning July 1, 2001. This increase in third party disposal costs is expected
to be partially offset by reductions in other incremental disposal costs and
increases in revenues resulting from the anticipated


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increase in volumes of E&P waste received from the new synthetic-based fluid
regulations that we expect to be implemented.

         Fluids Sales and Engineering: The $4.3 million increase in fluids sales
and engineering operating income is due primarily to the increase in revenue of
$21.1 million and represents an incremental margin of 20%. Operating margins for
this segment improved from 6% for the quarter ended March 31, 2000 to 12% for
the quarter ended March 31, 2001. The operating margin of this segment is
affected by the mix of products sold. There is a significant difference in the
gross margins recognized on commodity products, primarily barite, and those
recognized for specialty products. We expect to recognize the benefits of newly
introduced products such as DeepDrill(TM) as these products gain wider customer
acceptance. In addition, we expect to obtain better margins on commodity
products as market activity increases due to improved pricing and lower product
costs.

         Mat and Integrated Services: Mat and integrated services operating
income increased $6.6 million on an $18.9 million increase in revenues,
representing an incremental margin of 35%. The high incremental margin is
primarily attributable to improved pricing as noted above. In addition, this
incremental margin reflects the surge in composite mat sales, which typically
generate a gross margin of approximately 45%.

Foreign Currency Gain/Loss

         During the quarter ended March 31, 2001, we recognized foreign currency
losses of $490,000, primarily associated with composite mat sales in Canada,
which are typically denominated in Canadian dollars.

Interest Income/Expense

         Net interest expense was $4.0 million for the first quarter of 2001, a
decrease of $389,000, or 9%, as compared to $4.4 million for the first quarter
of 2000. The decrease in net interest cost is due to a decrease of $29.2 million
in average outstanding borrowings, which was partially offset by an increase in
the average effective interest rate from 9.39% in 2000 to 9.58% in 2001. In
addition, interest capitalization decreased from $332,000 in the first quarter
of 2000 to $135,000 in the first quarter of 2001. The decrease in average
outstanding borrowings under our bank credit facility was due to the application
of proceeds received in late December 2000 from a $30 million preferred stock
offering.

Provision for Income Taxes

         For the quarter ended March 31, 2001 we recorded an income tax
provision of $4.5 million, reflecting an income tax rate of 36%. For the quarter
ended March 31, 2000, we recorded an income tax provision of $535,000,
reflecting an income tax rate of 41%. The higher effective rate in 2000 is due
to the effects of non-deductible items such as goodwill in relation to the
expected level of pretax income for 2000.



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Preferred Stock Dividends and Accretion of Discount

         For the quarters ended March 31, 2001 and 2000, dividends of $863,000
and $188,000, respectively, were paid or accrued on the preferred stock. The
increase in dividends reflects the issuance of $60 million of preferred stock
during 2000. The accretion of the discount on preferred stock was approximately
$112,000 for each of the quarters ended March 31, 2001 and 2000.

LIQUIDITY AND CAPITAL RESOURCES

         Our working capital position declined by $9.7 million during the
quarter ended March 31, 2001. Key working capital data is provided below
(dollars in thousands):



                                                        March 31,        December 31,
                                                           2001              2000
                                                        ---------        ------------
                                                                   
              Working Capital (000's)                   $ 100,362        $    110,050
              Current Ratio                                  2.93                3.61


         Our long term capitalization was as follows (in thousands):



                                                        March 31,        December 31,
                                                           2001              2000
                                                        ---------        ------------
                                                                   
Long-term debt (including current maturities):
        Credit facility                                 $  56,719        $     78,076
        Subordinated debt                                 125,000             125,000
        Other                                                 678                 773
                                                        ---------        ------------
        Total long-term debt                              182,397             203,849

Stockholders' equity                                      267,226             260,055
                                                        ---------        ------------

Total capitalization                                    $ 449,623        $    463,904
                                                        =========        ============

Debt to total capitalization                                 40.6%               43.9%
                                                        =========        ============


         The proceeds from the $30 million preferred stock offering received at
the end of 2000 were used to pay down the balance of our credit facility in
January 2001. During the quarter ended March 31, 2001, our working capital needs
were primarily met through operations and from borrowings under our credit
facility. After providing for $921,000 of cash used in operating activities and
$6.5 million of cash used in investing activities, a net amount of $21.2 million
was used in financing activities, principally related to the net reduction in
the balance of the bank credit facility.

         As of March 31, 2001, we maintained a $100.0 million bank credit
facility, including up to $25.0 million in standby letters of credit, in the
form of a revolving line of credit commitment which expires January 31, 2003. At
March 31, 2001, $14.9 million in letters of credit were issued and outstanding
under the facility and $56.7 million was outstanding under the revolving
facility, leaving $28.4 million of availability. The weighted average interest
rate on the outstanding balance under the facility was 10.22% in the first
quarter of 2001 and 8.97% in the first quarter of 2000. Recent reductions in the
prime interest rate will help to lower the average interest rate on the facility
in the second quarter of 2001.


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         For the remainder of 2001, we anticipate total capital expenditures of
approximately $23 million, concentrated in our mat operations for the conversion
of our mat fleet from wooden mats to composite mats.

         We recently obtained a commitment for an additional $7 million of
operating lease funding, which will be applied in the second quarter of 2001
towards the lease of wooden mats in order to meet customer demand for mat
locations in the Gulf Coast. Deposits totaling approximately $6 million, which
are included in other current assets as of March 31, 2001, were advanced to the
manufacturer of these mats and will be refunded to us upon receipt of the
operating lease funding. The lease of wooden mats is expected to be temporary
and is a result of the recent surge in composite mat sales.

         Except as described in the preceding paragraphs, we are not aware of
any material expenditures, significant balloon payments or other payments on
long term obligations or any other demands or commitments, including off-balance
sheet items to be incurred within the next 12 months. Inflation has not
materially impacted our revenues or income.

FORWARD-LOOKING STATEMENTS

         The foregoing discussion 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. The words "anticipates", "believes",
"estimates", "expects", "plans", "intends" and similar expressions are intended
to identify these forward-looking statements but are not the exclusive means of
identifying them. These forward-looking statements reflect the current views of
our management; however, various risks, uncertainties and contingencies,
including the risks identified below, could cause our actual results,
performance or achievements to differ materially from those expressed in, or
implied by, these statements, including the success or failure of our efforts to
implement our business strategy.

         We assume no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
In light of these risks, uncertainties and assumptions, the forward-looking
events discussed in this report might not occur.

         Among the risks and uncertainties that could cause future events and
results to differ materially from those anticipated by us in the forward-looking
statements included in this report are the following:

         o        oil and gas exploration and production levels and the
                  industry's willingness to spend capital on environmental and
                  oilfield services;

         o        oil and gas prices, expectations about future prices, the cost
                  of exploring for, producing and delivering oil and gas, the
                  discovery rate of new oil and gas reserves and the ability of
                  oil and gas companies to raise capital;

         o        domestic and international political, military, regulatory and
                  economic conditions;

         o        other risks and uncertainties generally applicable to the oil
                  and gas exploration and production industry;

         o        existing regulations affecting E&P and NORM waste disposal
                  being rescinded or relaxed, governmental authorities failing
                  to enforce these


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   16


                  regulations or industry participants being able to avoid or
                  delay compliance with these regulations;

         o        future technological change and innovation, which could result
                  in a reduction in the amount of waste being generated or
                  alternative methods of disposal being developed;

         o        increased competition in our product lines;

         o        our success in integrating acquisitions;

         o        our success in replacing our wooden mat fleet with our new
                  composite mats;

         o        our ability to obtain the necessary permits to operate our
                  non-hazardous waste disposal wells and our ability to
                  successfully compete in this market;

         o        our ability to successfully compete in the drilling fluids
                  markets in the Canadian provinces of Alberta and Saskatchewan,
                  the Permian Basin of West Texas and New Mexico and the
                  Anadarko Basin in Western Oklahoma, where we have only
                  recently entered the market;

         o        adverse weather conditions, which could disrupt drilling
                  operations;

         o        our ability to successfully introduce our new products and
                  services and the market acceptability of these products and
                  services; and

         o        any delays in implementing the new synthetic fluids disposal
                  regulations.


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PART II

ITEM 6.           EXHIBIT AND REPORTS ON FORM 8-K

         (a)      Exhibits

                  None.

         (b)      Reports on Form 8-K

                  Form 8-K dated December 28, 2000 for the sale of 120,000
                  shares of Series C Preferred Stock to Fletcher International,
                  Ltd., filed on January 4, 2001.



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                             NEWPARK RESOURCES, INC.

                                   SIGNATURES



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




Date: May 3, 2001


                                    NEWPARK RESOURCES, INC.




                                    By:  /s/Matthew W. Hardey
                                         ---------------------------------------
                                         Matthew W. Hardey, Vice President
                                               and Chief Financial Officer


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