Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WILLIAMS DEWAYNE
   2. Issuer Name and Ticker or Trading Symbol
Complete Production Services, Inc. [CPX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Ctroller, CAO, Asst Treas.
(Last)
(First)
(Middle)
11700 KATY FREEWAY, SUITE 300		 3. Date of Earliest Transaction (Month/Day/Year)
02/07/2012
(Street)

HOUSTON, TX 77079		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/07/2012   D   17,585 D (1) 0 D  
Common Stock 02/07/2012   D   13,233 D (2) 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 6.78 02/07/2012   D     6,667   (3) 07/01/2019 Common Stock 6,667 (3) 0 D  
Stock Option (Right to Buy) $ 12.53 02/07/2012   D     11,400   (3) 01/29/2020 Common Stock 11,400 (3) 0 D  
Stock Option (Right to Buy) $ 27.94 02/07/2012   D     7,200   (3) 01/31/2021 Common Stock 7,200 (3) 0 D  
Stock Option (Right to Buy) $ 33.7 02/07/2012   D     6,500   (3) 01/31/2022 Common Stock 6,500 (3) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WILLIAMS DEWAYNE
11700 KATY FREEWAY
SUITE 300
HOUSTON, TX 77079		       VP, Ctroller, CAO, Asst Treas.  

Signatures

 /s/ James F. Maroney III, Attorney-in-Fact for Dewayne Williams   02/07/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") between the Issuer, Superior Energy Services, Inc. ("Superior") and an indirect wholly owned subsidiary of Superior in exchange for 0.945 shares of Superior common stock per share of Issuer common stock, plus $7.00 in cash, without interest, plus cash in lieu of any fractional shares of Superior common stock.
(2) Represents unvested shares of Issuer restricted stock. Each unvested share of Issuer restricted stock was disposed of pursuant to the Merger Agreement and converted into 1.199916 shares of Superior restricted stock, rounded up to the nearest whole share. The shares of Superior restricted stock will vest according to the vesting schedule of the Issuer awards of restricted stock, subject to continued service with Superior.
(3) Disposed of pursuant to the Merger Agreement in exchange for a number of options to purchase shares of Superior common stock equal to the number of Issuer options reflected in this line item, multiplied by the stock option exchange ratio of 1.199916, rounded down to the nearest share. The exercise price of the Superior options will be equal to the exercise price of the corresponding Issuer options, divided by 1.199916, rounded up to the nearest whole cent. The Superior options vest according to the vesting schedule of the Issuer options, subject to continued service with Superior.

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