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 *
WINKLER JOSEPH C
   2. Issuer Name and Ticker or Trading Symbol
Complete Production Services, Inc. [CPX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(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   717,624 (1) (2) D (1) 0 D  
Common Stock 02/07/2012   D   3,200 D (1) 0 I BY SPOUSE

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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) $ 6.69 02/07/2012   D     544,687 (3)   (4) 06/20/2015 Common Stock 544,687 (3) 0 D  
Stock Option (Right to Buy) $ 6.69 02/07/2012   D     52,950 (3)   (4) 06/23/2015 Common Stock 52,950 (3) 0 D  
Stock Option (Right to Buy) $ 6.41 02/07/2012   D     279,300 (3)   (4) 01/30/2019 Common Stock 279,300 (3) 0 D  
Stock Option (Right to Buy) $ 12.53 02/07/2012   D     147,700 (3)   (4) 01/26/2020 Common Stock 147,700 (3) 0 D  
Stock Option (Right to Buy) $ 27.94 02/07/2012   D     62,300 (3)   (4) 01/31/2021 Common Stock 62,300 (3) 0 D  
Stock Option (Right to Buy) $ 33.7 02/07/2012   D     56,500 (3)   (5) 01/31/2022 Common Stock 56,500 (3) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WINKLER JOSEPH C
11700 KATY FREEWAY, SUITE 300
HOUSTON, TX 77079		   X     Chairman and CEO  

Signatures

 /s/ James F. Maroney III, Attorney-in-Fact for Joseph C. Winkler   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 shares of Superior common stock. With the exception of 49,000 shares of Issuer restricted stock granted to the Reporting Person on January 31, 2012, each share of Issuer common stock held by the Reporting Person as of the date of the merger was converted into 0.945 shares of Superior common stock, plus $7.00 in cash, without interest, plus cash in lieu of any fractional shares of Superior common stock.
(2) Includes 49,000 shares of Issuer restricted stock disposed of in exchange for 58,796 shares of Superior restricted stock, representing a stock award exchange ratio of 1.199916. The shares vest in three equal annual installments commencing on January 31, 2013, 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.
(4) All unvested options to purchase shares of Issuer common stock became fully vested and exercisable upon the merger.
(5) The options vest in three equal annual installments commencing January 31, 2013, subject to continued service with Superior.

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