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As filed with the Securities and Exchange Commission on June 17, 2011.
    
    Registration No. 333-______
   UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM S-8
 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
 
 SUPERIOR ENERGY SERVICES, INC.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    75-2379388(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)601 Poydras Street, Suite 2400
    
    70130New Orleans, Louisiana
    
    (Zip Code)(Address of Principal Executive Offices
 Superior Energy Services, Inc. 2011 Stock Incentive Plan  (Full title of the plan)
 Robert S. Taylor
Chief Financial Officer
Superior Energy Services, Inc.
601 Poydras Street, Suite 2400
New Orleans, Louisiana 70130
(504) 587-7374  (Name, address, including zip code, and telephone number, including area code, of agent for service)
 Kelly C. Simoneaux
Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P.
201 St. Charles Avenue
New Orleans, Louisiana 70170-5100
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 CALCULATION OF REGISTRATION FEE
 Proposed maximum
    
    
    Proposed maximumAmount to be
    
    
    offering price per
    
    
    aggregate offering
    
    
    Amount ofTitle of securities to be registered
    
    
    registered (1)
    
    
    unit
    
    
    price
    
    
    registration feeCommon Stock (par value $0.001 per share)
    
    
    2,900,000 shares
    
    
    $34.82(2)
    
    
    $100,978,000(2)
    
    
    $11,723.55
 (1)
    
    Upon a stock split, stock dividend, or similar transaction in the future during the effectiveness of this Registration
Statement and involving our Common Stock, the number of shares registered shall be automatically increased to cover the additional securities in
accordance with Rule 416(a) under the Securities Act of 1933.(2)
    
    Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and (h) under the Securities Act
of 1933, based on the average of the high and low price per share of our Common Stock on the New York Stock Exchange on June 16, 2011.




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TABLE OF CONTENTS  PART I INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUSPART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENTItem 3. Incorporation of Documents by ReferenceItem 4. Description of SecuritiesItem 5. Interests of Named Experts and CounselItem 6. Indemnification of Directors and OfficersItem 7. Exemption from Registration ClaimedItem 8. ExhibitsItem 9. UndertakingsSIGNATURESEXHIBIT INDEXEX-5EX-23.1EX-23.2EX-23.3    Table of Contents  
 PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
  
 PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
 Item 3. Incorporation of Documents by Reference.
      
 Item 4. Description of Securities.
  
 Item 5. Interests of Named Experts and Counsel.
  
 Item 6. Indemnification of Directors and Officers.
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Item 7. Exemption from Registration Claimed.
  
 Item 8. Exhibits.
 5
    
    Opinion of Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P.23.1
    
    Consent of KPMG LLP.23.2
    
    Consent of Netherland, Sewell & Associates, Inc.23.3
    
    Consent of DeGolyer and MacNaughton.23.4
    
    Consent of Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P.
(included in Exhibit 5.1).24.1
    
    Powers of Attorney (included in the signature pages of this Registration
Statement).99.1
    
    Superior Energy Services, Inc. 2011 Stock Incentive Plan (incorporated by
reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 26,
2011).
 2




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Item 9. Undertakings.
      Provided, however
     3




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SIGNATURES
  SUPERIOR ENERGY SERVICES, INC.By:
    /s/ David D. DunlapDavid D. DunlapPresident and Chief Executive Officer POWER OF ATTORNEY
   Signature
    
    Title
    
    Date/s/ David D. Dunlap

David D. Dunlap
    
    President, Chief Executive Officer, Director
(Principal Executive Officer)
    
    June 17, 2011/s/ Robert S. Taylor

Robert S. Taylor
    
    Executive Vice President, Treasurer
and Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
    
    June 17, 2011/s/ Terence E. Hall

Terence E. Hall
    
    Chairman of the Board and Director
    
    June 17, 2011/s/ Harold J. Bouillion

Harold J. Bouillion
    
    Director
    
    June 17, 2011/s/ Enoch L. Dawkins

Enoch L. Dawkins
    
    Director
    
    June 17, 2011/s/ James M. Funk

James M. Funk
    
    Director
    
    June 17, 2011/s/ Ernest E. Howard, III

Ernest E. Howard, III
    
    Director
    
    June 17, 2011/s/ Justin L. Sullivan

Justin L. Sullivan
    
    Director
    
    June 17, 2011
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EXHIBIT INDEX
 ExhibitNumber
    
    Description of Exhibits5
    
    Opinion of Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P.

23.1
    
    Consent of KPMG LLP.23.2
    
    Consent of Netherland, Sewell & Associates, Inc.23.3
    
    Consent of DeGolyer and MacNaughton.23.4
    
    Consent of Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P.
(included in Exhibit 5.1).24.1
    
    Powers of Attorney (included in the signature pages of this Registration
Statement).99.1
    
    Superior Energy Services, Inc. 2011 Stock Incentive Plan (incorporated by
reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 26,
2011).
 E-1