|UNITED STATES                                                                                                                                                                                                                                                                                                                                                               
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|SECURITIES AND EXCHANGE COMMISSION                                                                                                                                                                                                                                                                                                                                          
|Washington, D.C. 20549                                                                                                                                                                                                                                                                                                                                                      
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|                                                                                                                                                                                                                                                                                                                                                                            
|FORM 10-Q                                                                                                                                                                                                                                                                                                                                                                   
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|(Mark One)                                                                                                                                                                                                                                                                                                                                                                  
|X                                                                                                                                                                                                                                                                                                                                                                           
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|For the quarterly period ended June 30, 2007                                                                                                                                                                                                                                                                                                                                
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|OR                                                                                                                                                                                                                                                                                                                                                                          
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|For the transition period from ________________ to ______________                                                                                                                                                                                                                                                                                                           
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|Commission File Number:  001-14273                                                                                                                                                                                                                                                                                                                                          
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|CORE LABORATORIES N.V.                                                                                                                                                                                                                                                                                                                                                      
|(Exact name of registrant as specified in its charter)                                                                                                                                                                                                                                                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                            
|The Netherlands                                                                                                                                                                                                                                                                                                                                                             
|(State of other jurisdiction of                                                                                                                                                                                                                                                                                                                                             
|incorporation or organization)                                                                                                                                                                                                                                                                                                                                              
|                                                                                                                                                                                                                                                                                                                                                                            
|Herengracht 424                                                                                                                                                                                                                                                                                                                                                             
|1017 BZ Amsterdam                                                                                                                                                                                                                                                                                                                                                           
|The Netherlands                                                                                                                                                                                                                                                                                                                                                             
|(Address of principal executive offices)                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                            
|(31-20) 420-3191                                                                                                                                                                                                                                                                                                                                                            
|(Registrant's telephone number, including area code)                                                                                                                                                                                                                                                                                                                        
|                                                                                                                                                                                                                                                                                                                                                                            
|None                                                                                                                                                                                                                                                                                                                                                                        
|(Former name, former address and former fiscal year, if changed since last report)                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                                                            
|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 by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ X ]      	Accelerated filer  [   ]       	Non-accelerated filer  [   ]                                        
|                                                                                                                                                                                                                                                                                                                                                                            
|Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes [   ] No [ X ]                                                                                                                                                                                                                                         
|                                                                                                                                                                                                                                                                                                                                                                            
|The number of common shares of the Registrant, par value EUR 0.04 per share, outstanding at
July 26, 2007 was 23,562,106.                                                                                                                                                                                                                                                   



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|CORE LABORATORIES N.V.                       
|---------------------------------------------
|FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2007
|                                             
|INDEX                                        
|                                             
|                                             
|PART I - FINANCIAL INFORMATION               
|                                             
|Item 1.                                      
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|Item 2.                                      
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|Item 3.                                      
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|Item 4.                                      
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|PART II - OTHER INFORMATION                  
|                                             
|Item 1.                                      
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|Item 2.                                      
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|Item 4.                                      
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|Item 6.                                      
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PART I - FINANCIAL INFORMATION



Item 1. Financial Statements



CORE LABORATORIES N.V.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)



June 30,

December 31,2007

2006ASSETS
(Unaudited)CURRENT ASSETS:Cash and cash equivalents
$       54,381

$       54,223Accounts receivable, net of allowance for doubtful accounts of $4,217 and$4,340 at 2007 and 2006, respectively
128,680

112,055Inventories, net
31,948

30,199Prepaid expenses and other current assets
32,649

29,075TOTAL CURRENT ASSETS
247,658

225,552PROPERTY, PLANT AND EQUIPMENT, net
86,803

87,734INTANGIBLES, net
6,570

6,602GOODWILL
132,618

132,618DEFERRED TAX ASSETS
36,347

33,032OTHER ASSETS
15,963

15,677TOTAL ASSETS
$     525,959

$     501,215LIABILITIES AND SHAREHOLDERS' EQUITYCURRENT LIABILITIES:Current maturities of long-term debt and capital lease obligations
$         680

$         2,762Accounts payable
48,249

37,460Accrued payroll and related costs
24,593

24,707Taxes other than payroll and income
8,163

8,714Unearned revenues
7,584

6,853Other accrued expenses
10,033

8,424TOTAL CURRENT LIABILITIES
99,302

88,920LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS
300,002

300,002DEFERRED COMPENSATION
12,308

10,413OTHER LONG-TERM LIABILITIES
35,962

28,598COMMITMENTS AND CONTINGENCIESMINORITY INTEREST
1,477

1,446SHAREHOLDERS' EQUITY:Preference shares, EUR 0.04 par value;3,000,000 shares authorized, none issued or outstanding
-

-Common shares, EUR 0.04 par value;100,000,000 shares authorized, 24,032,429 issued and 23,861,629 outstanding at 2007and 25,608,511 issued and 23,225,121 outstanding at 2006
1,356

1,450Additional paid-in capital
9,034

23,182Retained earnings
85,334

224,110Accumulated other comprehensive income
(2,036)

(2,072)Treasury shares (at cost), 170,800 at 2007 and 2,383,390 at 2006
(16,780)

(174,834)TOTAL SHAREHOLDERS' EQUITY
76,908

71,836TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$     525,959

$     501,215




The accompanying notes are an integral part of these consolidated financial statements.

Return to Index

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CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)



Three Months Ended
June 30,2007

2006(Unaudited)REVENUES:Services
$     126,187

$     106,338Product Sales
42,206

33,679168,393

140,017OPERATING EXPENSES:Cost of services
84,423

75,345Cost of sales
28,926

24,850General and administrative expenses
9,720

8,663Depreciation
4,802

3,986Amortization
95

102Other (income), net
(1,473)

(1,546)OPERATING INCOME
41,900

28,617Interest expense
635

1,531Income before income tax expense
41,265

27,086Income tax expense
12,462

8,126NET INCOME
$      28,803

$      18,960EARNINGS PER SHARE INFORMATION:Basic earnings per share
$          1.20

$          0.74Diluted earnings per share
$          1.18

$          0.70WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:Basic
23,940

25,560Diluted
24,413

27,191




The accompanying notes are an integral part of these consolidated financial statements.

Return to Index



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CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)



Six Months Ended
June 30,2007

2006(Unaudited)REVENUES:Services
$     243,152

$     205,473Product Sales
80,964

71,879324,116

277,352OPERATING EXPENSES:Cost of services
164,277

147,528Cost of sales
56,321

52,815General and administrative expenses
17,759

19,208Depreciation
9,288

8,050Amortization
187

162Other (income), net
(2,336)

(3,416)OPERATING INCOME
78,620

53,005Interest expense
1,267

2,855Income before income tax expense
77,353

50,150Income tax expense
23,288

15,045NET INCOME
$      54,065

$       35,105EARNINGS PER SHARE INFORMATION:Basic earnings per share
$          2.28

$           1.37Diluted earnings per share
$          2.22

$           1.28WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:Basic
23,686

25,676Diluted
24,367

27,478




The accompanying notes are an integral part of these consolidated financial statements.

Return to Index

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CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)



Six Months Ended
June 30,2007

2006(Unaudited)CASH FLOWS FROM OPERATING ACTIVITIES:Net income
$       54,065

$     35,105Adjustments to reconcile income to net cash provided by operating activities:Net provision for (recoveries of) doubtful accounts
(101)

243Inventory obsolescence
152

1,536Equity in loss of affiliates
96

56Minority interest
31

74Stock-based compensation
2,377

2,559Depreciation and amortization
9,475

8,212Debt issuance costs amortization
991

57Gain on sale of assets
(219)

(706)Realization of pension obligation
36

-Gain on insurance recovery
-

(492)Increase in value of life insurance policies
(609)

(109)Deferred income taxes
(3,141)

(4,357)Changes in assets and liabilities, net of effect of dispositions:Accounts receivable
(16,525)

(8,887)Inventories
(1,901)

(5,242)Prepaid expenses and other current assets
(3,748)

(2,118)Other assets
360

(35)Accounts payable
10,789

1,693Accrued expenses
1,675

13,659Other long-term liabilities
5,919

10,202Net cash provided by operating activities
59,722

51,450CASH FLOWS FROM INVESTING ACTIVITIES:Capital expenditures
(8,552)

(9,858)Patents and other intangibles
(155)

(33)Proceeds from sale of assets
414

2,116Premiums on life insurance
(963)

(575)Net cash used in investing activities
(9,256)

(8,350)CASH FLOWS FROM FINANCING ACTIVITIES:Repayment of debt
(2,080)

(6,847)Proceeds from debt borrowings
-

22,000Capital lease obligations
(2)

(21)Stock options exercised
17,219

12,313Tax benefits from stock-based compensation
10,121

5,482Debt issuance costs
(162)

-Repurchase of common shares
(75,404)

(77,621)Net cash used in financing activities
(50,308)

(44,694)NET CHANGE IN CASH AND CASH EQUIVALENTS
158

(1,594)CASH AND CASH EQUIVALENTS, beginning of period
54,223

13,743CASH AND CASH EQUIVALENTS, end of period
$       54,381

$      12,149Non-cash investing and financing activities:Change in par value of common stock
$                -

$                    977The accompanying notes are an integral part of these consolidated financial statements.






Return to Index

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CORE LABORATORIES N.V.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS



1.  BASIS OF PRESENTATION



The accompanying unaudited consolidated financial statements include the accounts of Core Laboratories N.V. and its subsidiaries for which we have a controlling voting interest and/or a controlling financial interest. These financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP") for interim financial information using the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information and footnote disclosures required by GAAP for complete financial statements.

Core Laboratories N.V. uses the equity method of accounting for all investments in which it has less than a majority interest and over which it does not exercise control. Minority interest has been recorded to reflect outside ownership attributable to consolidated subsidiaries that are less than 100% owned.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included in these financial statements.  Furthermore, the operating results presented for the three and six month periods ended June 30, 2007 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2007.

Core Laboratories N.V.'s balance sheet information for the year ended December 31, 2006 was derived from the 2006 audited consolidated financial statements but does not include all disclosures in accordance with GAAP.

References to "Core Lab", "we", "our", and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated subsidiaries.

These financial statements should be read in conjunction with the financial statements and the summary of significant accounting policies and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2006.



2.  INVENTORIES



Inventories consist of the following (in thousands):





June 30,

December 31,2007

2006(Unaudited)Finished goods

$   23,878

$     22,930Parts and materials

6,644

6,031Work in progress

1,426

1,238Total inventories

$   31,948

$     30,199




We include freight costs incurred for shipping inventory to customers in the Cost of Sales line of the Consolidated Statement of Operations.





3. GOODWILL AND INTANGIBLES



We account for intangible assets with indefinite lives, including goodwill, in accordance with Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets", which requires us to evaluate these assets for impairment annually, or more frequently if an indication of impairment has occurred.  Based upon our most recent evaluation, management determined that goodwill was not impaired.  We amortize intangible assets with a defined term on a straight-line basis over their respective useful lives.  There were no significant changes related to our intangible assets for the six months ended June 30, 2007.  The composition of goodwill by business segment at June 30, 2007 is consistent with the amounts disclosed in our Annual Report on Form 10-K as of December 31, 2006.



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4.  DEBT AND CAPITAL LEASE OBLIGATIONS



Debt is summarized in the following table (in thousands):





June 30,

December 31,2007

2006(Unaudited)Senior Exchangeable Notes

$     300,000

$   300,000Capital lease obligations

8

10Other indebtedness

674

2,754Total debt and capital leases obligations

300,682

302,764Less - short-term debt included in other indebtedness

674

2,654Less - current maturities of long-term debt and capital lease obligations

6

108Long-term debt and capital lease obligations

$     300,002

$    300,002




In November 2006, Core Laboratories LP, a wholly owned subsidiary of Core Laboratories N.V., issued $300 million aggregate principal amount of Senior Exchangeable Notes due 2011 (the "Notes") to qualified institutional buyers.  The Notes bear interest at a rate of 0.25% per year and are fully and unconditionally guaranteed by Core Laboratories N.V.  These notes are exchangeable into shares of Core Laboratories N.V. under certain circumstances at an initial conversion rate of 10.5533 per $1,000 principal amount of notes.  Upon exchange, holders will receive cash up to the principal amount, and any excess exchange value will be delivered in Core Laboratories N.V. common shares. On December 22, 2006 we filed a registration statement on Form S-3, which became effective pursuant to the Securities Act of 1933, as amended; to register the resale of the notes and shares received in exchange for the notes.

We maintain a revolving credit facility (the "Credit Facility") that allows for an aggregate borrowing capacity of $100.0 million.  As amended, this facility provides an option to increase the commitment under the Credit Facility to $150.0 million, if certain conditions are met.  The Credit Facility bears interest at variable rates from LIBOR plus 0.5% to a maximum of LIBOR plus 1.125%.  The outstanding balance under the Credit Facility matures when it is due in December 2010 and only requires bi-annual interest payments until maturity.  These interest payments are based on the interest period selected.  Our available capacity is reduced by outstanding unsecured letters of credit and performance guarantees and bonds totaling $7.6 million at June 30, 2007 related to certain projects in progress.  Our available borrowing capacity under the Credit Facility at June 30, 2007 was $92.4 million.





5.  PENSIONS AND OTHER POST-RETIREMENT BENEFITS



We provide a noncontributory defined benefit pension plan covering substantially all of our Dutch employees, payouts under which are determined based on years of service and final pay or career average pay, depending on when the employee began participating.  Employees are immediately vested in the benefits earned.  We fund the future obligations of this plan by purchasing investment contracts from a large national insurance company.  We make annual premium payments, based on each employee's age and current salary, to the insurance company.

The following table summarizes the components of the net periodic pension cost under this plan for the three and six month periods ended June 30, 2007 and 2006 (in thousands):





|                                     | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|------------------------------------ | -------------------------- |  | ------------------------
|                                     | 2007                       |  | 2006                    
|                                     | (Unaudited)                |  | (Unaudited)             
|Service cost                         | $     298                  |  | $     322               
|Interest cost                        | 274                        |  | 242                     
|Expected return on plan assets       | (250)                      |  | (234)                   
|Unrecognized pension obligation, net | 18                         |  | 38                      
|Net periodic pension cost            | $     340                  |  | $     368               



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6. COMMITMENTS AND CONTINGENCIES

Legal Proceedings



From time to time, we may be subject to legal proceedings and claims that arise in the ordinary course of business.  We believe that the resolution of all litigation currently pending or threatened against Core Lab or any of its subsidiaries should not have a material adverse effect on its consolidated financial condition, results of operations or liquidity; however, because of the inherent uncertainty of litigation, we cannot provide assurance that the resolution of any particular claim or proceeding to which Core Lab or any of its subsidiaries is a party will not have a material adverse effect on its consolidated results of operations or liquidity for the period in which that resolution occurs.





7.  SHAREHOLDERS' EQUITY



During the three months ended June 30, 2007, we repurchased 170,800 of our common shares for $16.8 million, at an average price of $98.24 per share. During the quarter, rights to 36,400 shares valued at $3.4 million, or $92.34 were surrendered to the Company pursuant to the terms of a stock-based compensation plan, in settlement by the participants of personal tax burdens that may result from the issuance of common shares under this plan.

During the six months ended June 30, 2007, we repurchased 914,450 of our common shares for $75.4 million, at an average price of $82.46 per share which included rights to 602,050 shares valued at $48.3 million, or $80.29 per share, that were surrendered to the Company pursuant to the terms of a stock-based compensation plan, in consideration of the exercise price of their stock options and their personal tax burdens that may result from the issuance of common shares under this plan.

For the three and six months ended June 30, 2007, we issued 24,216 and 1,329,608 of our common shares associated with stock option exercises for which we received proceeds of approximately $0.3 million and $17.2 million.

At our Annual Shareholders' Meeting on April 2, 2007 (the "Meeting"), our shareholders approved the cancellation of 3,127,040 treasury shares we had repurchased or otherwise acquired prior to the date of the Meeting.  These 3,127,040 treasury shares were cancelled in April 2007 at historical cost, totaling $233.5 million, or $74.73 per share, resulting in a decrease in treasury shares and a corresponding decrease in additional paid-in-capital, retained earnings and common shares.  Our shareholders also approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

Comprehensive Income

The components of other comprehensive income consisted of the following (in thousands):





|                                  |  | Three months ended |  | Six months ended
|--------------------------------- |  | ------------------ |  | ----------------
|                                  |  | June 30, 2007      |  | June 30, 2007   
|                                  |  | (Unaudited)        |  | (Unaudited)     
|Net income                        |  | $       28,803     |  | $   54,065      
|Realization of pension obligation |  | 18                 |  | 36              
|Total comprehensive income        |  | $       28,821     |  | $   54,101      



Accumulated Other Comprehensive Income consisted of the following (in thousands):





|                                                     | June 30,    |  | December 31,
|---------------------------------------------------- | ----------- |  | ------------
|                                                     | 2007        |  | 2006        
|                                                     | (Unaudited) |  |             
|Pension obligation - prior service cost              | $     1,291 |  | $   1,327   
|Pension obligation - unrecognized net actuarial loss | 745         |  | 745         
|Total accumulated other comprehensive income         | $     2,036 |  | $    2,072  

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8.  EARNINGS PER SHARE

We compute basic earnings per common share by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common shares include additional shares in the weighted average share calculations associated with the incremental effect of dilutive employee stock options, restricted stock awards and contingently issuable shares, as determined using the treasury stock method. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings per share (in thousands):



|                                                                        | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|----------------------------------------------------------------------- | -------------------------- |  | ------------------------
|                                                                        | 2007                       |  | 2006                    
|                                                                        | (Unaudited)                |  | (Unaudited)             
|Weighted average basic common shares outstanding                        | 23,940                     |  | 25,560                  
|Effect of dilutive securities:                                          |                            |  |                         
|Stock options                                                           | 276                        |  | 1,400                   
|Contingent shares                                                       | 84                         |  | 151                     
|Restricted stock and other                                              | 113                        |  | 80                      
|Weighted average diluted common and potential common shares outstanding | 24,413                     |  | 27,191                  



In 2006, we sold warrants that give the holders the right to acquire approximately 3.2 million of our common shares at a strike price of $127.56 per share.  These warrants could have a dilutive impact on our earnings per share if the share price exceeds the strike price of the warrants.

9. OTHER INCOME

The components of other income, net, were as follows (in thousands):



|                           | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|-------------------------- | -------------------------- |  | ------------------------
|                           | 2007                       |  | 2006                    
|                           | (Unaudited)                |  | (Unaudited)             
|Minority interest          | $     107                  |  | $         67            
|Gain on sale of assets     | (171)                      |  | (142)                   
|Foreign exchange gain      | (493)                      |  | (1,102)                 
|Interest income            | (500)                      |  | (55)                    
|Gain on insurance recovery | -                          |  | -                       
|Other                      | (416)                      |  | (314)                   
|Total other income, net    | $  (1,473)                 |  | $  (1,546)              

In 2005, a building at our manufacturing plant in Godley, Texas, was damaged by fire, resulting in the loss of the building, some inventory, as well as other business equipment and supplies.  We filed a claim for business interruption costs and the final settlement was reached in the first quarter of 2006, which resulted in a gain of $0.5 million.

Foreign exchange gains by currency are summarized in the following table (in thousands):



|                 | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|---------------- | -------------------------- |  | ------------------------
|                 | 2007                       |  | 2006                    
|                 | (Unaudited)                |  | (Unaudited)             
|Canadian Dollar  | $    (350)                 |  | $      (434)            
|Euro             | (46)                       |  | (187)                   
|Russian Ruble    | (31)                       |  | (281)                   
|Other currencies | (66)                       |  | (200)                   
|Total gain       | $    (493)                 |  | $   (1,102)             



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10.  INCOME TAXES



We file an income tax return in the U.S. federal jurisdiction, various states and foreign jurisdictions.  We are currently undergoing multiple examinations in various jurisdictions, and the years 1998 through 2006 remain open for examination in various tax jurisdictions in which we operate.

We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes-An Interpretation of FASB Statement No. 109, Accounting for Income Taxes ("FIN 48"), on January 1, 2007. FIN 48 clarifies the accounting for uncertainty in income taxes recognized in financial statements and requires the impact of a tax position to be recognized in the financial statements if that position is more likely than not of being sustained by the taxing authority. As a result of the implementation of FIN 48, we recognized approximately a $3.3 million increase in the liability for unrecognized tax benefits, which was accounted for as a reduction to the January 1, 2007 balance of retained earnings. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):





|                                           | 2007       
|------------------------------------------ | -----------
|                                           | (Unaudited)
|Unrecognized tax benefits at January 1,    | $   13,064 
|Tax positions, current period              | 231        
|Tax positions, prior period                | 1,942      
|Settlements with taxing authorities        | -          
|Lapse of applicable statute of limitations | -          
|Unrecognized tax benefits at June 30,      | $   15,237 

The total amount of unrecognized tax benefits at June 30, 2007, if recognized, would affect our effective tax rate.

Our policy is to record accrued interest and penalties on uncertain tax positions, net of any tax effect, as part of total tax expense for the period.  The corresponding liability is carried along with the tax exposure as a non-current payable in "other long-term liabilities".  We had approximately $3.2 million accrued for the payment of interest and penalties as of January 1, 2007.  We expect the requirements of FIN 48 will add volatility to our effective tax rate, and therefore our expected income tax expense, in future periods.



During the three and six month period ended June 30, 2007, we recognized tax benefits of $7.5 and $10.1 million, respectively, related to tax deductions in excess of book expense for stock-based compensation awards.  These tax benefits are recorded to additional paid-in capital to the extent deductions reduce current taxable income.



11.  SEGMENT REPORTING

Our business units have been aggregated into three complementary segments, which provide products and services for improving reservoir performance and increasing oil and gas recovery from new and existing fields.



|* | Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples. We provide analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry.                                                                            
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                                                                                                                                             
|* | Production Enhancement: Includes products and services relating to reservoir well completions, perforations, stimulations and production. We provide integrated services to evaluate the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.
|  |                                                                                                                                                                                                                                                                                                                             
|* | Reservoir Management: Combines and integrates information from reservoir description and production enhancement services to increase production and improve recovery of oil and gas from our clients' reservoirs.                                                                                                           



Segment Analysis

We manage each of our business segments separately to reflect the different services and technologies provided and required by each segment. We use the same accounting policies to account for our business segments as those used to prepare our Consolidated Balance Sheets and Consolidated Statements of Operations. We evaluate the performance of our business segments on the basis of operating income.

Summarized financial information related to our business segments is shown in the following tables (in thousands):



|                                 | (Unaudited)                                                                                                            |  | Reservoir Description |  | Production Enhancement |  | Reservoir Management |  | Corporate & Other 1 |  | Consolidated 
|-------------------------------- | ---------------------------------------------------------------------------------------------------------------------- |  | --------------------- |  | ---------------------- |  | -------------------- |  | ------------------- |  | -------------
|Three Months Ended June 30, 2007 |                                                                                                                        |  |                       |  |                        |  |                      |  |                    
|                                 | Revenues from unaffiliated customers                                                                                   |  | $    93,798           |  | $      60,761          |  | $      13,834        |  | $             -     |  | $     168,393
|                                 | Inter-segment revenues                                                                                                 |  | 235                   |  | 162                    |  | 344                  |  | (741)               |  | -            
|                                 | Segment operating income                                                                                               |  | 21,426                |  | 16,200                 |  | 4,117                |  | 157                 |  | 41,900       
|                                 | Total assets                                                                                                           |  | 231,046               |  | 163,130                |  | 18,146               |  | 113,637             |  | 525,959      
|                                 | Capital expenditures                                                                                                   |  | 3,380                 |  | 1,274                  |  | 163                  |  | 308                 |  | 5,125        
|                                 | Depreciation and amortization                                                                                          |  | 2,631                 |  | 1,302                  |  | 121                  |  | 843                 |  | 4,897        
|                                 |                                                                                                                        |  |                       |  |                        |  |                      |  |                     |  |              
|Three Months Ended June 30, 2006 |                                                                                                                        |  |                       |  |                        |  |                      |  |                    
|                                 | Revenues from unaffiliated customers                                                                                   |  | $    80,142           |  | $      51,633          |  | $       8,242        |  | $             -     |  | $     140,017
|                                 | Inter-segment revenues                                                                                                 |  | 210                   |  | 176                    |  | (3)                  |  | (383)               |  | -            
|                                 | Segment operating income                                                                                               |  | 14,261                |  | 12,673                 |  | 1,632                |  | 51                  |  | 28,617       
|                                 | Total assets                                                                                                           |  | 213,386               |  | 160,098                |  | 14,384               |  | 23,195              |  | 411,063      
|                                 | Capital expenditures                                                                                                   |  | 3,474                 |  | 1,782                  |  | 187                  |  | 130                 |  | 5,573        
|                                 | Depreciation and amortization                                                                                          |  | 2,229                 |  | 1,184                  |  | 113                  |  | 562                 |  | 4,088        
|                                 |                                                                                                                        |  |                       |  |                        |  |                      |  |                     |  |              
|Six Months Ended June 30, 2007   |                                                                                                                        |  |                       |  |                        |  |                      |  |                     | 
|                                 | Revenues from unaffiliated customers                                                                                   |  | $  176,961            |  | $    119,568           |  | $      27,587        |  | $             -     |  | $     324,116
|                                 | Inter-segment revenues                                                                                                 |  | 402                   |  | 367                    |  | 635                  |  | (1,404)             |  | -            
|                                 | Segment operating income                                                                                               |  | 38,199                |  | 32,252                 |  | 7,814                |  | 355                 |  | 78,620       
|                                 | Total assets                                                                                                           |  | 231,046               |  | 163,130                |  | 18,146               |  | 113,637             |  | 525,959      
|                                 | Capital expenditures                                                                                                   |  | 5,950                 |  | 1,880                  |  | 252                  |  | 470                 |  | 8,552        
|                                 | Depreciation and amortization                                                                                          |  | 5,003                 |  | 2,586                  |  | 248                  |  | 1,638               |  | 9,475        
|                                 |                                                                                                                        |  |                       |  |                        |  |                      |  |                     |  |              
|Six Months Ended June 30, 2006   |                                                                                                                        |  |                       |  |                        |  |                      |  |                     | 
|                                 | Revenues from unaffiliated customers                                                                                   |  | $  151,346            |  | $    107,713           |  | $      18,293        |  | $             -     |  | $     277,352
|                                 | Inter-segment revenues                                                                                                 |  | 239                   |  | 332                    |  | 6                    |  | (577)               |  | -            
|                                 | Segment operating income (loss)                                                                                        |  | 23,452                |  | 25,593                 |  | 4,572                |  | (612)               |  | 53,005       
|                                 | Total assets                                                                                                           |  | 213,386               |  | 160,098                |  | 14,384               |  | 23,195              |  | 411,063      
|                                 | Capital expenditures                                                                                                   |  | 6,390                 |  | 2,918                  |  | 327                  |  | 223                 |  | 9,858        
|                                 | Depreciation and amortization                                                                                          |  | 4,479                 |  | 2,400                  |  | 222                  |  | 1,111               |  | 8,212        
|                                 |                                                                                                                        |  |                       |  |                        |  |                      |  |                     |  |              
|                                 | (1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations.



---



12. CONDENSED CONSOLIDATING FINANCIAL INFORMATION

Core Laboratories N.V. has fully and unconditionally guaranteed all of the Notes issued by Core Laboratories LP on November 6, 2006. Core Laboratories LP is 100% indirectly owned subsidiary of Core Laboratories N.V.

The following condensed consolidating financial information is included so that separate financial statements of Core Laboratories LP are not required to be filed with the U.S. Securities and Exchange Commission. The condensed consolidating financial statements present investments in both consolidated and unconsolidated affiliates using the equity method of accounting.

The following condensed consolidating financial information presents: condensed consolidating balance sheets as of June 30, 2007 and December 31, 2006, statements of income and the consolidating statements of cash flows for each of the quarters and six months ended June 30, 2007 and 2006 of (a) Core Laboratories N.V., parent/guarantor, (b) Core Laboratories LP, issuer of public debt securities guaranteed by Core Laboratories N.V.; (c) the non-guarantor subsidiaries, (d) consolidating adjustments necessary to consolidate Core Laboratories N.V. and its subsidiaries and (e) Core Laboratories N.V. on a consolidated basis.



Condensed Consolidating Balance Sheets(In thousands)
June 30, 2007Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalASSETSCURRENT ASSETS:Cash and cash equivalents
$         4,790

$       34,670

$      14,921

$                -

$      54,381Accounts receivable, net
168

24,538

103,974

-

128,680Inventories, net
-

2,219

29,729

-

31,948Prepaid expenses and other current assets
348

9,482

22,819

-

32,6495,306

70,909

171,443

-

247,658PROPERTY, PLANT AND EQUIPMENT, net
-

21,038

65,765

-

86,803GOODWILL AND INTANGIBLES, net
46,986

1,957

90,245

-

139,188INTERCOMPANY RECEIVABLES
14,244

233,406

303,571

(551,221)

-INVESTMENT IN AFFILIATES
289,468

-

746,518

(1,035,192)

794DEFERRED TAX ASSET
6,008

41,251

-

(10,912)

36,347OTHER ASSETS
3,746

10,602

821

-

15,169TOTAL ASSETS
$      365,758

$      379,163

$  1,378,363

$   (1,597,325)

$          525,959LIABILITIES AND SHAREHOLDERS' EQUITYCURRENT LIABILITIES:Current maturities of long-term debt and
capital lease obligations
$            674

$                 -

$                 6

$                   -

$           680Accounts payable
13,530

8,101

26,618

-

48,249Other accrued expenses
3,374

8,900

38,099

-

50,37317,578

17,001

64,723

-

99,302LONG-TERM DEBT AND CAPITAL LEASE
OBLIGATIONS
-

300,000

2

-

300,002DEFERRED COMPENSATION
5,615

6,338

355

-

12,308DEFERRED TAX LIABILITY
9,220

-

1,692

(10,912)

-INTERCOMPANY PAYABLES
245,446

17,171

288,604

(551,221)

-OTHER LONG-TERM LIABILITIES
10,991

9,454

15,517

-

35,962MINORITY INTEREST
-

-

1,477

-

1,477TOTAL SHAREHOLDERS' EQUITY
76,908

29,199

1,005,993

(1,035,192)

76,908TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY
$      365,758

$      379,163

$  1,378,363

$   (1,597,325)

$     525,959




---



Condensed Consolidating Balance Sheets(In thousands)
December 31, 2006Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalASSETSCURRENT ASSETS:Cash and cash equivalents
$          1,572

$       35,385

$      17,266

$                -

$      54,223Accounts receivable, net
125

19,717

92,213

-

112,055Inventories, net
-

1,677

28,522

-

30,199Prepaid expenses and other current assets
495

14,441

14,139

-

29,0752,192

71,220

152,140

-

225,552PROPERTY, PLANT AND EQUIPMENT, net
-

21,654

66,080

-

87,734GOODWILL AND INTANGIBLES, net
46,986

2,009

90,225

-

139,220INTERCOMPANY RECEIVABLES
38,390

198,654

351,316

(588,360)

-INVESTMENT IN AFFILIATES
150,090

-

788,555

(937,755)

890DEFERRED TAX ASSET
5,815

26,286

13,707

(12,776)

33,032OTHER ASSETS
3,410

10,460

917

-

14,787TOTAL ASSETS
$      246,883

$      330,283

$  1,462,940

$   (1,538,891)

$     501,215LIABILITIES AND SHAREHOLDERS' EQUITYCURRENT LIABILITIES:Current maturities of long-term debt and
capital lease obligations
$          2,654

$             100

$                8

$                   -

$         2,762Accounts payable
698

7,078

29,684

-

37,460Other accrued expenses
2,785

18,915

26,998

-

48,6986,137

26,093

56,690

-

88,920LONG-TERM DEBT AND CAPITAL LEASE
OBLIGATIONS
-

300,000

2

-

300,002DEFERRED COMPENSATION
5,230

4,920

263

-

10,413DEFERRED TAX LIABILITY
12,776

-

-

(12,776)

-INTERCOMPANY PAYABLES
140,376

2,553

445,431

(588,360)

-OTHER LONG-TERM LIABILITIES
10,528

7,645

10,425

-

28,598MINORITY INTEREST
-

-

1,446

-

1,446TOTAL SHAREHOLDERS' EQUITY
71,836

(10,928)

948,683

(937,755)

71,836TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY
$      246,883

$      330,283

$  1,462,940

$   (1,538,891)

$      501,215






---



Condensed Consolidating Statements of Operations(In thousands)
Three Months Ended June 30, 2007Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalREVENUESOperating revenues
$                   -

$      34,869

$    133,524

$                   -

$     168,393Intercompany revenues
346

4,298

43,191

(47,835)

-Earnings from consolidated affiliates
29,317

-

77,297

(106,614)

-Total revenues
29,663

39,167

254,012

(154,449)

168,393OPERATING EXPENSESOperating costs
238

20,015

93,096

-

113,349General and administrative expenses
2,668

7,052

-

-

9,720Depreciation and amortization
-

1,326

3,571

-

4,897Other expense (income), net
(1,339)

2,346

21,836

(24,316)

(1,473)Operating income
28,096

8,428

135,509

(130,133)

41,900Interest expense
21

611

(7)

10

635Income before income tax expense
28,075

7,817

135,516

(130,143)

41,265Income tax expense (benefit)
(728)

1,825

11,365

-

12,462NET INCOME
$         28,803

$        5,992

$     124,151

$      (130,143)

$       28,803
















Condensed Consolidating Statements of Operations(In thousands)
Six Months Ended June 30, 2007Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalREVENUESOperating revenues
$                   -

$      64,856

$    259,260

$                   -

$     324,116Intercompany revenues
606

8,808

61,571

(70,985)

-Earnings from consolidated affiliates
59,593

-

77,297

(136,890)

-Total revenues
60,199

73,664

398,128

(207,875)

324,116OPERATING EXPENSESOperating costs
552

38,786

181,260

-

220,598General and administrative expenses
4,275

13,484

-

-

17,759Depreciation and amortization
-

2,627

6,848

-

9,475Other expense (income), net
(1,294)

4,198

42,216

(47,456)

(2,336)Operating income
56,666

14,569

167,804

(160,419)

78,620Interest expense
58

1,205

4

-

1,267Income before income tax expense
56,608

13,364

167,800

(160,419)

77,353Income tax expense (benefit)
2,543

5,150

15,595

-

23,288NET INCOME
$         54,065

$        8,214

$     152,205

$      (160,419)

$       54,065




---



Condensed Consolidating Statements of Cash Flows(In thousands)
Six Months Ended June 30, 2007Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalNet cash provided by (used in) operating activities
$          53,362

$      2,287

$       4,073

$                -

$     59,722CASH FLOWS FROM INVESTING ACTIVITIES:Capital expenditures
-

(1,860)

(6,692)

-

(8,552)Patents and other intangibles
-

(20)

(135)

-

(155)Proceeds from sale of assets
-

3

411

-

414Premiums on life insurance
-

(963)

-

-

(963)Net cash used in investing activities
-

(2,840)

(6,416)

-

(9,256)CASH FLOWS FROM FINANCING ACTIVITIES:Repayment of debt
(2,080)

-

-

-

(2,080)Proceeds from debt borrowings
-

-

-

-

-Capital lease obligations
-

-

(2)

-

(2)Stock options exercised
17,219

-

-

-

17,219Repurchase of common shares
(75,404)

-

-

-

(75,404)Debt issuance costs
-

(162)

-

-

(162)Excess tax benefit from stock-based payments
10,121

-

-

-

10,121Net cash used in financing activities
(50,144)

(162)

(2)

-

(50,308)NET CHANGE IN CASH AND CASH
EQUIVALENTS
3,218

(715)

(2,345)

-

158CASH AND CASH EQUIVALENTS,
beginning of period
1,572

35,385

17,266

-

54,223CASH AND CASH EQUIVALENTS,
end of period
$                  4,790

$           34,670

$            14,921

$                -

$       54,381






Condensed Consolidating Statements of Operations(In thousands)
Three Months Ended June 30, 2006Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalREVENUESOperating revenues
$                       -

$            28,625

$     111,392

$                   -

$    140,017Intercompany revenues
-

3,580

29,195

(32,775)

-Earnings from consolidated affiliates
21,387

-

(1,060)

(20,327)

-Total revenues
21,387

32,205

139,527

(53,102)

140,017OPERATING EXPENSESOperating costs
155

18,173

91,918

(10,051)

100,195General and administrative expenses
1,678

6,983

2

-

8,663Depreciation and amortization
(17)

1,368

2,737

-

4,088Other expense (income), net
12

1,345

19,830

(22,733)

(1,546)Operating income
19,559

4,336

25,040

(20,318)

28,617Interest expense
278

1,234

10

9

1,531Income before income tax expense
19,281

3,102

25,030

(20,327)

27,086Income tax expense (benefit)
321

1,257

6,548

-

8,126NET INCOME
$          18,960

$                 1,845

$             18,482

$         (20,327)

$              18,960




---



Condensed Consolidating Statements of Operations(In thousands)
Six Months Ended June 30, 2006Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalREVENUESOperating revenues
$                          -

$           52,631

$        224,721

$                   -

$          277,352Intercompany revenues
-

6,521

52,942

(59,463)

-Earnings from consolidated affiliates
41,579

-

12,852

(54,431)

-Total revenues
41,579

59,152

290,515

(113,894)

277,352OPERATING EXPENSESOperating costs
155

33,255

186,089

(19,156)

200,343General and administrative expenses
5,103

14,101

4

-

19,208Depreciation and amortization
16

2,633

5,563

-

8,212Other expense (income), net
(184)

2,090

34,985

(40,307)

(3,416)Operating income
36,489

7,073

63,874

(54,431)

53,005Interest expense
392

2,444

19

-

2,855Income before income tax expense
36,097

4,629

63,855

(54,431)

50,150Income tax expense (benefit)
992

(2,821)

16,874

-

15,045NET INCOME
$           35,105

$                7,450

$      46,891

$         (54,431)

$      35,105










Condensed Consolidating Statements of Cash Flows(In thousands)
Six Months Ended June 30, 2006Core Laboratories N.V. (Parent/ Guarantor)

Core Laboratories LP (Issuer)

Other Subsidiaries (Non- Guarantors)

Consolidating Adjustments

Consolidated TotalNet cash provided by (used in) operating activities
$            65,481

$   (27,363)

$          13,332

$                  -

$          51,450CASH FLOWS FROM INVESTING ACTIVITIES:Capital expenditures
-

(2,331)

(7,527)

-

(9,858)Patents and other intangibles
-

(12)

(21)

-

(33)Proceeds from sale of assets
-

259

1,857

-

2,116Premiums on life insurance
-

(575)

-

-

(575)Net cash used in investing activities
-

(2,659)

(5,691)

-

(8,350)CASH FLOWS FROM FINANCING ACTIVITIES:Repayment of debt
(6,747)

(100)

-

-

(6,847)Proceeds from debt borrowings
-

22,000

-

-

22,000Capital lease obligations
-

-

(21)

-

(21)Stock options exercised
12,313

-

-

-

12,313Repurchase of common shares
(77,621)

-

-

-

(77,621)Excess tax benefits from stock-based payments
5,482

-

-

-

5,482Net cash used in financing activities
(66,573)

21,900

(21)

-

(44,694)NET CHANGE IN CASH AND CASH
EQUIVALENTS
(1,092)

(8,122)

7,620

-

(1,594)CASH AND CASH EQUIVALENTS,
beginning of period
1,352

(243)

12,634

-

13,743CASH AND CASH EQUIVALENTS,
end of period
$                    260

$              (8,365)

$            20,254

$                 -

$     12,149




---



13. RECENT ACCOUNTING PRONOUNCEMENTS

In September 2006, the Financial Accounting Standards Board ("FASB") issued SFAS No. 157, Fair Value Measurements ("FAS 157"). FAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. FAS No. 157 does not require any new fair value measurements, rather, its application will be made pursuant to other accounting pronouncements that require or permit fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007, and interim periods within those years. The provisions of FAS No. 157 are to be applied prospectively upon adoption, except for limited specified exceptions. We do not expect the adoption of FAS No. 157 to have a material impact on our financial position, results of operations or cash flows.



In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an Amendment of FASB Statement No. 115 ("FAS 159").  FAS 159 permits companies to measure eligible financial instruments and certain other items at fair value that are currently not required to be measured at fair value.  FAS 159 will become effective for financial statements issued for fiscal years beginning after November 15, 2007, with early adoption permitted.  We are currently evaluating FAS 159 and any potential impact on our financial statements, however we do not expect this pronouncement to have a material impact on our financial position or results of operations.

Return to Index



---

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion summarizes the financial position of Core Laboratories N.V. and its subsidiaries as of June 30, 2007 and should be read in conjunction with (i) the unaudited consolidated interim financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q and (ii) the consolidated financial statements and accompanying notes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2006.

General

Core Laboratories N.V. is a Netherlands limited liability company.  It was established in 1936 and is one of the world's leading providers of proprietary and patented reservoir description, production enhancement and reservoir management products and services to the oil and gas industry.  These products and services can enable our clients to improve reservoir performance and increase oil and gas recovery from their producing fields.  Core Laboratories N.V. has over 70 offices in more than 50 countries and employs approximately 4,700 people worldwide.

References to "Core Lab", "we", "our", and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated affiliates.

Our business units have been aggregated into three complementary segments, which provide products and services for improving reservoir performance and increasing oil and gas recovery from new and existing fields.



*
Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples. We provide analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry.*
Production Enhancement: Includes products and services relating to reservoir well completions, perforations, stimulations and production. We provide integrated services to evaluate the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.*
Reservoir Management: Combines and integrates information from reservoir description and production enhancement services to increase production and improve recovery of oil and gas from our clients' reservoirs.


Cautionary Statement Regarding Forward Looking Statements

This quarterly report 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. Certain of the statements contained in this Management's Discussion and Analysis of Financial Condition and Results of Operations section, including those under the headings "Outlook" and "Liquidity and Capital Resources", and in other parts of this 10-Q, are forward looking. In addition, from time to time, we may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. Forward-looking statements can be identified by the use of forward-looking terminology such as "may", "will", "believe", "expect", "anticipate", "estimate", "continue", or other similar words, including statements as to the intent, belief, or current expectations of our directors, officers, and management with respect to our future operations, performance, or positions or which contain other forward-looking information. These forward-looking statements are predictions. No assurances can be given that the future results indicated, whether expressed or implied, will be achieved. Our actual results may differ significantly from the results discussed in the forward-looking statements. While we believe that these statements are and will be accurate, a variety of factors could cause our actual results and experience to differ materially from the anticipated results or other expectations expressed in our statements. Such factors include, but are not limited to, the risks and uncertainties summarized below:



-
general and economic business conditions;-
prices of oil and natural gas and industry expectations about future prices;-
foreign exchange controls and currency fluctuations;-
political stability in the countries in which we operate;-
the business opportunities (or lack thereof) that may be presented to and pursued by us;-
changes in laws or regulations; and-
the validity of the assumptions used in the design of our disclosure controls and procedures.


Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in the forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. For a more detailed discussion of some of the foregoing risks and uncertainties, see "Item 1A - Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2006, as well as the other reports and registration statements filed by us with the SEC.

Recent Developments

On January 1, 2007, we adopted FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes-An Interpretation of FASB Statement No. 109, Accounting for Income Taxes ("FIN 48"), which was issued to create a single model to address accounting for uncertainty in tax positions. FIN 48 clarifies the accounting for income taxes, by prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements.  FIN 48 also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition.  FIN 48 became effective for fiscal years beginning after December 15, 2006.  The cumulative effect of $3.3 million from adopting FIN 48 was recorded in retained earnings and other long-term liabilities.

Outlook

We have established internal earnings targets that are based on current market conditions. Based on industry surveys, we anticipate North American activity levels of our clients during 2007 to be somewhat lower than their activity levels in 2006. We also believe that the activity levels outside of North America for 2007 will continue to remain higher than activity levels for 2006.

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Results of Operations

Unaudited results of operations as a percentage of applicable revenue were as follows (in thousands):





|                                                                     | Three Months Ended June 30, |  | % Change
|-------------------------------------------------------------------- | --------------------------- |  | --------
|                                                                     | 2007                        |  | 2006    
|REVENUES:                                                            |                             |  |         
|Service                                                              | $    126,187                |  | 75%     
|Product sale                                                         | 42,206                      |  | 25%     
|Total revenue                                                        | 168,393                     |  | 100%    
|OPERATING EXPENSES:                                                  |                             |  |         
|Cost of services (1)                                                 | 84,423                      |  | 67%     
|Cost of sales (1)                                                    | 28,926                      |  | 69%     
|Total cost of services and sales                                     | 113,349                     |  | 67%     
|General and administrative expenses                                  | 9,720                       |  | 6%      
|Depreciation and amortization                                        | 4,897                       |  | 3%      
|Other (income), net                                                  | (1,473)                     |  | (1%)    
|Operating income                                                     | 41,900                      |  | 25%     
|Interest expense                                                     | 635                         |  | -       
|Income before income tax expense                                     | 41,265                      |  | 25%     
|Income tax expense                                                   | 12,462                      |  | 7%      
|NET INCOME                                                           | $      28,803               |  | 17%     
|                                                                     |                             |  |         
|(1) Percentage based on applicable revenue rather than total revenue |                             |  |         







|                                                                     | Six Months Ended June 30, |  | % Change
|-------------------------------------------------------------------- | ------------------------- |  | --------
|                                                                     | 2007                      |  | 2006    
|REVENUES:                                                            | (dollars, in thousands)   |  |         
|Service                                                              | $    243,152              |  | 75%     
|Product sale                                                         | 80,964                    |  | 25%     
|Total revenue                                                        | 324,116                   |  | 100%    
|OPERATING EXPENSES:                                                  |                           |  |         
|Cost of services (1)                                                 | 164,277                   |  | 68%     
|Cost of sales (1)                                                    | 56,321                    |  | 70%     
|Total cost of services and sales                                     | 220,598                   |  | 68%     
|General and administrative expenses                                  | 17,759                    |  | 5%      
|Depreciation and amortization                                        | 9,475                     |  | 3%      
|Other (income), net                                                  | (2,336)                   |  | (1%)    
|Operating income                                                     | 78,620                    |  | 24%     
|Interest expense                                                     | 1,267                     |  | -       
|Income before income tax expense                                     | 77,353                    |  | 24%     
|Income tax expense                                                   | 23,288                    |  | 7%      
|NET INCOME                                                           | $      54,065             |  | 17%     
|                                                                     |                           |  |         
|(1) Percentage based on applicable revenue rather than total revenue |                           |  |         



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Operating Results for the Three and Six Months Ended June 30, 2007 Compared to the Three and Six Months Ended June 30, 2006 (unaudited)



Service Revenues

Service revenues increased to $126.2 million for the second quarter of 2007, up 19% when compared to $106.4 million for the second quarter of 2006.  For the six months ended June 30, 2007, service revenues increased 18% to $243.2 million compared to $205.5 million for the respective period in 2006.  This increase in revenue was primarily due to the continued strength in the price of oil which is driving increased demand for oilfield activities globally. This increased activity in turn continued to create increased demand for the services we provide.  In addition, we have experienced an increase in market penetration and market acceptance of recently introduced services. This has benefited our business in the Middle East, especially Qatar and Saudi Arabia, where these services will be used to increase daily natural gas and crude oil production while maximizing the ultimate hydrocarbon recoveries from the Qatari and Saudi Arabian fields.

Product Sale Revenues

Revenues associated with product sales increased to $42.2 million for the second quarter of 2006, up 25% from $33.7 million for the second quarter of 2006. For the six months ended June 30, 2007, product sale revenues increased 13% to $81.0 million compared to $71.9 million for the same period in 2006. Increased drilling activity on a global basis, but more specifically greater market penetration for our well completion products contributed to our improved results.  Additionally, increased demand in Canada for our proprietary reservoir monitoring equipment significantly contributed to these improved results.  During the first quarter we introduced new reservoir optimizing technologies which began to generate additional revenues that should produce higher operating margins which should also increase incremental margins.

Cost of Services

Cost of services expressed as a percentage of service revenue was 67% for the quarter ended June 30, 2007, down from 71% for the corresponding quarter in 2006. For the six-month period ending June 30, 2007, cost of services expressed as a percentage of service revenue was 68% as compared to 72% for the same period for 2006.  The decline in the cost of services relative to service revenue was primarily a result of incremental margins earned on higher revenues over our relatively fixed cost structure.  Incremental margins are calculated as the change in operating income divided by the change in revenues.

Cost of Sales

Cost of sales as a percentage of product sale revenues was 69% for the quarter ended June 30, 2007, which was an improvement from the 74% for the same period in 2006.  For the six month period ending June 30, 2007, cost of product sales expressed as a percentage of sales revenue was 70% which was an improvement from the 73% for the same period in 2006. The decrease in cost of sales as a percentage of product sale revenues for 2007 was primarily due to growing demand for new higher margin products and continuing efforts to improve our manufacturing efficiencies.

General and Administrative Expenses

General and administrative expenses were $9.7 million for the second quarter of 2007 compared to $8.7 million for the second quarter of 2006.  This increase was primarily due to an increase in salaries and incentive compensation relating to our improved performance and additional accounting services related to the conversion of our local Dutch statutory financials from Dutch GAAP to IFRS.  For the six-month periods ended June 30, 2007 and 2006, general and administrative expenses decreased $1.4 million to $17.8 million from $19.2 million relating to lower compensation benefits for certain members of management recorded in the first half of 2007 compared to 2006.

Depreciation and Amortization Expense

Depreciation and amortization expense of $4.9 million for the second quarter of 2007 increased $0.8 million, from $4.1 million for the second quarter of 2006. For the six-month period ended June 30, 2007, depreciation and amortization expense was $9.5 million, an increase of $1.3 million from the June 30, 2006 due to an increase in capital expenditures the latter half of 2006.

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Other Income, Net

Other income, net consisted of the following at June 30, 2007 and 2006 (in thousands):





|                           | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|-------------------------- | -------------------------- |  | ------------------------
|                           | 2007                       |  | 2006                    
|                           | (Unaudited)                |  | (Unaudited)             
|Minority interest          | $        107               |  | $           67          
|Gain on sale of assets     | (171)                      |  | (142)                   
|Foreign exchange gain      | (493)                      |  | (1,102)                 
|Interest income            | (500)                      |  | (55)                    
|Gain on insurance recovery | -                          |  | -                       
|Other                      | (416)                      |  | (314)                   
|Total other income, net    | $     (1,473)              |  | $     (1,546)           



In 2005, a building at our manufacturing plant in Godley, Texas, was damaged by fire, resulting in the loss of the building, some inventory, as well as other business equipment and supplies.  We filed a claim for business interruption costs and the final settlement was reached in the first quarter of 2006, which resulted in a gain of $0.5 million.

Foreign exchange gains by currency are summarized in the following table (in thousands):



|                 | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|---------------- | -------------------------- |  | ------------------------
|                 | 2007                       |  | 2006                    
|                 | (Unaudited)                |  | (Unaudited)             
|Canadian Dollar  | $    (350)                 |  | $      (434)            
|Euro             | (46)                       |  | (187)                   
|Russian Ruble    | (31)                       |  | (281)                   
|Other currencies | (66)                       |  | (200)                   
|Total gain       | $     (493)                |  | $   (1,102)             



Income Tax Expense

The effective tax rate for the second quarter of 2007 and 2006 was 30.2% and 30.0%, respectively.



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Segment Analysis

Our operations are managed primarily in three complementary segments - Reservoir Description, Production Enhancement and Reservoir Management.  The following table summarizes our results by operating segment for the three and six-month periods ended June 30, 2007 and 2006 (in thousands):



|                                                                                                       | Three Months Ended 
June 30, |  | Six Months Ended 
June 30,
|------------------------------------------------------------------------------------------------------ | ---------------------------- |  | --------------------------
|                                                                                                       | 2007                         |  | 2006                      
|Revenues:                                                                                              | (Unaudited)                  |  | (Unaudited)               
|Reservoir Description                                                                                  | $    93,798                  |  | $    80,142               
|Production Enhancement                                                                                 | 60,761                       |  | 51,633                    
|Reservoir Management                                                                                   | 13,834                       |  | 8,242                     
|Consolidated                                                                                           | $  168,393                   |  | $  140,017                
|                                                                                                       |                              |  |                           
|Operating income:                                                                                      |                              |  |                           
|Reservoir Description                                                                                  | $   21,426                   |  | $   14,261                
|Production Enhancement                                                                                 | 16,200                       |  | 12,673                    
|Reservoir Management                                                                                   | 4,117                        |  | 1,632                     
|Corporate and Other1                                                                                   | 157                          |  | 51                        
|Consolidated                                                                                           | $   41,900                   |  | $   28,617                
|                                                                                                       |                              |  |                           
|1)  "Corporate and Other" represents those items that are not directly related to a particular segment

Reservoir Description

Revenues from the Reservoir Description segment increased $13.7 million, to $93.8 million in the second quarter of 2007, compared to $80.1 million in the second quarter of 2006, as a result of continued expansion of oilfield activities world-wide and North American projects related to gas-shale and Canadian oil-sands reservoirs. For the six months ended June 30, 2007 revenues increased $25.6 million, to $176.9 million from $151.3 million for the six months ended June 30, 2006. The revenue growth was driven, in part, by the increased demand for our recently introduced proprietary and patented reservoir optimization technologies and related services. These include our Pressurized Fluid Imaging Services (PFISTM) and our fluid characterization services in North America, Europe, Asia and Middle East. We are expanding our services, especially in the Middle East, which will be used to increase daily natural gas and crude oil production while maximizing the ultimate hydrocarbon recoveries.

Operating income in the second quarter of 2007 increased by 50% or $7.1 million to $21.4 million compared to $14.3 million for the second quarter of 2006. Operating income for the six-month period ended June 30, 2007 increased by 63% or $14.8 million to $38.2 million.  Increases in operating income were primarily due to incremental margins earned from higher sales over our relatively fixed cost structure and the introduction and acceptance of recently introduced reservoir optimization services. Operating margins for the quarter and six months ended June 30, 2007 were 23% and 22%, respectively compared to 18% and 15% for the same periods in 2006, respectively.  Our customers continue to shift from lower margin projects to those projects having a higher content of Core's newer services and technologies, which produced incremental margins of 58% for the six-months, on higher revenues during the period.  Incremental margins are calculated as the change in operating income divided by the change in revenues.

Production Enhancement

Revenues from the Production Enhancement segment increased $9.2 million to $60.8 million in the second quarter of 2007 as compared to $51.6 million in the second quarter in 2006, and revenues increased $11.9 million to $119.6 million for the six months ended June 30, 2007 as compared to $107.7 million for the same period in 2006.   This increase was primarily the result of continued improvement in market penetration of our well perforating and completion products and stimulation diagnostic services, overall expansion in global drilling activities, and continued improvements in the international expansion of our technologies.

Operating income in the second quarter of 2007 increased by 28% or $3.5 million to $16.2 million from $12.7 million for the second quarter of 2006.  Operating margins increased to 27% in the second quarter of 2007 compared to 25% for the same period in 2006. For the six months ended June 30, 2007, operating income increased to $32.3 million, an increase of 26% over the same period in 2006.  These margin improvements were primarily due to increased sales of higher-margin services and products including new enhanced recovery technology, such as SpectraScanTM, SpectraStimTM, Completion ProfilerTM and our SuperHEROTM perforating charges and gun systems, as well as improved manufacturing efficiencies.  Additionally, the demand for our technology in fracture diagnostics continues to increase as drilling activity increases in unconventional reservoirs.



Reservoir Management

Revenues from the Reservoir Management segment increased $5.6 million, or 68%, in the second quarter of 2007 as compared to the second quarter of 2006. Revenues for the six-month period ended June 30, 2007 were $27.6 million, an increase of 51% from $18.3 million from the same period in 2006.  The improvement was a result of higher revenue from our multi-client regional reservoir optimization projects for both North America and international studies, especially studies pertaining to unconventional gas reservoirs and sales of our proprietary reservoir monitoring products for oil-sands in Canada.

Operating income in the second quarter of 2007 increased 152% to $4.1 million from $1.6 million for the second quarter of 2006.  Operating margins increased to 30% in the second quarter of 2007 compared to 20% for the same period in 2006. For the six-month period ended June 30, 2007, operating income was $7.8 million with operating margins of 28%, as compared to operating income of $4.6 million and operating margins of 25% from the same period in 2006.  The increase was primarily due to the continued expansion of the multi-client regional reservoir study sales in the U.S. and expansion of studies being performed in Libya, along with product sales to the oil-sands projects in Canada.

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Liquidity and Capital Resources

General

We have historically financed our activities through cash on hand, cash flows from operations, bank credit facilities, or the issuance of debt and equity financing.

We utilize the non-GAAP financial measure of free cash flow to evaluate our cash flows and results of operations.  Free cash flow is defined as net cash provided by operating activities (which is the most directly comparable GAAP measure) less capital expenditures.  Management believes that free cash flow provides useful information to investors as it represents the cash, in excess of capital expenditures, available to operate the business and fund non-discretionary obligations. Free cash flow is not a measure of operating performance under GAAP, and should not be considered in isolation nor construed as an alternative to operating profit, net income (loss) or cash flows from operating, investing or financing activities, each as determined in accordance with GAAP.  Moreover, since free cash flow is not a measure determined in accordance with GAAP and thus is susceptible to varying interpretations and calculations, free cash flow as presented, may not be comparable to similarly titled measures presented by other companies.  The following table reconciles this non-GAAP financial measure to the most directly comparable measure calculated and presented in accordance with U.S. GAAP for the three month period ended June 30, 2007 and 2006 (in thousands):



|                                          |  | Six Months Ended
June 30,
|----------------------------------------- |  | -------------------------
|                                          |  | 2007                     
|Free cash flow calculation:               |  | (unaudited)              
|Net cash provided by operating activities |  | $    59,722              
|Less:  capital expenditures               |  | 8,552                    
|Free cash flow                            |  | $    51,170              

The increase in free cash flow in 2007 compared to 2006 was due to higher net income and a decrease in capital expenditures offset by a net increase in working capital, excluding cash.  At June 30, 2007 and December 31, 2006, we had working capital of $148.4 million and $136.6 million, respectively.

Cash Flows

The following table summarizes cash flows for the six months ended June 30, 2007 and 2006 (in thousands):



|                                        |  | Six Months Ended
June 30,
|--------------------------------------- |  | -------------------------
|                                        |  | 2007                     
|Cash provided by/(used in):             |  | (unaudited)              
|Operating activities                    |  | $    59,722              
|Investing activities                    |  | (9,256)                  
|Financing activities                    |  | (50,308)                 
|Net change in cash and cash equivalents |  | $        158             

The increase in cash flows provided by operating activities was attributable to an increase in net income offset by an increase in working capital due to timing of payments.  The increase in cash used in investing activities is due to larger sales proceeds received in the prior year which offset the higher capital expenditures. The cash flows used in financing activities in 2007 relates primarily to shares repurchased under our common share repurchase program, stock options issued and a tax benefit from stock-based compensation.  In the first six months of 2007, we repurchased approximately 0.9 million shares for an aggregate price of $75.4 million compared to approximately 1.5 million shares for an aggregate price of $77.6 million during the six months ended June 30, 2006.  In addition, we received proceeds from the exercise of stock options in the amount of $17.2 million and recognized a tax benefit of $10.1 million in 2007 and received proceeds from the exercise of stock options of $12.3 million, recognized a tax benefit of $5.5 million and borrowings of $22.0 million in 2006.

We maintain a revolving credit facility (the "Credit Facility") that allows for an aggregate borrowing capacity of $100.0 million.  As amended, this facility provides an option to increase the commitment under the Credit Facility to $150.0 million, if certain conditions are met.  The Credit Facility bears interest at variable rates from LIBOR plus 0.5% to a maximum of LIBOR plus 1.125%.  The outstanding balance under the Credit Facility matures when it is due in December 2010 and only requires bi-annual interest payments until maturity.  These interest payments are based on the interest period selected.  Our available capacity is reduced by outstanding unsecured letters of credit and performance guarantees and bonds totaling $7.6 million at June 30, 2007 related to certain projects in progress.  Our available borrowing capacity under the Credit Facility at June 30, 2007 was $92.4 million.

The terms of the Credit Facility require us to meet certain financial and operational covenants. We believe that we are in compliance with all such covenants at June 30, 2007.  All of our material, wholly owned subsidiaries are guarantors or co-borrowers under the Credit Facility.

Our ability to maintain and grow our operating income and cash flow depends, to a large extent, on continued investing activities. We are a Netherlands holding company and substantially all of our operations are conducted through subsidiaries. Consequently, our cash flow depends upon the ability of our subsidiaries to pay cash dividends or otherwise distribute or advance funds to us.  We believe our future cash flows from operations, supplemented by our borrowing capacity and issuances of additional equity should be sufficient to fund our debt requirements, capital expenditures, working capital, and future acquisitions.

At our Annual Shareholders' Meeting on April 2, 2007 (the "Meeting"), our shareholders approved the cancellation of 3,127,040 treasury shares we had repurchased or otherwise acquired up to the date of the Meeting.  These 3,127,040 treasury shares were cancelled in April 2007 at historical cost, totaling $233.5 million, or $74.73 per share, resulting in a decrease in treasury shares and a corresponding decrease in additional paid-in-capital, retained earnings and common stock.  Our shareholders also approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

Recent Accounting Pronouncements

In September 2006, the Financial Accounting Standards Board ("FASB") issued SFAS No. 157, Fair Value Measurements ("FAS 157"). FAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. FAS No. 157 does not require any new fair value measurements, rather, its application will be made pursuant to other accounting pronouncements that require or permit fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007, and interim periods within those years. The provisions of FAS No. 157 are to be applied prospectively upon adoption, except for limited specified exceptions. We do not expect the adoption of FAS No. 157 to have a material impact on our financial position, results of operations or cash flows.



In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an Amendment of FASB Statement No. 115 ("FAS 159").  FAS 159 permits companies to measure eligible financial instruments and certain other items at fair value that are currently not required to be measured at fair value.  FAS 159 will become effective for financial statements issued for fiscal years beginning after November 15, 2007, with early adoption permitted.  We are currently evaluating FAS 159 and any potential impact on our financial statements, however we do not expect this pronouncement to have a material impact on our financial position or results of operations.

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Item 3. Quantitative and Qualitative Disclosures of Market Risk

There have been no material changes in market risk from the information provided in Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report on Form 10-K as of December 31, 2006.

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Item 4. Controls and Procedures

A complete discussion of our controls and procedures is included in our Form 10-K for the year ended December 31, 2006.

Disclosure Controls and Procedures

Our management, under the supervision of and with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of Core Laboratories N.V.'s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of the period covered by this report.  Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.  Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, 2007 at the reasonable assurance level. Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud.  Further, the design of disclosure controls and internal control over financial reporting must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.  Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control Over Financial Reporting

There have not been any changes in our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our fiscal quarter ended June 30, 2007, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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CORE LABORATORIES N.V.

PART II - OTHER INFORMATION



Item 1.  Legal Proceedings

See Note 6 of Consolidated Interim Financial Statements in Part I, Item 1.

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Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information about purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act during the quarter ended June 30, 2007:





|Period              |  | Total Number of Shares Purchased |  | Average Price Paid Per Share |  | Total Number of Shares Purchased as Part of a Publicly Announced Program |  | Maximum Number of Shares That May Yet be Purchased Under the Program
|------------------- |  | -------------------------------- |  | ---------------------------- |  | ------------------------------------------------------------------------ |  | --------------------------------------------------------------------
|April 1-30, 2007    |  | -                                |  | -                            |  | -                                                                        |  | 2,390,686                                                           
|May 1-31, 2007      |  | -                                |  | -                            |  | -                                                                        |  | 2,390,686                                                           
|June 1-30, 2007 (1) |  | 170,800                          |  | $98.24                       |  | 170,800                                                                  |  | 2,219,886                                                           
|Total               |  | 170,800                          |  | $98.24                       |  | 170,800                                                                  |  |                                                                     
|                    |  |                                  |  |                              |  |                                                                          |  |                                                                     

(1) Contains 36,400 shares valued at $3.4 million, or $92.34 per share, acquired pursuant to the terms of a compensation plan, in settlement by the participants of personal tax burdens that may result from the issuance of common shares under this plan.

Under Dutch law and our articles of association, and subject to certain Dutch statutory provisions, we may repurchase up to 10% of our issued share capital in open market purchases.  In connection with our initial public offering in March 1995, our shareholders authorized our Management Board to make such repurchases for a period of 18 months.  At each annual shareholders' meeting subsequent to 1995, our shareholders have renewed that authorization. At our Annual Shareholders' Meeting on April 2, 2007, our shareholders approved the extension of the authority of our Management Board to repurchase up to 10% of the Company's outstanding share capital up through October 2, 2008.

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Item 4.  Submissions of Matters to a Vote of Shareholders'

At our meeting of shareholders on April 2, 2007, our shareholders elected three Class II Supervisory Directors consisting of John Ogren, Joseph Perna, and Jacobus Schouten, to serve until our annual meeting in 2010 or until their successors have been duly elected and qualified.

The vote tabulation for the individual Supervisory Directors was as follows:



|                 |  |            |  |                
|---------------- |  | ---------- |  | ---------------
|Director         |  | Shares for |  | Shares withheld
|John Ogren       |  | 19,587,440 |  | 39,106         
|Joseph Perna     |  | 19,464,824 |  | 40,162         
|Jacobus Schouten |  | 19,584,675 |  | 39,821         

The following Directors' terms continue beyond 2006:



|Director              |  | Year Term Expires
|--------------------- |  | -----------------
|David M. Demshur      |  | 2008             
|Rene R. Joyce         |  | 2008             
|Michael C. Kearney    |  | 2008             
|Richard L. Bergmark   |  | 2009             
|Alexander Vriesendorp |  | 2009             
|                      |  |                  

Shareholders at the same time approved the cancellation of all of the treasury shares we had repurchased up to the date of the meeting, which on that date was 3,127,040.  The proposal was approved by 19,609,555 votes in favor, 18,926 votes against, with 42,019 abstentions.

Shareholders also approved the extension of the authority of our Management Board to repurchase up to 10% of the outstanding share capital until October 2, 2008.  The proposal was approved by 19,614,644 votes in favor, 18,674 votes against, with 37,181 abstentions.

Shareholders approved the extension of the authority of the Supervisory Board to issue and/or to grant rights (including options to purchase) of the Company's common and/or preferred shares until April 2, 2012.  The proposal was approved by 17,798,583 votes in favor, 1,702,122 votes against, with 169,795 abstentions.

Shareholders approved the extension of the authority of the Supervisory Board to limit or to exclude the preemptive right of holders of the Company's common shares until April 2, 2012.  The proposal was approved by 14,418,215 votes in favor, 1,665,751 votes against, with 171,766 abstentions.

Shareholders approved the amendment and restatement of the Core Laboratories N.V. 1995 Long-Term Incentive Plan (as amended and restated May 29, 1997).  The proposal was approved by 15,060,601 votes in favor, 1,146,850 votes against, with 48,281 abstentions.

On June 27, 2007 the shareholders reconvened the April 2 meeting and confirmed the Dutch Statutory Annual Accounts for the year ended December 31, 2006.  The proposal was approved by 18,895,594 votes in favor, 319,891 votes against, with 455,015 abstentions.

Shareholders at the same time ratified the appointment of PricewaterhouseCoopers LLP as our independent public accountants for the year ending December 31, 2007.  The proposal was approved by 19,500,282 votes in favor, 134,327 votes against, with 35,890 abstentions.

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Item 6.  Exhibits



|Exhibit No. |   | Exhibit Title                                                                                                                                                                    | Incorporated by reference from the following documents               
|----------- | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------
|3.1         | - | Articles of Association of Core Laboratories N.V., as amended (including English translation)                                                                                    | Form F-1, September 20, 1995 (File No. 000-26710)                    
|3.2         | - | Amendments to the Articles of Association of Core Laboratories N.V.                                                                                                              | Proxy Statement dated May 17, 2006 for Annual Meeting of Shareholders
|31.1        | - | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith                                                       
|31.2        | - | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith                                                       
|32.1        | - | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                | Furnished herewith                                                   
|32.2        | - | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                | Furnished herewith                                                   
|            |   |                                                                                                                                                                                  |                                                                      



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SIGNATURE

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



CORE LABORATORIES N.V.By:
Core Laboratories International B.V., itsManaging DirectorDate:
July 27, 2007
By:
/s/ Richard L. BergmarkRichard L. BergmarkChief Financial OfficerDuly Authorized Officer andPrincipal Financial Officer






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Certification



Exhibit 31.1

I, David M. Demshur, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:



| | (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;         
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;                
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and



5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):

| | (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                              
| | (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.                                                                                               







Date: July 27, 2007
By:
/s/ David M. DemshurDavid M. DemshurChief Executive Officer












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Certification



Exhibit 31.2

I, Richard L. Bergmark, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:



| | (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;         
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;                
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                            
| | (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and



5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):

| | (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                              
| | (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.                                                                                               





Date: July 27, 2007
By:
/s/ Richard L. BergmarkRichard L. BergmarkChief Financial Officer




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Exhibit 32.1

Certification of

Chief Executive Officer

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



I, David M. Demshur, Chief Executive Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended June 30, 2007, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.



Date: July 27, 2007
/s/ David M. DemshurName: David M. DemshurTitle: Chief Executive Officer


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Exhibit 32.2

Certification of

Chief Financial Officer

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



I, Richard L. Bergmark, Chief Financial Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended June 30, 2007, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.



Date: July 27, 2007
/s/ Richard L. BergmarkName: Richard L. BergmarkTitle: Chief Financial Officer




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