THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Complete Production Services, Inc. (CPX)

4/21/2006 424B4 Information

Offering By Selling Stockholders

We are paying the expenses of the offering by the selling stockholders, other than the underwriting discounts, commissions and transfer taxes with respect to shares of stock sold by the selling stockholders. We have agreed to indemnify the selling stockholders against liabilities under the Securities Act, or contribute to payments that the selling stockholders may be required to make in that respect.

The Combination

The Combination closed on September 12, 2005. Immediately prior to the Combination, SCF owned 13,840,356 shares or 69.9% of the outstanding shares of common stock of IPS; 1,100,000 shares or 67.2% of the outstanding shares of common stock of CES; and 200,000 shares or 75.2% of the outstanding shares of common stock of IEM. As a result of the Combination, as of September 12, 2005, SCF held a total of 39,396,756 shares or approximately 70% of our total shares outstanding. For a discussion of the Combination, please see ŅBusiness Š The Combination.Ó

Transactions with Our Significant Stockholder Prior to the Combination

IPS was party to that certain Services Agreement dated as of December 1, 2002 with L.E. Simmons and Associates, Incorporated, the ultimate general partner of SCF, pursuant to which IPS paid L.E. Simmons and Associates, Incorporated $20,000 per month for the services of David C. Baldwin in his capacity as its former Chief Executive Officer and certain administrative staff. David C. Baldwin serves as one of our directors and is a Managing Director of L.E. Simmons and Associates, Incorporated. In March 2004, this agreement was terminated by the parties and is no longer in effect.

CES was a party to that certain Financial Advisory Agreement dated as of November 7, 2003 with L.E. Simmons and Associates, Incorporated, pursuant to which CES paid L.E. Simmons and Associates, Incorporated fees totaling $1,970,000 for the provision of support services during 2003 and 2004. In addition, L.E. Simmons and Associates, Incorporated provided certain management services, including the services of Andrew L. Waite in his capacity as its former Chief Executive Officer, to CES in exchange for $50,000 in the first quarter in 2004, $87,500 in each of the second and third quarters of 2004 and $125,000 in the fourth quarter of 2004 and the first and second quarters of 2005. This agreement has been terminated by the parties and is no longer in effect.

IEM was party to that Financial Advisory Agreement dated as of August 14, 2004, with L.E. Simmons and Associates, Incorporated, the ultimate general partner of SCF, pursuant to which IEM paid L.E. Simmons and Associates, Incorporated an upfront fee of $250,000 and subsequent to that $31,250 per quarter for management services. This agreement has been terminated by the parties and is no longer in effect.

Transactions with our Directors, Officers and Key Operational Managers Andrew L. Waite, the Chairman of our board of directors, is also a Managing Director and an officer of L.E. Simmons and Associates, Incorporated. David C. Baldwin, one of our directors, is also a Managing Director and an officer of L.E. Simmons and Associates, Incorporated.

We provide services to Laramie Energy, an exploration and production company. Robert S. Boswell is a principal of Laramie as well as the Chairman and Chief Executive Officer. Mr. Boswell is a member of our board of directors. Laramie paid us approximately $1.9 million and $346,000 for such services for the years ended December 31, 2005 and 2004, respectively.

In connection with CESÕs acquisition of Hamm Co. in 2004, CES entered into that certain Strategic Customer Relationship Agreement with Continental Resources. By virtue of the Combination, through a subsidiary, we are now a party to such agreement. The agreement provides Continental Resources the option to engage a limited amount of our assets into a long-term contract at market rates. Mr. Hamm is a majority owner of Continental Resources and serves as a member of our board of directors.

We sell services and products to Continental Resources, Inc. and its subsidiaries. Revenues attributable to these sales totaled approximately $3.3 million from October 14, 2004, the date of CESÕs acquisition of Hamm Co., through December 31, 2004 and approximately $21.3 million for the year ended December 31, 2005. Harold G. Hamm is a majority owner of Continental Resources, Inc. and serves as a member of our board of directors.

We lease offices and an oilfield yard from Continental Management Co. and Mr. Hamm for an aggregate of approximately $8,000 per month. These leases expire between 2009 and 2010. Harold G. Hamm is the owner of Continental Management Co. and serves as a member of our board of directors.

We are obligated to pay Lee Daniel, III an aggregate principal amount of $2.2 million pursuant to a subordinated promissory note due March 31, 2009 that was issued by CES in connection with the acquisition of LEED Energy Services in 2004. Mr. Daniel is a member of our key operational management.

We sell products and services to HEP Oil Company and its subsidiaries. Revenues attributable to these sales totaled approximately $7.8 and $8.4 million for the years ended December 31, 2005 and 2004, respectively. John D. Schmitz is a majority owner of HEP Oil Company and is a member of our key operational management.

We lease various oilfield yards, office buildings and other locations from G-ville Properties and B-29 Investments for approximately $132,000 per month. These leases expire between 2008 and 2016. Mr. Schmitz is a majority owner of G-ville Properties and B-29 Investments.

On September 29, 2005, we entered into an Asset Purchase Agreement with Spindletop Production Services, Ltd. and Mr. Schmitz. Pursuant to the agreement, we purchased the assets of Spindletop in exchange for approximately $0.2 million cash and 90,364 shares of our common stock.

We believe that all of these related party transactions were either on terms at least as favorable to us as could have been obtained through armÕs-length negotiations with unaffiliated third parties or were negotiated in connection with acquisitions, the overall terms of which were as favorable to us as could have been obtained through armÕs-length negotiations with unaffiliated third parties. We intend to address future material transactions with our affiliates by having the transactions approved by a committee of disinterested directors.