As filed with the Securities and Exchange Commission on March 31, 2000.

                                                  Registration No. 333-________




                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.   20549

                                  __________

                                   FORM S-8

                            REGISTRATION STATEMENT
                                     under
                          THE SECURITIES ACT OF 1933
                                   _________
                        SUPERIOR ENERGY SERVICES, INC.
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

        DELAWARE                                          75-2379388
(STATE OR OTHER JURISDICTION                           (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION)                     IDENTIFICATION NO.)

                               1105 PETERS ROAD
                           HARVEY, LOUISIANA  70058
                       (ADDRESS, INCLUDING ZIP CODE, OF
                   REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

           SUPERIOR ENERGY SERVICES, INC. 1999 STOCK INCENTIVE PLAN
             SUPERIOR ENERGY SERVICES, INC. DIRECTORS' STOCK PLAN
                           (FULL TITLE OF THE PLANS)

                                  __________

                               ROBERT S. TAYLOR
                            CHIEF FINANCIAL OFFICER
                               1105 PETERS ROAD
                           HARVEY, LOUISIANA  70058
                                (504) 362-4321
           (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
                  INCLUDING AREA CODE, OF AGENT FOR SERVICE)

                                   Copy to:

                              WILLIAM B. MASTERS
         JONES, WALKER, WAECHTER, POITEVENT, CARRERE & DENEGRE, L.L.P.
                            201 ST. CHARLES AVENUE
                       NEW ORLEANS, LOUISIANA 70170-5100


                        CALCULATION OF REGISTRATION FEE


<TABLE>
<CAPTION>




                                                   Proposed    Proposed
                                                   maximum     maximum
                                Amount             offering    aggregate      Amount of
Title of securities             to be              price       offering       registration
to be registered                registered(1)      per unit    price          fee
<S>                             <C>                <C>         <C>            <C>
Common Stock                    2,532,617 shares   $5.75(2)    $14,562,547    $ 3,845.00
($.001 par value per share)     3,421,710 shares   $7.50(3)    $25,662,825    $ 6,775.00
                                ----------                                    ----------
                                5,954,327 shares                              $10,620.00
</TABLE>

(1) Includes 5,929,327 shares issuable under the 1999 Stock Incentive Plan  and
    25,000  shares  issuable  under  the  Directors'  Stock Plan.  Upon a stock
    split, stock dividend or similar transaction in the  future  and during the
    effectiveness of this Registration Statement involving Common  Stock of the
    Company,  the number of shares registered shall be automatically  increased
    to cover the  additional  shares  in  accordance with Rule 416(a) under the
    Securities Act of 1933.
(2) The exercise price of options granted under the 1999 Stock Incentive Plan.
(3) Estimated  solely  for  the  purpose of calculating  the  registration  fee
    pursuant to Rule 457(c) under  the  Securities  Act  of  1933, based on the
    average  of  the high and low price per share of the Common  Stock  on  The
    Nasdaq Stock Market on March 27, 2000.





<PAGE>
                                  PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents,  which  have  been  filed by Superior Energy
Services, Inc. (the "Company") with the Securities and  Exchange Commission
(the "Commission"), are incorporated herein by reference:

     (a)  The  Company's  Annual  Report on Form 10-K for the  fiscal  year
ended December 31, 1999 filed pursuant  to  Section  13  of  the Securities
Exchange Act of 1934 (the "1934 Act");

     (b)  All  other  reports  filed  by  the  Company  with the Commission
pursuant to Section 13 of the 1934 Act since December 31, 1999; and

     (c)  The description of the Company's Common Stock set  forth  in  its
registration  statement  under the 1934 Act on Form 8-A/A filed October 29,
1997.

     All documents filed by  the  Company  with  the Commission pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the 1934 Act  subsequent to the date
of this Registration Statement and prior to the filing  of a post-effective
amendment that indicates that all securities offered have been sold or that
deregisters  all  securities  then  remaining unsold shall, except  to  the
extent otherwise provided by Regulation  S-K  or any other rule promulgated
by  the  Commission,  be deemed to be incorporated  by  reference  in  this
Registration Statement  and  to  be  part hereof from the date of filing of
such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The  Company's  Certificate  of  Incorporation   (the   "Certificate")
contains provisions eliminating the personal liability of the  directors to
the Company and its stockholders for monetary damages for breaches of their
fiduciary  duties  as  directors  to  the  fullest extent permitted by  the
Delaware General Corporation Law.  By virtue  of  these  provisions,  under
current  Delaware  law  a  director  of  the Company will not be personally
liable  for monetary damages for a breach of  his  or  her  fiduciary  duty
except for  liability for (a) a breach of his or her duty of loyalty to the
Company or to  its stockholders, (b) acts or omissions not in good faith or
that involve intentional  misconduct  or  a  knowing  violation of law, (c)
dividends  or  stock  repurchases  or redemptions that are  unlawful  under
Delaware law and (d) any transaction  from  which  he  or  she  receives an
improper personal benefit.  In addition, the Certificate provides  that  if
Delaware  law is amended to authorize the further elimination or limitation
of the liability  of  a director, then the liability of the directors shall
be eliminated or limited  to  the fullest extent permitted by Delaware law,
as amended.  These provisions pertain only to breaches of duty by directors
as directors and not in any other corporate capacity, such as officers, and
limit  liability  only for breaches  of  fiduciary  duties  under  Delaware
corporate law and not  for  violations  of  other  laws such as the federal
securities laws.

     The Certificate also requires the Company to indemnify  its directors,
officers,  employees  and  agents  to the fullest extent permitted  by  the
Delaware  General  Corporation  Law against  certain  expenses  and  costs,
judgments, settlements and fines  incurred  in  the  defense  of any claim,
including  any  claim brought by or in the right of the Company,  to  which
they were made parties  by  reason  of  being  or  having  been  directors,
officers, employees and agents.

     In  addition,  each  of  the  Company's directors has entered into  an
indemnity agreement with the Company,  pursuant  to  which  the Company has
agreed under certain circumstances to purchase and maintain directors'  and
officers'  liability  insurance.   The  agreements  also  provide  that the
Company  will  indemnify  the  directors  against  any  costs and expenses,
judgments,  settlements  and  fines incurred in connection with  any  claim
involving a director by reason  of  his  position as a director that are in
excess  of  the  coverage  provided by such insurance;  provided  that  the
director  meets  certain  standards   of   conduct.   Under  the  indemnity
agreements, the Company is not required to purchase and maintain directors'
and officers' liability insurance if, in the  reasonable  judgment  of  the
Board  of  Directors, there is insufficient benefit to the Company from the
insurance.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     5    Opinion  of  Jones,  Walker,  Waechter,  Poitevent,  Carrere &
          Denegre, L.L.P.

     23.1 Consent of KPMG LLP.

     23.2 Consent of Ernst & Young L.L.P.

     23.3 Consent  of  Jones,  Walker,  Waechter,  Poitevent, Carrere  &
          Denegre, L.L.P. (included in Exhibit 5).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned registrant hereby undertakes:

          (1)  To  file,  during any period in which offers  or  sales  are
being made, a post-effective amendment to this Registration Statement:

               A.   To include  any prospectus required by Section 10(a)(3)
of the Securities Act of 1933;

               B.   To  reflect in  the  prospectus  any  facts  or  events
arising after the effective date of the Registration Statement (or the most
recent  post-effective amendment  of  the  Registration  Statement)  which,
individually  or  in  the  aggregate, represent a fundamental change in the
information set forth in the  Registration  Statement.  Notwithstanding the
foregoing, any increase or decrease in volume of securities offered (if the
total dollar value of securities offered would  not exceed the dollar value
that was registered) and any deviation from the low  or  high  end  of  the
estimated maximum offering range may be reflected in the form of prospectus
filed  with  the  Securities  and  Exchange  Commission  (the "Commission")
pursuant  to Rule 424(b) if, in the aggregate, the changes  in  volume  and
price represent  no  more than a 20 percent change in the maximum aggregate
offering price set forth  in the "Calculation of Registration Fee" table in
the effective Registration Statement; and

               C.   To include any material information with respect to the
plan of distribution not previously disclosed in the Registration Statement
or any material change to such information in the Registration Statement;

          provided, however,  that  paragraphs  (a)(i)  and  (a)(ii) do not
apply  if the Registration Statement is on Form S-3 or Form S-8,  and,  the
information  required to be included in a post-effective amendment by those
paragraphs is  contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Exchange  Act that  are  incorporated  by  reference  in  the  Registration
Statement.

          (2)  That, for the purpose of determining any liability under the
Securities  Act of 1933, each such post-effective amendment shall be deemed
to be a new registration  statement  relating  to  the  securities  offered
therein,  and  the offering of such securities at that time shall be deemed
to be the initial bona fide offering thereof.

          (3)  To  remove  from  registration  by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned registrant hereby undertakes  that,  for purposes
of determining any liability under the Securities Act of 1933, each  filing
of  the  registrant's  annual  report  pursuant to section 13(a) or section
15(d) of the Securities Exchange Act of  1934  (and, where applicable, each
filing  of  an employee benefit plan's annual report  pursuant  to  section
15(d) of the  Securities  Exchange  Act  of  1934)  that is incorporated by
reference  in  the  registration  statement shall be deemed  to  be  a  new
registration statement relating to  the securities offered therein, and the
offering of such securities at that time  shall be deemed to be the initial
bona fide offering thereof.

     (c)  Insofar  as  indemnification for liabilities  arising  under  the
Securities  Act  of  1933 may  be  permitted  to  directors,  officers  and
controlling persons of the registrant pursuant to the foregoing provisions,
or otherwise, the registrant  has  been  advised that in the opinion of the
Securities and Exchange Commission such indemnification  is  against public
policy  as expressed in the Act and is, therefore, unenforceable.   In  the
event that a claim for indemnification against such liabilities (other than
the payment  by  the registrant of expenses incurred or paid by a director,
officer or controlling  person  of the registrant in the successful defense
of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection  with the securities being registered, the
registrant will, unless in the opinion  of  its counsel the matter has been
settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
jurisdiction the question of whether such indemnification  by it is against
public  policy  as expressed in the Act and will be governed by  the  final
adjudication of such issue.



<PAGE>
                                SIGNATURES

     Pursuant to  the  requirements  of  the  Securities  Act  of 1933, the
Registrant  certifies  that  it  has reasonable grounds to believe that  it
meets all the requirements for filing  on Form S-8 and has duly caused this
Registration  Statement  to be signed on its  behalf  by  the  undersigned,
thereunto duly authorized, in Harvey, Louisiana, on March 31, 2000.

                                   SUPERIOR ENERGY SERVICES, INC.


                                   By:  /S/ TERENCE E. HALL
                                           Terence E. Hall
                                           Chairman of the Board,
                                           President and Chief Executive
                                           Officer

                             POWER OF ATTORNEY

     KNOW ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears  immediately  below  constitutes  and appoints Terence E. Hall  and
Robert S. Taylor, and each of them acting individually, his true and lawful
attorney-in-fact and agent, with full power of substitution, for him and in
his name, place and stead, in any and all capacities,  to  sign any and all
amendments  (including  post-effective  amendments)  to  this  Registration
Statement,  and  to  file  the  same  with  all exhibits thereto, and other
documents  in  connection  therewith,  with  the  Securities  and  Exchange
Commission, granting unto said attorney-in-fact and  agent  full  power and
authority  to  do  and  perform each and every act and thing requisite  and
necessary to be done, as  fully  to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said attorney-
in-fact and agent or his substitute or substitutes may lawfully do or cause
to be done by virtue hereof.

     Pursuant  to the requirements  of  the  Securities  Act  of  1933,  as
amended, this Registration  Statement  has  been  signed  by  the following
persons in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
       SIGNATURE                     TITLE                                    DATE
<S>                        <C>                                          <C>

/S/ TERENCE E. HALL        Director, Chairman of the Board,             March 22, 2000
Terence E. Hall            President, and Chief Executive Officer
                           (Principal Executive Officer)

/S/ ROBERT S. TAYLOR       Chief Financial Officer                      March 31, 2000
Robert S. Taylor           (Principal Financial Officer and
                           Principal Accounting Officer)

/S/ RICHARD A. BACHMANN    Director                                     March 31, 2000
Richard A. Bachmann

/S/ BEN A. GUILL           Director                                     March 31, 2000
Ben A. Guill

/S/ WILLIAM E. MACAULAY    Director                                     March 31, 2000
William E. Macaulay

/S/ ROBERT E. ROSE         Director                                     March 31, 2000
Robert E. Rose

/S/ JUSTIN L. SULLIVAN     Director                                     March 31, 2000
Justin L. Sullivan
</TABLE>
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16512}]
{"company-data": {"conformed-name": "SUPERIOR ENERGY SERVICES INC", "cik": "0000886835", "assigned-sic": "1389", "irs-number": "113039286", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-33758", "film-number": "591315"}, "business-address": {"street1": "1105 PETERS ROAD", "city": "HARVEY", "state": "LA", "zip": "70058", "phone": "5043624321"}, "mail-address": {"street1": "1105 PETERS ROAD", "city": "HARVEY", "state": "LA", "zip": "70058"}, "former-company": {"former-conformed-name": "SMALLS OILFIELD SERVICES CORP", "date-changed": "19930328"}}
As filed with the Securities and Exchange Commission on March 31, 2000.

                                                  Registration No. 333-________

                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.   20549

                                  __________

                                   FORM S-8

                            REGISTRATION STATEMENT
                                     under
                          THE SECURITIES ACT OF 1933
                                   _________
                        SUPERIOR ENERGY SERVICES, INC.
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

        DELAWARE                                          75-2379388
(STATE OR OTHER JURISDICTION                           (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION)                     IDENTIFICATION NO.)

                               1105 PETERS ROAD
                           HARVEY, LOUISIANA  70058
                       (ADDRESS, INCLUDING ZIP CODE, OF
                   REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

           SUPERIOR ENERGY SERVICES, INC. 1999 STOCK INCENTIVE PLAN
             SUPERIOR ENERGY SERVICES, INC. DIRECTORS' STOCK PLAN
                           (FULL TITLE OF THE PLANS)

                                  __________

                               ROBERT S. TAYLOR
                            CHIEF FINANCIAL OFFICER
                               1105 PETERS ROAD
                           HARVEY, LOUISIANA  70058
                                (504) 362-4321
           (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
                  INCLUDING AREA CODE, OF AGENT FOR SERVICE)

                                   Copy to:

                              WILLIAM B. MASTERS
         JONES, WALKER, WAECHTER, POITEVENT, CARRERE & DENEGRE, L.L.P.
                            201 ST. CHARLES AVENUE
                       NEW ORLEANS, LOUISIANA 70170-5100

                        CALCULATION OF REGISTRATION FEE
Proposed    Proposed
                                                   maximum     maximum
                                Amount             offering    aggregate      Amount of
Title of securities             to be              price       offering       registration
to be registered                registered(1)      per unit    price          fee
Common Stock                    2,532,617 shares   $5.75(2)    $14,562,547    $ 3,845.00
($.001 par value per share)     3,421,710 shares   $7.50(3)    $25,662,825    $ 6,775.00
                                ----------                                    ----------
                                5,954,327 shares                              $10,620.00
(1) Includes 5,929,327 shares issuable under the 1999 Stock Incentive Plan  and
    25,000  shares  issuable  under  the  Directors'  Stock Plan.  Upon a stock
    split, stock dividend or similar transaction in the  future  and during the
    effectiveness of this Registration Statement involving Common  Stock of the
    Company,  the number of shares registered shall be automatically  increased
    to cover the  additional  shares  in  accordance with Rule 416(a) under the
    Securities Act of 1933.
(2) The exercise price of options granted under the 1999 Stock Incentive Plan.
(3) Estimated  solely  for  the  purpose of calculating  the  registration  fee
    pursuant to Rule 457(c) under  the  Securities  Act  of  1933, based on the
    average  of  the high and low price per share of the Common  Stock  on  The
    Nasdaq Stock Market on March 27, 2000.
PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents,  which  have  been  filed by Superior Energy
Services, Inc. (the "Company") with the Securities and  Exchange Commission
(the "Commission"), are incorporated herein by reference:

     (a)  The  Company's  Annual  Report on Form 10-K for the  fiscal  year
ended December 31, 1999 filed pursuant  to  Section  13  of  the Securities
Exchange Act of 1934 (the "1934 Act");

     (b)  All  other  reports  filed  by  the  Company  with the Commission
pursuant to Section 13 of the 1934 Act since December 31, 1999; and

     (c)  The description of the Company's Common Stock set  forth  in  its
registration  statement  under the 1934 Act on Form 8-A/A filed October 29,
1997.

     All documents filed by  the  Company  with  the Commission pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the 1934 Act  subsequent to the date
of this Registration Statement and prior to the filing  of a post-effective
amendment that indicates that all securities offered have been sold or that
deregisters  all  securities  then  remaining unsold shall, except  to  the
extent otherwise provided by Regulation  S-K  or any other rule promulgated
by  the  Commission,  be deemed to be incorporated  by  reference  in  this
Registration Statement  and  to  be  part hereof from the date of filing of
such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The  Company's  Certificate  of  Incorporation   (the   "Certificate")
contains provisions eliminating the personal liability of the  directors to
the Company and its stockholders for monetary damages for breaches of their
fiduciary  duties  as  directors  to  the  fullest extent permitted by  the
Delaware General Corporation Law.  By virtue  of  these  provisions,  under
current  Delaware  law  a  director  of  the Company will not be personally
liable  for monetary damages for a breach of  his  or  her  fiduciary  duty
except for  liability for (a) a breach of his or her duty of loyalty to the
Company or to  its stockholders, (b) acts or omissions not in good faith or
that involve intentional  misconduct  or  a  knowing  violation of law, (c)
dividends  or  stock  repurchases  or redemptions that are  unlawful  under
Delaware law and (d) any transaction  from  which  he  or  she  receives an
improper personal benefit.  In addition, the Certificate provides  that  if
Delaware  law is amended to authorize the further elimination or limitation
of the liability  of  a director, then the liability of the directors shall
be eliminated or limited  to  the fullest extent permitted by Delaware law,
as amended.  These provisions pertain only to breaches of duty by directors
as directors and not in any other corporate capacity, such as officers, and
limit  liability  only for breaches  of  fiduciary  duties  under  Delaware
corporate law and not  for  violations  of  other  laws such as the federal
securities laws.

     The Certificate also requires the Company to indemnify  its directors,
officers,  employees  and  agents  to the fullest extent permitted  by  the
Delaware  General  Corporation  Law against  certain  expenses  and  costs,
judgments, settlements and fines  incurred  in  the  defense  of any claim,
including  any  claim brought by or in the right of the Company,  to  which
they were made parties  by  reason  of  being  or  having  been  directors,
officers, employees and agents.

     In  addition,  each  of  the  Company's directors has entered into  an
indemnity agreement with the Company,  pursuant  to  which  the Company has
agreed under certain circumstances to purchase and maintain directors'  and
officers'  liability  insurance.   The  agreements  also  provide  that the
Company  will  indemnify  the  directors  against  any  costs and expenses,
judgments,  settlements  and  fines incurred in connection with  any  claim
involving a director by reason  of  his  position as a director that are in
excess  of  the  coverage  provided by such insurance;  provided  that  the
director  meets  certain  standards   of   conduct.   Under  the  indemnity
agreements, the Company is not required to purchase and maintain directors'
and officers' liability insurance if, in the  reasonable  judgment  of  the
Board  of  Directors, there is insufficient benefit to the Company from the
insurance.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     5    Opinion  of  Jones,  Walker,  Waechter,  Poitevent,  Carrere &
          Denegre, L.L.P.

     23.1 Consent of KPMG LLP.

     23.2 Consent of Ernst & Young L.L.P.

     23.3 Consent  of  Jones,  Walker,  Waechter,  Poitevent, Carrere  &
          Denegre, L.L.P. (included in Exhibit 5).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned registrant hereby undertakes:

          (1)  To  file,  during any period in which offers  or  sales  are
being made, a post-effective amendment to this Registration Statement:

               A.   To include  any prospectus required by Section 10(a)(3)
of the Securities Act of 1933;

               B.   To  reflect in  the  prospectus  any  facts  or  events
arising after the effective date of the Registration Statement (or the most
recent  post-effective amendment  of  the  Registration  Statement)  which,
individually  or  in  the  aggregate, represent a fundamental change in the
information set forth in the  Registration  Statement.  Notwithstanding the
foregoing, any increase or decrease in volume of securities offered (if the
total dollar value of securities offered would  not exceed the dollar value
that was registered) and any deviation from the low  or  high  end  of  the
estimated maximum offering range may be reflected in the form of prospectus
filed  with  the  Securities  and  Exchange  Commission  (the "Commission")
pursuant  to Rule 424(b) if, in the aggregate, the changes  in  volume  and
price represent  no  more than a 20 percent change in the maximum aggregate
offering price set forth  in the "Calculation of Registration Fee" table in
the effective Registration Statement; and

               C.   To include any material information with respect to the
plan of distribution not previously disclosed in the Registration Statement
or any material change to such information in the Registration Statement;

          provided, however,  that  paragraphs  (a)(i)  and  (a)(ii) do not
apply  if the Registration Statement is on Form S-3 or Form S-8,  and,  the
information  required to be included in a post-effective amendment by those
paragraphs is  contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Exchange  Act that  are  incorporated  by  reference  in  the  Registration
Statement.

          (2)  That, for the purpose of determining any liability under the
Securities  Act of 1933, each such post-effective amendment shall be deemed
to be a new registration  statement  relating  to  the  securities  offered
therein,  and  the offering of such securities at that time shall be deemed
to be the initial bona fide offering thereof.

          (3)  To  remove  from  registration  by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned registrant hereby undertakes  that,  for purposes
of determining any liability under the Securities Act of 1933, each  filing
of  the  registrant's  annual  report  pursuant to section 13(a) or section
15(d) of the Securities Exchange Act of  1934  (and, where applicable, each
filing  of  an employee benefit plan's annual report  pursuant  to  section
15(d) of the  Securities  Exchange  Act  of  1934)  that is incorporated by
reference  in  the  registration  statement shall be deemed  to  be  a  new
registration statement relating to  the securities offered therein, and the
offering of such securities at that time  shall be deemed to be the initial
bona fide offering thereof.

     (c)  Insofar  as  indemnification for liabilities  arising  under  the
Securities  Act  of  1933 may  be  permitted  to  directors,  officers  and
controlling persons of the registrant pursuant to the foregoing provisions,
or otherwise, the registrant  has  been  advised that in the opinion of the
Securities and Exchange Commission such indemnification  is  against public
policy  as expressed in the Act and is, therefore, unenforceable.   In  the
event that a claim for indemnification against such liabilities (other than
the payment  by  the registrant of expenses incurred or paid by a director,
officer or controlling  person  of the registrant in the successful defense
of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection  with the securities being registered, the
registrant will, unless in the opinion  of  its counsel the matter has been
settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
jurisdiction the question of whether such indemnification  by it is against
public  policy  as expressed in the Act and will be governed by  the  final
adjudication of such issue.
SIGNATURES

     Pursuant to  the  requirements  of  the  Securities  Act  of 1933, the
Registrant  certifies  that  it  has reasonable grounds to believe that  it
meets all the requirements for filing  on Form S-8 and has duly caused this
Registration  Statement  to be signed on its  behalf  by  the  undersigned,
thereunto duly authorized, in Harvey, Louisiana, on March 31, 2000.

                                   SUPERIOR ENERGY SERVICES, INC.

                                   By:  /S/ TERENCE E. HALL
                                           Terence E. Hall
                                           Chairman of the Board,
                                           President and Chief Executive
                                           Officer

                             POWER OF ATTORNEY

     KNOW ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears  immediately  below  constitutes  and appoints Terence E. Hall  and
Robert S. Taylor, and each of them acting individually, his true and lawful
attorney-in-fact and agent, with full power of substitution, for him and in
his name, place and stead, in any and all capacities,  to  sign any and all
amendments  (including  post-effective  amendments)  to  this  Registration
Statement,  and  to  file  the  same  with  all exhibits thereto, and other
documents  in  connection  therewith,  with  the  Securities  and  Exchange
Commission, granting unto said attorney-in-fact and  agent  full  power and
authority  to  do  and  perform each and every act and thing requisite  and
necessary to be done, as  fully  to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said attorney-
in-fact and agent or his substitute or substitutes may lawfully do or cause
to be done by virtue hereof.

     Pursuant  to the requirements  of  the  Securities  Act  of  1933,  as
amended, this Registration  Statement  has  been  signed  by  the following
persons in the capacities and on the dates indicated.
SIGNATURE                     TITLE                                    DATE
/S/ TERENCE E. HALL        Director, Chairman of the Board,             March 22, 2000
Terence E. Hall            President, and Chief Executive Officer
                           (Principal Executive Officer)

/S/ ROBERT S. TAYLOR       Chief Financial Officer                      March 31, 2000
Robert S. Taylor           (Principal Financial Officer and
                           Principal Accounting Officer)

/S/ RICHARD A. BACHMANN    Director                                     March 31, 2000
Richard A. Bachmann

/S/ BEN A. GUILL           Director                                     March 31, 2000
Ben A. Guill

/S/ WILLIAM E. MACAULAY    Director                                     March 31, 2000
William E. Macaulay

/S/ ROBERT E. ROSE         Director                                     March 31, 2000
Robert E. Rose

/S/ JUSTIN L. SULLIVAN     Director                                     March 31, 2000
Justin L. Sullivan