SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

                                     ----------

                                      FORM 8-K

                   CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
                       OF THE SECURITIES EXCHANGE ACT OF 1934

        DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):  February 19, 2009

                                     ----------

                           OIL STATES INTERNATIONAL, INC.
               (Exact name of registrant as specified in its charter)

           Delaware                     1-16337                 76-0476605
  (State or other jurisdiction      (Commission File        (I.R.S. Employer
of incorporation or organization)        Number)            Identification No.)

                                 Three Allen Center
                             333 Clay Street, Suite 4620
                                Houston, Texas 77002
                         (Address and zip code of principal
                                 executive offices)

         Registrant's telephone number, including area code:  (713) 652-0582

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))



Item 2.02.  Results of Operations and Financial Condition.

     On February 19, 2009, Oil States International, Inc. (the "Company") issued
a   press  release   announcing  its   financial  condition   and  results    of
operations  for the  three-month and  twelve-month periods  ended December   31,
2008.  A  copy  of  the press   release is  furnished  as  Exhibit 99.1  to this
report on Form 8-K, and is incorporated herein by reference.

     The information contained   in this report   and the exhibit   hereto shall
not  be  deemed to  be "filed"  for purposes   of Section  18 of the  Securities
Exchange  Act   of  1934,   as amended,   and  shall   not  be  incorporated  by
reference into any filings made by  Oil States  International, Inc.   under  the
Securities Act  of 1933,  as  amended, or the  Exchange Act, except   as  may be
expressly set forth  by specific reference in such filing.

Item 9.01.  Financial Statements and Exhibits.

     (d)  Exhibits.
          --------

Exhibit
Number        Description of Document
-------       ------------------------------------------------------------------

99.1          Press Release dated February 19, 2009 (furnished)



                                     SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Dated:  February 19, 2009

                            OIL STATES INTERNATIONAL, INC.

                            By:    /s/ Bradley J. Dodson
                                   ---------------------------------------------
                            Name:  Bradley J. Dodson
                            Title: Vice President, Chief Financial Officer and
                                   Treasurer



                                  Index to Exhibits

Exhibit
Number        Description of Document
-------       ------------------------------------------------------------------

99.1          Press Release dated February 19, 2009