UNITED STATES

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): November 3, 2006

NATURAL GAS SERVICES GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Colorado		1-31398		75-2811855
(State or other jurisdiction of Incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)

2911 South County Road 1260 Midland, Texas (Address of Principal Executive Offices)		79706 (Zip Code)

432-563-3974
(Registrant’s telephone number, including area code)

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:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 7.01. Regulation FD Disclosure.

     Natural Gas Services Group, Inc. wishes to disclose its press release, dated November 3, 2006, relating to the new terms of its loan facilities with Western National Bank, Midland, Texas, as set forth in the Seventh Amended and Restated Loan Agreement entered into by Natural Gas Services Group and Western National Bank.

     A copy of the press release is furnished herewith as Exhibit 99.1 and is also incorporated herein by reference.

     The information in this report (including the exhibit) is being furnished pursuant to Item 7.01 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

     (c) Exhibits

     The Exhibits listed below are furnished as part of this Current Report on Form 8-K.

Exhibit No.		Description
99.1		Press Release, dated November 3, 2006, issued by Natural Gas Services Group, Inc.

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: November 3, 2006

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release, dated November 3, 2006, issued by Natural Gas Services Group, Inc.

Exhibit 99.1

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NATURAL GAS SERVICES GROUP, INC.

FOR IMMEDIATE RELEASE		For More Information, Contact:
November 3, 2006		Jim Drewitz, Investor Relations
		972-355-6070

NATURAL GAS SERVICES GROUP, INC. ANNOUNCES FAVORABLE
NEW TERMS OF LOAN FACILITIES

Company Will Benefit From Interest Savings and a Larger Revolving Line-of-Credit Under the
New Terms of the Company’s Loan Facilities

MIDLAND, Texas, November 3, 2006 — Natural Gas Services Group, Inc. (AMEX:NGS), a leading provider of gas compression equipment and services to the natural gas industry, announces that on October 26, 2006 it entered into a Seventh Amended and Restated Loan Agreement with Western National Bank, Midland, Texas to amend and restate its existing term loan and line-of-credit facilities. As reported in a Current Report on Form 8-K filed on September 8, 2006 with the Securities and Exchange Commission, the Company previously entered into modification agreements with Western National Bank to reduce the interest rates under the Company’s existing loan facilities from a variable prime rate to a fixed rate of 7.5%, effective August 28, 2006. Under the Seventh Amended and Restated Loan Agreement, the Company further modified its loan facilities by consolidating its two term loan facilities and its advancing line of credit facility into a single term loan facility bearing interest at a fixed rate of 7.5% over a sixty month period. The Company will save approximately $300,000 in interest over the amortized period of this term loan facility, assuming a favorable comparison of the prime rate and the fixed rate of interest under such facility. NGS also increased its revolving line-of-credit from its present $10 million, 1 year facility to a $40 million, 2 year facility, subject to a borrowing base limitation, which as of October 26, 2006 was $32,000,000. All borrowings under the revolving line-of-credit facility will also bear interest at a fixed rate of 7.5%.

Steve Taylor, President and CEO of Natural Gas Services Group, Inc. said, “We are very pleased to have modified the terms of our loan package with Western National Bank and to reduce and cap the cost of the interest we pay. The increased revolving line-of-credit facility combined with our very strong balance sheet gives us excellent flexibility as we continue to pursue opportunities for growth and expansion.”

About Natural Gas Services Group, Inc.

NGS is a leading provider of small to medium horsepower, wellhead compression equipment to the natural gas industry with a primary focus on the non-conventional gas industry, i.e., coalbed methane, gas shales and tight gas. The Company manufactures, fabricates, rents and maintains natural gas compressors that enhance the production of natural gas wells. The Company also designs and sells custom fabricated natural gas compressors to particular customer specifications and sells flare systems for gas plant and production facilities. NGS is headquartered in Midland, Texas with manufacturing facilities located in Tulsa, Oklahoma, Lewiston, Michigan and Midland, Texas and service facilities located in major gas producing basins in the U.S.

For More Information, Contact:		Jim Drewitz, Investor Relations 972-355-6070 jdrewitz@comcast.net

Or visit the Company’s website at www.ngsgi.com

Certain statements contained herein are “forward looking” statements as such term is defined in the Private Securities Litigation Reform Act of 1995. Because statements include risks and uncertainties, actual results may differ materially from those expressed or implied and include, but are not limited to, those discussed in filings by the Company with the Securities and Exchange Commission.

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