CGG Veritas: Half-Year Report, 2nd quarter 2009

PARIS--(Business Wire)--
Regulatory News:

CGG Veritas (Paris:GA) (NYSE:CGV)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934

Compagnie Générale de Géophysique-Veritas
(Exact name of registrant as specified in its charter)

CGG Veritas

(Translation of registrant`s name into English)
Republic of France

Tour Maine Montparnasse

33, avenue du Maine

75015 Paris

France

(33) 1 64 47 45 00

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F
(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes ____ No __X__
(If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82 - ____________.)

TO BE FILED WITH THE SEC

FORWARD-LOOKING STATEMENTS

This document includes "forward-looking statements". We have based these
forward-looking statements on our current views and assumptions about future
events.

These forward-looking statements involve certain risks and uncertainties.
Factors that could cause actual results to differ materially from those
contemplated by the forward-looking statements include, among others, the
following factors:

• the impact of the current economic and credit environment;

• developments affecting our international operations;

• the social, political and economic risks of our global operations;

• our ability to develop an integrated strategy for CGGVeritas;

• difficulties and delays in achieving synergies and cost savings;

• our ability to integrate successfully the businesses or assets we acquire;

• any write-downs of goodwill on our balance sheet;

• our ability to sell our seismic data library;

• exposure to foreign exchange rate risk;

• our ability to finance our operations on acceptable terms;

• exposure to the credit risk of customers;

• the timely development and acceptance of our new products and services;

• ongoing operational risks and our ability to have adequate insurance against
such risks;

• difficulties and costs in protecting intellectual property rights and exposure
to infringement claims by others;

• difficulties in temporarily or permanently reducing the capacity of our fleet;

• changes in international economic and political conditions and, in particular,
in oil and gas prices;

• our clients` ability to unilaterally terminate certain contracts in our
backlog;

• the effects of competition;

• the level of capital expenditures by the oil and gas industry and changes in
demand for seismic products and services;

• the seasonal nature of our revenues;

• the costs of compliance with governmental regulation, including environmental,
health and safety laws;

• our substantial indebtedness and the restrictive covenants in our debt
agreements;

• our ability to access the debt and equity markets during the periods covered
by the forward-looking statements, which will depend on general market
conditions, including the ongoing crisis in the financial markets, and on our
credit ratings for our debt obligations;

• exposure to interest rate risk; and

• our success at managing the foregoing risks.

We undertake no obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise. In light of
these risks, uncertainties and assumptions, the forward-looking events discussed
in this document might not occur.

Certain of these risks can be found in our annual report on Form 20-F for the
year ended December 31, 2008 that we filed with the SEC on April 22, 2009. Our
annual report on Form 20-F is available on our website at www.cggveritas.com or
on the website maintained by the SEC at www.sec.gov. You may request a copy of
our annual report on Form 20-F, which includes our complete audited financial
statements, at no charge, by calling our investor relations department at + 33 1
6447 3831, sending an electronic message to invrelparis@cggveritas.com or
invrelhouston@cggveritas.com or writing to CGG Veritas - Investor Relations
Department, Tour Maine Montparnasse - 33, avenue du Maine - 75015 Paris, France.

Item 1:FINANCIAL STATEMENTS

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

CONSOLIDATED BALANCE SHEETS

June 30, 2009 December 31, 2008
(unaudited)
amounts in millions of € US$ (1) € US$ (2)
ASSETS
Cash and cash equivalents 515.5 728.6 516.9 719.4
Trade accounts and notes receivable, net 674.0 952.7 712.3 991.4
Inventories and work-in-progress, net 253.3 358.0 287.9 400.7
Income tax assets 60.8 86.0 102.2 142.2
Other current assets, net 103.7 146.8 101.5 141.2
Assets held for sale, net 8.0 11.3 7.6 10.6
Total current assets 1,615.3 2,283.4 1,728.4 2,405.5
Deferred tax assets 111.2 157.1 109.2 151.9
Investments and other financial assets, net 36.4 51.5 26.2 36.4
Investments in companies under equity method 78.6 111.0 72.9 101.5
Property, plant and equipment, net 776.2 1,097.0 822.4 1,144.5
Intangible assets, net 862.6 1,219.1 820.0 1,141.2
Goodwill 2,046.0 2,891.8 2,055.1 2,860.1
Total non-current assets 3,911.0 5,527.5 3,905.8 5,435.6
TOTAL ASSETS 5,526.3 7,810.9 5,634.2 7,841.1
LIABILITIES AND SHAREHOLDERS' EQUITY 10.6 15.0 8.2 11.4
Bank overdrafts
Current portion of financial debt 137.2 193.9 241.5 336.1
Trade accounts and notes payable 231.1 326.7 282.2 398.4
Accrued payroll costs 122.3 172.9 144.3 200.8
Income taxes liability 37.2 52.6 85.5 119.0
Advance billings to customers 21.0 29.7 43.5 60.5
Provisions – current portion 63.7 90.0 20.7 28.8
Other current liabilities 143.7 203.1 173.3 241.2
Total current liabilities 766.8 1,083.9 1,003.2 1,396.2
Deferred tax liabilities 204.5 289.0 223.8 311.5
Provisions – non-current portion 79.3 112.1 82.4 114.6
Financial debt 1,428.1 2,018.5 1,296.3 1,804.0
Other non-current liabilities 30.6 43.3 29.9 41.6
Total non-current liabilities 1,742.5 2,462.9 1,632.4 2,271.7
Common stock 216,579,333 shares authorized and 60.4 85.4 60.2 83.8
150,969,959 shares with a €0.40 nominal value issued and
outstanding at June 30, 2009 and 150, 617,709 at December 31, 2008
Additional paid-in capital 1,964.7 2,776.9 1,964.7 2,734.2
Retained earnings 1,143.0 1,615.5 799.4 1,112.6
Treasury shares (16.5) (23.3) (18.1) (25.1)
Net income (loss) for the period – Attributable to the Group 24.9 35.2 332.8 463.1
Income and expense recognized directly in equity 4.0 5.6 (2.5) (3.5)
Cumulative translation adjustment (202.8) (286.8) (176.4) (245.5)
Total shareholders’ equity 2,977.7 4,208.5 2,960.1 4,119.6
Minority interests 39.3 55.6 38.5 53.6
Total shareholders’ equity and minority interests 3,017.0 4,264.1 2,998.6 4,173.2
TOTAL LIABILITIES AND SHAREHOLDERS` EQUITY 5,526.3 7,810.9 5,634.2 7,841.1

______________

(1) Dollar amounts represent euro amounts converted at the exchange rate of
US$1.413 per € on the balance sheet date.

(2) Dollar amounts represent euro amounts converted at the exchange rate of
US$1.392 per € on the balance sheet date.

See notes to Consolidated Financial Statements

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended June 30,
2009 2008

except per share data, amounts in millions of € US$ (1) € US$ (1)

Operating revenues 572.6 778.9 559.0 874.1
Other income from ordinary activities 0.8 1.2 0.1 0.2
Total income from ordinary activities 573.4 780.1 559.1 874.3
Cost of operations (453.8) (615.9) (403.3) (629.3)
Gross profit 119.6 164.2 155.8 245.0
Research and development expenses, net (13.8) (18.8) (7.7) (12.4)
Selling, general and administrative expenses (61.0) (82.9) (60.2) (94.1)
Other revenues (expenses), net (61.3) (82.1) 8.2 12.6
Operating income before reduction of goodwill (16.5) (19.6) 96.1 151.1
Reduction of goodwill - - - -
Operating income (16.5) (19.6) 96.1 151.1
Expenses related to financial debt (25.7) (34.9) (20.4) (32.0)
Income provided by cash and cash equivalents 0.4 0.6 2.0 3.2
Cost of financial debt, net (25.3) (34.3) (18.4) (28.8)
Other financial income (loss) (5.3) (7.0) 0.1 0.2
Income of consolidated companies before income taxes (47.1) (60.9) 77.8 122.5
Deferred taxes on currency translation 5.4 7.2 (1.6) (2.4)
Other income taxes 14.2 18.5 (24.6) (39.0)
Total income taxes 19.6 25.7 (26.2) (41.4)
Net income from consolidated companies (27.5) (35.2) 51.6 81.1
Equity in income of investees 2.0 2.7 0.2 0.4
Net income (25.5) (32.5) 51.8 81.5
Attributable to :
Shareholders (27.9) (35.8) 48.8 76.8
Minority interest 2.4 3.3 3.0 4.7

Weighted average number of shares outstanding 150,793,834 150,793,834 137,511,725 137,511,725
Dilutive potential shares from stock-options 336,593 336,593 607,380 607,380
Dilutive potential shares from free shares 806,500 806,500 619,188 619,188
Adjusted weighted average number of shares and assumed option exercises when dilutive 151,936,927 151,936,927 138,738,293 138,738,293
Net earning per share attributable to shareholders (0.18) (0.24) 0.35 0.56

Basic
Diluted (0.18) (0.24) 0.34 0.55

______________

(1) Corresponding to the half-year in US dollars less the first quarter in US
dollars.

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

Six months ended June 30,
2009 2008

except per share data, amounts in millions of € US$ (1) € US$ (2)

Operating revenues 1,221.1 1,630.1 1,144.0 1,746.9
Other income from ordinary activities 1.6 2.1 0.4 0.7
Total income from ordinary activities 1,222.7 1,632.2 1,144.4 1,747.6
Cost of operations (907.8) (1,211.8) (788.2) (1,203.6)
Gross profit 314.9 420.4 356.2 544.0
Research and development expenses, net (30.0) (40.0) (24.2) (36.9)
Selling, general and administrative expenses (127.7) (170.4) (123.0) (187.9)
Other revenues (expenses), net (73.5) (98.2) 10.5 16.0
Operating income before reduction of goodwill 83.7 111.8 219.5 335.2
Reduction of goodwill - - - -
Operating income 83.7 111.8 219.5 335.2
Expenses related to financial debt (52.7) (70.4) (45.3) (69.2)
Income provided by cash and cash equivalents 1.4 1.8 4.1 6.2
Cost of financial debt, net (51.3) (68.6) (41.2) (63.0)
Other financial income (loss) (2.9) (3.9) (1.1) (1.7)
Income of consolidated companies before income taxes 29.5 39.3 177.2 270.5
Deferred taxes on currency translation 5.7 7.6 - -
Other income taxes (9.0) (12.0) (64.3) (98.2)
Total income taxes (3.3) (4.4) (64.3) (98.2)
Net income from consolidated companies 26.2 34.9 112.9 172.3
Equity in income of investees 2.4 3.3 3.0 4.6
Net income 28.6 38.2 115.9 176.9
Attributable to :
Shareholders 24.9 33.3 111.5 170.2
Minority interest 3.7 4.9 4.4 6.7

Weighted average number of shares outstanding 150,705,772 150,705,772 137,490,623 137,490,623
Dilutive potential shares from stock-options 308,688 308,688 777,378 777,378
Dilutive potential shares from free shares 806,500 806,500 619,188 619,188
Adjusted weighted average number of shares and assumed option exercises when dilutive 151,820,960 151,820,960 138,887,189 138,887,189
Net earning per share attributable to shareholders 0.17 0.22 0.81 1.24

Basic
Diluted 0.16 0.22 0.80 1.22

______________

(1) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.335 per €.

(2) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.527 per €.

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months ended June 30,
2009 2008

amounts in millions of € US$ (1) € US$ (2)
OPERATING
Net income (loss) 28.6 38.2 115.9 176.9
Depreciation and amortization 159.6 213.0 103.1 157.5
Multi-client surveys amortization 89.0 118.8 112.3 171.5
Variance on provisions 44.7 59.6 1.1 1.7
Expense & income calculated on stock-option 10.6 14.1 11.9 18.2
Net gain on disposal of fixed assets 1.8 2.4 (1.6) (2.4)
Equity in income of affiliates (2.4) (3.3) (3.0) (4.6)
Dividends received from affiliates - - 1.1 1.7
Other non-cash items (5.1) (6.8) 3.0 4.5
Net cash including net cost of financial debt and income taxes 326.8 436.0 343.8 525.0
Less net cost of financial debt 51.3 68.6 41.2 62.9
Less income taxes expenses 3.3 4.4 64.3 98.2
Net cash excluding net cost of financial debt and income taxes 381.4 509.0 449.3 686.1
Income taxes paid (41.8) (55.8) (73.3) (111.9)
Net cash before changes in working capital 339.6 453.2 376.0 574.2
- change in trade accounts and notes receivables 8.6 11.5 (10.0) (15.3)
- change in inventories and work-in-progress 39.2 52.3 (27.6) (42.1)
- change in other currents assets (7.5) (10.0) (1.8) (2.7)
- change in trade accounts and notes payable (65.1) (86.9) 12.8 19.5
- change in other current liabilities (43.6) (58.3) (4.2) (6.4)
Impact of changes in exchange rate (16.2) (21.5) (10.6) (16.2)
Net cash provided by operating activity 255.0 340.3 334.6 511.0
INVESTING
Total purchases of tangible and intangible assets (including variation of fixed assets suppliers) (75.0) (100.1) (85.1) (129.9)
Increase in multi-client surveys (144.5) (192.9) (188.5) (287.8)
Proceeds from disposals of tangible and intangible 2.6 3.5 0.6 0.9
Total net proceeds from financial assets - - 8.8 13.4
Total net acquisition of investments (65.0) (86.7) (21.4) (32.7)
Impact of changes in consolidation scope (2.0) (2.7) - -
Variation in loans granted (4.0) (5.3) (5.5) (8.4)
Variation in subsidies for capital expenditures (0.1) (0.1) (0.1) (0.2)
Variation in other financial assets (0.9) (1.2) (2.9) (4.4)
Net cash from investing activities (288.9) (385.5) (294.1) (449.1)
FINANCING
Repayment of long-term debts (137.7) (183.8) (13.6) (20.8)
Total issuance of long-term debts 241.5 322.3 - -
Reimbursement on leasing (14.7) (19.6) (3.8) (5.8)
Change in short-term loans 2.5 3.3 (8.6) (13.1)
Financial interest paid (58.8) (78.5) (40.9) (62.5)
Net proceeds from capital increase
- from shareholders - - 2.3 3.5
- from minority interest of integrated companies - - (1.4) (2.1)
Buying & sales of own shares 1.6 2.1 (6.9) (10.5)
Dividend paid to minority interest (2.5) (3.3) - -
Net cash provided by financial activities 31.9 42.5 (72.9) (111.3)
Effects of exchange rate changes on cash 0.6 11.9 (12.0) 5.9
Net increase (decrease) in cash and cash equivalents (1.4) 9.2 (44.4) (43.5)
Cash and cash equivalents at beginning of year 516.9 719.4 254.3 374.4
Cash and cash equivalents at end of period 515.5 728.6 209.9 330.9

____________________________

(1) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.335 per € (except cash and cash equivalents balances
converted at the closing exchange rate of US$1.413 per € at June 30, 2009 and of
US$1.392 per € at December 31, 2008).

(2) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.527 per € (except cash and cash equivalents balances
converted at the closing exchange rate of US$1.576 per € at June 30, 2008 and of
US$1.472 per € at December 31, 2007).

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Six months ended June 30,
amounts in millions of € 2009 2008
Net income from statements of operations 28.6 115.9

Gain (loss) on cash flow hedges 9.9 1.6
Income taxes (3.4) (0.7)
Net gain (loss) on cash flow hedges 6.5 0.9

Gain (loss) on available-for-sale investments - (11.3)
Income taxes - -
Net gain (loss) on available-for-sale investments - (11.3)

Gain (loss) on actuarial changes on pension plan (0.1) 0.5
Income taxes - (0.1)
Net gain (loss) on actuarial changes on pension plan (0.1) 0.4

Exchange differences on foreign currency translation (26.8) (146.5)

Other comprehensive income (loss) for the period, net of taxes (20.4) (156.5)

Total net comprehensive income for the period 8.2 (40.6)

Attributable to :
Shareholders 4.9 (43.6)
Minority interest 3.3 3.0

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Compagnie Générale de Géophysique-Veritas, S.A. (the "Company") and its
subsidiaries (together, the "Group") is a global participant in the geophysical
seismic industry, as a manufacturer of geophysical equipment and providing a
wide range of services (seismic data acquisition and related processing and
interpretation software) principally to clients in the oil and gas exploration
and production business.

Given that the Company is listed on Euronext Paris and pursuant to European
regulation n°1606/2002 dated July 19, 2002, the accompanying interim
consolidated financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS") and its interpretations as
issued by the International Accounting Standards Board ("IASB"). These interim
consolidated financial statements are also in accordance with IFRS adopted by
the European Union at June 30, 2009 which are available on the following web
site
http://ec.europa.eu/internal_market/accounting/ias_en.htm#adopted-commission.

These interim consolidated financial statements were authorized for issue by the
Board of Directors on July 29, 2009.

The preparation of financial statements in conformity with IFRS requires
management to make estimates and assumptions that impact the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.

The financial statements have been prepared on a historical cost basis, except
for certain financial assets and liabilities that have been measured at fair
value.

Critical accounting policies

The interim condensed consolidated financial statements for the six months ended
June 30, 2009 have been prepared in accordance with IAS 34 - Interim Financial
Reporting.

The interim condensed consolidated financial statements do not include all the
information and disclosures required in the annual financial statements, and
should be read in conjunction with the Group`s annual financial statements as at
and for the year ended December 31, 2008 included in its report on Form 20-F for
the year 2008 filed with the SEC on April 22, 2009.

The accounting policies adopted in the preparation of the interim condensed
consolidated financial statements are consistent with those followed in the
preparation of the Group`s annual financial statements for the year ended
December 31, 2008, except for the following adoption of new Standards and
Interpretations:

IFRS 8 - Operating segments

IAS 1 revised - Presentation of Financial Statements

IAS 23 revised - Borrowing costs

IAS 32 Amendment - Puttable Financial Instruments and Obligations Arising on
Liquidation

IFRS 2 Amendment - Vesting Conditions and Cancellations

2008 Annual Improvements to IFRS (excepted amendment to IFRS 5)

IFRIC 11 - IFRS 2 - Group and Treasury Share Transactions

IFRIC 13 - Customer loyalty programs

IFRIC 14 - IAS 19 - The Limit on a Defined Benefit Asset, Minimum Funding
Requirements and their Interaction

The adoption of these new standards and interpretations did not have any impact
on the Group`s interim condensed financial statements.

These principles do not differ from IFRS issued by the IASB as long as the
adoption of the interpretations listed below, effective since January 1, 2009
but not yet adopted by the European Union, has no significant impact on the
Group interim condensed consolidated financial statements:

IFRIC 15 - Agreements for the Construction of Real Estate

At the date of issuance of these financial statements, the following Standards
and Interpretations were issued but not yet effective:

IFRIC 12 - Service Concession Arrangements

IFRIC 16 - Hedges of a Net Investment in a Foreign Operation

IAS 27 Amendment - Consolidated and Separate Financial Statements

IFRS 3R - Business Combinations

Amendments IFRS 5 (2008 annual improvements to IFRS)

Amendment to IFRS7 - Improving disclosures about financial instruments

Amendments to IFRIC 9 and IAS 39 - Embedded derivatives

IFRIC 17 - Distributions of Non-cash Assets to Owners

IFRIC 18 - Transfers of assets from customers

Amendment to IAS 39 Financial Instruments: Recognition and Measurement: Eligible
Hedged Items

IFRS 2 - Group cash settled share based payment transactions

We have not opted for the early adoption of these Standards, Amendments and
Interpretations and we are currently reviewing them to measure the potential
impact on our interim condensed consolidated financial statements. At this
stage, we do not anticipate any significant impact.

Use of estimates

Significant estimates in preparing financial statements that could have a
material impact on the carrying values of assets and liabilities are:

• Amortization of multi-client data library,

• Depreciation and, if applicable, impairment of tangible and intangible assets,
including goodwill,

• Development costs,

• Valuation of investments,

• Recoverability of goodwill and intangible assets,

• Income taxes, and

• Employee benefit plans.

Judgments

The major accounting matters that are subject to management judgments, which
have a material effect on the carrying amounts of assets and liabilities
recognized in the consolidated financial statements, relate to:

• Collectibility of accounts receivable,

• Recoverability of deferred tax assets,

• Fair value of assets and liabilities as part of the different purchase price
allocations,

• Provision for contingencies, claims and litigations.

Operating revenues

Operating revenues are recognized when they can be measured reliably, and when
it is likely that the economic benefits associated with the transaction will
flow to the entity, which is at the point that such revenues have been realized
or are considered realizable. For contracts where the percentage of completion
method of accounting is being applied, revenues are only recognized when the
costs incurred for the transaction and the cost to complete the transaction can
be measured reliably and such revenues are considered earned and realizable.

• Multi-client surveys

Multi-client surveys consist of seismic surveys to be licensed to customers on a
non-exclusive basis. All costs directly incurred in acquiring, processing and
otherwise completing seismic surveys are capitalized into the multi-client
surveys. The value of our multi-client library is stated on our balance sheet at
the aggregate of those costs less accumulated amortization or at fair value if
lower. We review the library for potential impairment of our independent surveys
on an ongoing basis.

Revenues related to multi-client surveys result from (i) pre-commitments and
(ii) licenses after completion of the surveys ("after-sales").

Pre-commitments - Generally, we obtain commitments from a limited number of
customers before a seismic project is completed. These pre-commitments cover
part or all of the survey area blocks. In return for the commitment, the
customer typically gains the right to direct or influence the project
specifications, advance access to data as it is being acquired, and favorable
pricing. The Company records payments that it receives during periods of
mobilization as advance billing in the balance sheet in the line item "Advance
billings to customers".

The Company recognizes pre-commitments as revenue when production is begun based
on the physical progress of the project.

After sales - Generally, we grant a license entitling non-exclusive access to a
complete and ready-for-use, specifically defined portion of our multi-client
data library in exchange for a fixed and determinable payment. We recognize
after sales revenue upon the client executing a valid license agreement and
having been granted access to the data. Within thirty days of execution and
access, the client may exercise our warranty that the medium on which the data
is transmitted (a magnetic cartridge) is free from technical defects. If the
warranty is exercised, the Company will provide the same data on a new magnetic
cartridge. The cost of providing new magnetic cartridges is negligible.

After sales volume agreements-We enter into a customer arrangement in which we
agree to grant licenses to the customer for access to a specified number of
blocks of the multi-client library. These arrangements typically enable the
customer to select and access the specific blocks for a limited period of time.
We recognize revenue when the blocks are selected and the client has been
granted access to the data and if the corresponding revenue can be reliably
estimated. Within thirty days of execution and access, the client may exercise
our warranty that the medium on which the data is transmitted (a magnetic
cartridge) is free from technical defects. If the warranty is exercised, the
Company will provide the same data on a new magnetic cartridge. The cost of
providing new magnetic cartridges is negligible.

• Exclusive surveys

In exclusive surveys, we perform seismic services (acquisition and processing)
for a specific customer. We recognize proprietary/contract revenues as the
services are rendered. We evaluate the progress to date, in a manner generally
consistent with the physical progress of the project, and recognize revenues
based on the ratio of the project cost incurred during that period to the total
estimated project cost. We believe this ratio to be generally consistent with
the physical progress of the project.

The billings and the costs related to the transit of seismic vessels at the
beginning of the survey are deferred and recognized over the duration of the
contract by reference to the technical stage of completion.

In some exclusive survey contracts and a limited number of multi-client survey
contracts, the Company is required to meet certain milestones. The Company
defers recognition of revenue on such contracts until all milestones that
provide the customer a right of cancellation or refund of amounts paid have been
met.

• Other geophysical services

Revenues from our other geophysical services are recognized as the services are
performed and, when related to long-term contracts, using the proportional
performance method of recognizing revenues.

• Equipment sales

We recognize revenues on equipment sales upon delivery to the customer. Any
advance billings to customers are recorded in current liabilities.

• Software and hardware sales

We recognize revenues from the sale of software and hardware products following
acceptance of the product by the customer at which time we have no further
significant vendor obligations remaining. Any advance billings to customers are
recorded in current liabilities.

If an arrangement to deliver software, either alone or together with other
products or services, requires significant production, modification, or
customization of software, the entire arrangement is accounted for as a
production-type contract, i.e. using the percentage of completion method.

If the software arrangement provides for multiple deliverables (e.g. upgrades or
enhancements, post-contract customer support such as maintenance, or services),
the revenue is allocated to the various elements based on specific objective
evidence of fair value, regardless of any separate allocations stated within the
contract for each element. Each element is appropriately accounted for under the
applicable accounting standard.

Maintenance revenues consist primarily of post contract customer support
agreements and are recorded as advance billings to customers and recognized as
revenue on a straight-line basis over the contract period.

Goodwill

Group management undertakes at least an annual impairment test covering
goodwill, intangible assets and indefinite lived assets allocated to the cash
generated units to consider whether impairment is required.

In conjunction with the marine restructuring plan, the evaluation of the
recoverable value of the Services segment at December 31, 2008 was subject to a
differential analysis at June 30, 2009. This differential analysis aimed at
considering the impact of the marine restructuring plan on the recoverable value
of cash generating units, other assumptions taken as of December 31, 2008
remained unchanged (refer to note 11 of the consolidated financial statements in
our 20-F for the fiscal year ended December 31, 2008).

This analysis did not lead to any impairment at June 30, 2009.

Multi-client surveys

Multi-client surveys consist of seismic surveys to be licensed to customers on a
non-exclusive basis. All costs directly incurred in acquiring, processing and
otherwise completing seismic surveys are capitalized into the multi-client
surveys (including transit costs when applicable). The value of our multi-client
library is stated on our balance sheet at the aggregate of those costs less
accumulated amortization or at fair value if lower. We review the library for
potential impairment of our independent surveys on an ongoing basis.

We amortize the multi-client surveys over the period during which the data is
expected to be marketed using a pro-rata method based on recognized revenues as
a percentage of total estimated sales.

In this respect, we use five amortization rates: 50%, 65%, 75%, 80% or 83.3% of
revenues depending on the category of the surveys. Multi-client surveys are
classified into a same category when they are located in the same area with the
same estimated sales ratio, such estimates generally relying on the historical
pattern.

For all categories of surveys and starting from data delivery, a minimum
straight-line depreciation scheme is applied over a five-year period, if total
accumulated depreciation from the applicable amortization rate is below this
minimum level.

Multi-client surveys acquired as part of the business combination with Veritas
and which have been valued for purchase price allocation purposes are amortized
based on 65% of revenues and an impairment loss is recognized on a
survey-by-survey basis in case of any indication of impairment.

Development costs

Expenditures on research activities undertaken with the prospect of gaining new
scientific or technological knowledge and understanding are recognized in the
income statement as expenses as incurred and are presented as "Research and
development expenses, net".

Expenditures on development activities, whereby research findings are applied to
a plan or design for the production of new or substantially improved products
and processes, are capitalized if:

- the project is clearly defined, and costs are separately identified and
reliably measured,

- the product or process is technically and commercially feasible,

- we have sufficient resources to complete development, and

- the intangible asset is likely to generate future economic benefits, either
because it is useful to us or through an existing market for the intangible
asset itself or for its products.

The expenditures capitalized include the cost of materials, direct labor and an
appropriate proportion of overhead. Other development expenditures are
recognized in the income statement as expenses as incurred and are presented as
"Research and development expenses, net".

Capitalized development expenditures are stated at cost less accumulated
amortization and impairment losses. We amortize capitalized developments costs
over 5 years.

Research & development expenses in our income statement represent the net cost
of development costs that are not capitalized, of research costs, offset by
government grants acquired for research and development.

NOTE 2-ACQUISITIONS AND DIVESTITURES

* Wavefield Inseis ASA

In February 2009, Wavefield shares subject to the mandatory offer and the
squeeze-out were transferred to CGGVeritas, while compensation of €62 million
for those shares was paid after the objection period expired. As a result, the
minority interests recognized as a financial debt of €62 million on our balance
sheet at December 31, 2008 have been cancelled.

The preliminary goodwill determined as of December 31, 2008 has been revised for
an additional amount of €16.2 million, leading to a total goodwill of €24.8
million at June 30, 2009. Main adjustments are related to Multifield assets,
receivables and deferred tax liabilities on equity acquired.

* Cybernetix

On January 8, 2009, Cybernetix conducted a €4 million share capital increase
that was entirely subscribed by Sercel Holding, bringing its stake to a total of
749,480 shares, representing 46.10% of Cybernetix`s share capital and 43.07% of
its voting rights. The French financial markets regulator (Autorité des Marchés
Financiers) exempted Sercel Holding from the requirement to conduct a tender
offer for all shares when its holding exceeded 33.33%. The consideration for the
share capital increase was €2 million in cash and the incorporation of a €2
million cash advance granted by Sercel Holding to Cybernetix in November 2008.
Cybernetix is accounted for under the equity method in our financial statements
as we do not have the control.

* Multifield

On May 29, 2009, Statoil Hydro Venture AS exercised its put option with our
subsidiary Wavefield with respect to a 37% stake in Multifield for €2.9 million
(NOK25.9 million). As a result, our shareholding in Multifield increased to
80.97%. Multifield is fully consolidated in our financial statements as of June
30, 2009.

* Norfield AS

Pursuant to the general meeting of Norfield AS`s shareholders held on May 19,
2009, Wavefield subscribed to a capital increase in Norfield for approximately
€3.6 million (US$5 million) by capitalizing an outstanding long-term loan owed
to it by Norfield. The capital increase was pro rata to the shareholders`
existing interests in Norfield. As a result, Wavefield`s interest in Norfield
remained unchanged at 33%.

NOTE 3-FINANCIAL DEBT

On May 21 and 27, 2009, we amended our US senior facilities agreement and our
French revolving facility agreement, respectively. These amendments, in line
with our conservative financial policy, were aimed mainly at increasing the
Company's headroom under its financial covenants.

In consideration of these amendments, we repaid US$100 million of our term loan
B under the US senior facilities and increased the applicable bank margin for
all borrowings under the US senior facilities and French revolving facility by
1.0%.

On June 9, 2009, we issued US$350 million principal amount of 9½% senior notes
due 2016. The senior notes were issued at a price of 97.0% of their principal
amount, resulting in a yield of 10⅛%. The senior notes will mature on May 15,
2016.

We used the proceeds from the notes to replace cash used to repay US$100 million
of our term loan B facility on May 21, 2009 and to fund the three quarterly
US$27.5 million amortization payments due during the remainder of 2009 under our
term loan B facility, of which one was repaid on June 30, 2009. We also intend
to use a portion of the net proceeds to repay approximately US$50 million of
other indebtedness outstanding under certain Marine Resources Norge asset
financing facilities and an Exploration Resources credit facility. The remaining
net proceeds will be used for general corporate purposes, including the
repayment of other indebtedness.

All covenants were complied with as of June 30, 2009.

NOTE 4-COMMON STOCK AND STOCK OPTIONS PLANS

As of June 30, 2009, the Company's share capital consisted of 150,969,959
shares, each with a nominal value of €0.40.

New stock-option plans and performance shares allocation plan

On March 16, 2009, our Board of Directors allocated 1,327,000 stock options to
149 beneficiaries pursuant to a shareholders` resolution, including stock
options to purchase a total of 260,000 ordinary shares that were allocated to
executive officers who were members of the Executive Committee (excluding the
Chairman and Chief Executive Officer and the Chief Operating Officer). The
exercise price of the stock options is €8.82. The stock options expire on March
15, 2017.

On March 16, 2009, our Board of Directors allocated 516,250 performance shares
to 291 beneficiaries pursuant to a shareholders` resolution, including 46,250
performance shares that were allocated to executive officers who were members of
the Executive Committee (excluding the Chairman and Chief Executive Officer and
the Chief Operating Officer).

On March 16, 2009, our Board of Directors allocated 200,000 stock options to the
Chairman and Chief Executive Officer and 125,000 stock options to the Chief
Operating Officer. Their exercise price is €8.82. Rights to these options vest
by one-third during each of the first three years of the plan. Such vesting is
subject to performance conditions based on the fulfillment of one of the
following objectives:

• a share price performance objective relative to the share price considering
the SBF 120 index;

• a share price performance objective relative to the ADS price considering the
PHLX Oil Services Sector SM (OSX SM) index; or

• a financial indicator of EBIT objective expressed in US$ and related to the
target for the annual variable part of the compensation of the executive
officers.

The options have an eight-year duration subject to the requirement, for all
French residents, to hold the resulting shares in registered form from their
purchase date until March 16, 2013, inclusive, except in limited cases listed in
the plan regulations.

Information relating to options outstanding at June 30, 2009 is summarized
below:

Date of Board of Directors` Resolution Options granted Options outstanding at June 30, 2009 Exercise price per share Fair value per share at the grant date Expiration date
May 15, 2002 690,500 241,780 €7.99 (a) May 14, 2010
May 15, 2003 849,500 342,000 €2.91 €2.23 (b) May 14, 2011
May 11, 2006 1,012,500 953,095 €26.26 €14.97 (c) May 10, 2014
March 23, 2007 1,308,750 1,213,250 €30.40 €12.65 (d) March 22, 2015
March 14, 2008 1,188,500 1,139,500 €32.57 €12.06 (e) March 14, 2016
March 16, 2009 1,327,000 1,317,000 €8.82 €4.63 (f) March 15, 2017
Total 6,376,750 5,206,625

______________

(a) Application of IFRS2 is prospective for options granted from November 7,
2002.

(b) Based on a volatility of 57% and a risk-free rate of 3.9%.

(c) Based on a volatility of 35% and a risk-free rate of 3.8%

(d) Based on a volatility of 36% and a risk-free rate of 3.95%

(e) Based on a volatility of 39% and a risk-free rate of 3.47%

(f) Based on a volatility of 50% and a risk-free rate of 2.88%

The exercise price for each option is the average fair market value of our
common stock during the 20 consecutive trading days ending on the trading day
immediately preceding the date the option is granted.

According to IFRS 2, the fair value of stock-options granted since November 7,
2002 (comprising the May 2003, May 2006, March 2007, March 2008 and March 2009
plans) is recognized as an expense over the life of the plan, which represented
a €6.9 million expense for the six month period ended June 30, 2008 (of which
€3.8 million was for members of the Executive Committe), and a €10.6 million
expense for the six months ended June 30, 2009 (of which €3.5 million was for
members of the Executive Committe).

A summary of the Company's stock option transactions and related information
follows:

June 30, 2009 June 30, 2008
Number of options Weighted average exercise price in € Number of options Weighted average exercise price in €
Outstanding-beginning of period 4,181,985 25.43 3,306,000 21.84
Granted 1,327,000 8.82 1,188,500 32.57
Exercised (7,500) 4.60 (193,960) 11.93
Forfeited (294,860) 15.05 (46,305) 15.60
Outstanding-end of period 5,206,625 21.81 4,254,235 25.36

Consolidated statements of changes in equity

(Unaudited) Number of Share Additional Retained Treasury Income and Cumulative Total Minority Total

shares
capital
paid-in
earnings
shares expense
translation
shareholders`
interest shareholders`

issued
capital
recognized
adjustment
equity
equity and

directly in
minority

equity
interest
(amounts in millions of euros, except share data)
Balance at January 1, 2008 137,253,790 54.9 1,820.0 784.1 (3.9) (5.1) (248.4) 2,401.6 24.0 2,425.6
Capital increase 431,460 0.2 2.3 2.5 2.5
Net income 111.5 111.5 4.4 115.9
Cost of share-based payment 11.9 11.9 (1.4) 10.5
Operations on treasury shares (6.9) (6.9) (6.9)
Actuarial gains and losses of pension plans (1) (a) 0.4 0.4 0.4
Financial instruments: change in fair value and transfer to income statement(2) (a) (10.4) (10.4) (10.4)
Foreign currency translation: change in fair value and transfer to income statement(3) (145.1) (145.1) (1.4) (146.5)
Income and expense recognized directly in equity (1) + (2) + (3) 0.4 (10.4) (145.1) (155.1) (1.4) (156.5)
Changes in consolidation scope 5.2 5.2
Balance at June 30, 2008 137,685,250 55.1 1,822.3 907.9 (10.8) (15.5) (393.5) 2,365.5 30.8 2,396.3

Balance at January 1, 2009 150,617,709 60.2 1,964.7 1,132.2 (18.1) (2.5) (176.4) 2,960.1 38.5 2,998.6
Capital increase 352,250 0.2 0.2 0.2
Net income 24.9 24.9 3.7 28.6
Cost of share-based payment 10.6 10.6 (2.5) 8.1
Operations on treasury shares 1.6 1.6 1.6
Actuarial gains and losses of pension plans (1) (a) (0.1) (0.1) (0.1)
Financial instruments: change in fair value and transfer to income statement(2) (a) 6.5 6.5 6.5
Foreign currency translation: change in fair value and transfer to income statement(3) (a) (26.4) (26.4) (0.4) (26.8)
Income and expense recognized directly in equity (1) + (2) + (3) 6.4 (26.4) (20.0) (0.4) (20.4)
Others 0.3 0.3 0.3
Balance at June 30, 2009 150,969,959 60.4 1,964.7 1,168.0 (16.5) 3.9 (202.8) 2,977.7 39.3 3,017.0

______________

(a) net of deferred tax

NOTE 5-TRADE ACCOUNTS AND NOTES RECEIVABLE

At June 30, 2009 our trade receivables included a receivable of €97.2 million
related to one marine exclusive contract. This contract includes a six-month
payment term, with a six-month extension option at the discretion of the
customer and based on certain conditions.

NOTE 6-ANALYSIS BY OPERATING SEGMENT AND GEOGRAPHIC AREA

Financial information by operating segment is reported in accordance with the
internal reporting system and shows internal segment information that is used to
manage and measure the performance of CGG Veritas. We divide our business into
two operating segments, geophysical services and geophysical equipment.

Our geophysical services segment comprises:

• Land contract: seismic data acquisition for land, transition zones and shallow
water undertaken by us on behalf of a specific client;

• Marine contract: seismic data acquisition offshore undertaken by us on behalf
of a specific client;

• Multi-client land and marine: seismic data acquisition undertaken by us and
licensed to a number of clients on a non-exclusive basis; and

• Processing & Imaging: processing and imaging and interpretation of geophysical
data, data management and reservoir studies for clients.

Our equipment segment, which we conduct through Sercel Holding S.A. and its
subsidiaries, is our manufacturing and sales activities for seismic equipment
used for data acquisition, both on land and offshore.

Inter-company sales between the two segments are made at prices approximating
market prices and relate primarily to equipment sales made by the geophysical
equipment segment to the geophysical services segment. These inter-segment
sales, the related operating income recognized by the geophysical equipment
segment, and the related effect on capital expenditures and depreciation expense
of the geophysical services segment are eliminated in consolidation and
presented in the column "Eliminations and Adjustments" in the tables that
follow.

Operating income represents operating revenues and other operating income less
expenses of the relevant industry segment. It includes non-recurring and unusual
items, which are disclosed in the operating segment if material. General
corporate expenses, which include Group management, financing, and legal
activities, have been included in the column "Eliminations and Adjustments" in
the tables that follow. The Group does not disclose financial expenses or
revenues by operating segment because these items are not followed by the
segment management and because financing and investment are mainly managed at
the corporate level.

Identifiable assets are those used in the operations of each industry segment
and geographic zone. Unallocated and corporate assets consist primarily of
financial assets, including cash and cash equivalents.

Due to the constant changes in work locations, the Group does not track its
assets based on country of origin or ownership.

The following tables present revenues, operating income and identifiable assets
by operating segment, and operating revenues by geographic area (by location of
customers).

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

Analysis by operating segment

(Unaudited) Three months ended June 30,
2009 2008
(in millions of euros) Services Equipment Eliminations Consolidated Total Services Equipment Eliminations Consolidated Total
and and

Adjustments
Adjustments

Revenues from unaffiliated customers 409.3 163.3 - 572.6 391.6 167.4 - 559.0
Inter-segment revenues 0.2 11.9 (12.1) - - 12.5 (12.5) -
Operating revenues 409.5 175.2 (12.1) 572.6 391.6 179.9 (12.5) 559.0
Other income from ordinary activities - 0.8 - 0.8 (0.1) 0.2 - 0.1
Total income from ordinary activities 409.5 176.0 (12.1) 573.4 391.5 180.1 (12.5) 559.1
Operating income (loss) (44.9) 41.9 (13.5) (a) (16.5) 52.7 53.9 (10.5) (a) 96.1
Equity in income (loss) of investees 2.0 - - 2.0 (0.1) 0.3 - 0.2
Capital expenditures (b) 106.7 3.7 (2.5) 107.9 128.9 5.5 (4.6) 129.8
Depreciation and amortization (c) 138.6 6.9 (5.2) 140.3 116.8 5.5 (7.6) 114.7
Investments in companies under equity method - - - - - - - -

______________

(a) Includes general corporate expenses of €11.5 million for the three months
ended June 30, 2009 and €10.1 million for the comparable period in 2008.

(b) Includes investments in multi-client surveys of €75.0 million for the three
months ended June 30, 2009 and €91.2 million for the three months ended June 30,
2008 and capitalized development costs of €3.1 million for the three months
ended June 30, 2009 and €2.4 million for the comparable period of 2008 , in the
Services segment. Capitalized development costs in the Equipment segment were
€0.4 million for the three months ended June 30, 2009 and €0.7 million for the
comparable period of 2008.

(c) Includes multi-client survey amortization of €48.6 million for the three
months ended June 30, 2009 and €59.4 million for the comparable period of 2008.

Three months ended June 30,
(Unaudited) 2009 (1) 2008 (1)
(in millions of US$) Services Equipment Eliminations Consolidated Total Services Equipment Eliminations Consolidated Total
and and

Adjustments
Adjustments
Revenues from unaffiliated customers 557.6 223.6 (2.3) 778.9 613.2 260.9 - 874.1
Inter-segment revenues 0.3 15.1 (15.4) - (0.1) 20.4 (20.3) -
Operating revenues 557.9 238.7 (17.7) 778.9 613.1 281.3 (20.3) 874.1
Other income from ordinary activities - 1.2 - 1.2 (0.2) 0.4 - 0.2
Total income from ordinary activities 557.9 239.9 (17.7) 780.1 612.9 281.7 (20.3) 874.3
Operating income (loss) (58.3) 56.7 (18.0) (19.6) 83.6 84.5 (17.0) 151.1

______________

(1) Corresponding to the half-year in US dollars less the first quarter in US
dollars.

(Unaudited) Six months ended June 30,
2009 2008
(in millions of euros) Services Equipment Eliminations Consolidated Total Services Equipment Eliminations Consolidated Total
and and

Adjustments
Adjustments

Revenues from unaffiliated customers 933.6 287.5 - 1,221.1 824.9 319.1 - 1,144.0
Inter-segment revenues 0.6 41.5 (42.1) - - 49.6 (49.6) -
Operating revenues 934.2 329.0 (42.1) 1,221.1 824.9 368.7 (49.6) 1,144.0
Other income from ordinary activities - 1.6 - 1.6 (0.2) 0.6 - 0.4
Total income from ordinary activities 934.2 330.6 (42.1) 1,222.7 824.7 369.3 (49.6) 1,144.4
Operating income (loss) 30.4 83.0 (29.7) (a) 83.7 141.8 114.0 (36.3) (a) 219.5
Equity in income (loss) of investees 2.4 - - 2.4 2.7 0.3 - 3.0
Capital expenditures (b) 249.5 8.9 (17.2) 241.2 291.6 8.7 (22.0) 278.3
Depreciation and amortization (c) 245.1 13.7 (10.2) 248.6 215.6 10.9 (11.1) 215.4
Investments in companies under equity method - 4.0 - 4.0 - - - -
Identifiable assets 4,404.3 732.3 (209.4) 4,927.2 3,804.2 635.0 (180.0) 4,259.2
Unallocated and corporate assets 599.1 264.3
Total Assets 5,526.3 4,523.5

______________

(a) Includes general corporate expenses of €20.3 million for the six months
ended June 30, 2009 and €22.9 million for the comparable period in 2008.

(b) Includes investments in multi-client surveys of €144.5 million for the six
months ended June 30, 2009 and €188.5 million for the six months ended June 30,
2008, capitalized development costs of €6.4 million for the six months ended
June 30, 2009 and €3.6 million for the comparable period of 2008 and capital
leases of €22.8 million for the six months ended June 30, 2009 (none for the six
months ended June 30, 2008) in the Services segment. Capitalized development
costs in the Equipment segment were €1.0 million for the six months ended June
30, 2009 and €1.2 million for the comparable period of 2008.

(c) Includes multi-client survey amortization of €89.0 million for the six
months ended June 30, 2009 and €112.3 million for the comparable period of
2008.

(Unaudited) Six months ended June 30,
2009 2008 (1)
(in millions of US$) Services Equipment(2) Eliminations Consolidated Total Services Equipment Eliminations Consolidated Total
(1) and (3) and

Adjustments
Adjustments
Revenues from unaffiliated customers 1,245.8 384.3 - 1,630.1 1,259.6 487.3 - 1,746.9
Inter-segment revenues 0.8 55.5 (56.3) - - 75.7 (75.7) -
Operating revenues 1,246.6 439.8 (56.3) 1,630.1 1,259.6 563.0 (75.7) 1,746.9
Other income from ordinary activities - 2.1 - 2.1 (0.4) 1.1 - 0.7
Total income from ordinary activities 1,246.6 441.9 (56.3) 1,632.2 1,259.2 564.1 (75.7) 1,747.6
Operating income (loss) 40.6 111.0 (39.7) 111.8 216.5 174.1 (55.4) 335.2

______________

(1) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.334 per € in 2009 and of US$1.527 per € in 2008.

(2) Dollar amounts were converted at the average rate of US$1.337 per € for the
Equipment segment.

(3) Dollar amounts for the Consolidated total were converted at the rate of
US$1.335 per €, corresponding to the weighted average based on each segment`s
operating revenues.

Revenues by geographic area

The following table sets forth our consolidated operating revenues by location
of customers, and the percentage of total consolidated operating revenues
represented thereby:

Three months ended June 30,
2009 2008
Except percentages, in millions of € US$ (1) € US$ (1)
North America 113.2 154.0 20% 174.3 272.7 31%
Central and South Americas 35.6 48.4 6% 36.2 56.6 6%
Europe, Africa and Middle East 267.7 363.6 47% 183.4 287.6 33%
Asia Pacific 156.1 212.9 27% 165.0 257.3 30%
Total 572.6 778.9 100% 559.0 874.1 100%

______________

(1) Corresponding to the half-year in US dollars less the first quarter in US
dollars.

Six months ended June 30,
2009 2008
Except percentages, in millions of € US$ (1) € US$ (1)
North America 242.8 324.1 20% 359.4 548.8 31%
Central and South Americas 71.7 95.8 6% 71.0 108.4 6%
Europe, Africa and Middle East 542.8 724.6 44% 397.3 606.7 35%
Asia Pacific 363.8 485.6 30% 316.3 483.0 28%
Total 1,221.1 1,630.1 100% 1,144.0 1,746.9 100%

______________

(1) Dollar amounts represent euro amounts converted at the average exchange rate
for the period of US$1.335 per € in 2009 and of US$1.527 per € in 2008.

NOTE 7-OTHER REVENUES (EXPENSES)

Marine restructuring plan

Due to market conditions and marine overcapacity, we introduced measures in June
2009 to restructure our marine business line. This restructuring plan has led to
the de-rigging of seven seismic vessels and to a redundancy plan covering 400
persons. The cost of the restructuring plan is €64.8 million (US$87 million). We
recognized €22.5 million (US$30 million) of vessel and related assets
write-downs, and €15.0 million (US$20 million) of de-rigging costs. A €27.7
million (US$37 million) provision was recognized for the redundancy plan.

Other

Other expenses for the six months ended June 30, 2009 included primarily losses
of €8.7 million on foreign exchange activities. Other revenues for the
comparable period of 2008 included primarily a €8.7 million gain on foreign
exchange hedging activities and a €3.6 million gain resulting from the sale of
Ardiseis shares to TAQA.

NOTE 8-COMMITMENTS AND CONTINGENCIES

Capital expenditures, other commitments and contingencies

On April 22, 2009, CGGVeritas Services exercised the purchase option on the
seismic vessels Fohn and Harmattan, pursuant to their time charter agreements
for US$0.75 million (€0.6 million) each.

On May 29, 2009, CGGVeritas and Eidesvik amended their agreement to postpone the
date of delivery of two newly-built seismic vessels to the second half of 2011.
Two loans, including one convertible loan, were granted by CGGVeritas to
Eidesvik for a total amount of €7.7 million.

Litigation and other risks

On July 7, 2008, we brought suit against Arrow Seismic ASA in order to seek
compensation for the loss we suffered (approximately U.S.$70 million at the date
of the claim) following Arrow Seismic ASA`s withdrawal from negotiations for the
construction of a 3D seismic vessel. The negotiations were terminated after
Arrow Seismic ASA was acquired by PGS. Discussions between us and Arrow Seismic
ASA were at such an advanced stage that, in the Group`s view, the parties were
contractually committed. A judgement was rendered on April 8, 2009 in favour of
Arrow Seismic ASA. CGGVeritas has decided not to appeal.

On October 20, 2006, a complaint was filed against CGGVeritas` subsidiary,
Sercel Inc., in the United States District Court for the Eastern District of
Texas. The complaint alleges that several of Sercel Inc.`s seismic data
acquisition products that include micro electromechanical systems (MEMS)
infringe a U.S. patent allegedly owned by the plaintiff. The plaintiff has
requested a permanent injunction prohibiting Sercel Inc. from making, using,
selling, offering for sale or importing the equipment in question into the
United States. In addition, the plaintiff has requested damages based on lost
profits in the amount of U.S.$14,672,261 plus prejudgment interest of
U.S.$775,254. In the alternative, the plaintiff is requesting damages based on a
reasonable royalty in the amount of U.S.$6,185,924 plus prejudgment interest of
U.S.$374,898. Sercel is confident that the products in question do not infringe
any valid claims under the patent in question and intends to contest this claim
vigorously. During 2008, the discovery process was completed and the Court
provided a claim construction opinion. The Court has found that three of the
seven of the patent claims are invalid for indefiniteness and one claim is not
infringed. The parties attended mediation on March 4, 2009, but the case was not
settled, and is now set for trial in August 2009. We do not believe this
litigation will have a material adverse effect on our financial position or
results of operations. Accordingly, no provision has been recorded in our
consolidated financial statements, except for the fees related to preparing the
defence.

NOTE 9-RELATED PARTY TRANSACTIONS

The Group provides services to related parties, and contracts associated with
these services are concluded at arm`s length. The Group also receives services
from related parties.

Six months ended June 30,
2009 2008
(in millions of euros)
Operating income

Sales of geophysical equipment to Argas 27.2 13.1
Charter revenues received from LDA for the Alizé 5.9 5.3
Technical consulting services to Argas 5.6 -
Sales of geophysical equipment to JV Xian Peic 0.1 3.0
Income 38.8 21.4
Expenses for time charters to Norfield AS 18.4 -
Expenses paid for Alizé ship management to LDA 4.0 6.6
Purchases of geophysical equipment from Tronic`s 1.9 4.6
Purchases of geophysical equipment from Cybernetix 3.7 1.0
Expenses 28.0 12.2

Receivables and payables

Trade receivables from LDA - -
Notes receivables from Norfield AS 8.2 -
Trade accounts and notes receivable 8.2 -
Accounts payable to LDA 5.8 1.9
Trade accounts and notes payables 5.8 1.9

Contractual obligations

Future rents commitments to LDA 41.5 49.1
Future rents commitments to Norfield AS 184.0 -
Contractual Obligations 225.5 49.1

Louis Dreyfus Armateurs ("LDA") provides ship management services for a portion
of our fleet. In addition, LDA is the owner, together with the Group, of Geomar
owner of the seismic vessel "Alizé". Geomar provides vessel charter services to
LDA.

Argas, JV Xian Peic and Cybernetix are companies accounted for under the equity
method.

Norfield AS is accounted for under the equity method since the acquisition of
Wavefield.

Tronic`s is 16% owned by the group.

No credit facility or loan was granted to the Company by shareholders during the
three years.

NOTE 10-SUBSEQUENT EVENTS

On July 22, 2009 CGG do Brazil received an assessment notice from the
municipality of Rio de Janeiro, Brazil relating to tax on services (ISS), for
the period from July 2004 to June 2008, amounting to €7.3 million (R$ 19
million). This assessment is based on the same foundation as the assessment
received by Veritas do Brasil last year (refer to note 24 of the consolidated
financial statements in our 20-F for the year ended December 31, 2008). The
Group intends to contest this assessment, and no provision has been recognized
as at June 30, 2009.

COMPAGNIE GÉNÉRALE DE GÉOPHYSIQUE-VERITAS, S.A.

Item 2:MANAGEMENT`S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Group organization

We report financial information by operating segment in accordance with our
internal reporting system and the internal segment information that is used to
manage and measure our performance. We divide our business into two operating
segments, geophysical services and geophysical equipment.

Our geophysical services segment comprises:

* Land contract: seismic data acquisition for land, transition zones and shallow
water undertaken by us on behalf of a specific client;
* Marine contract: seismic data acquisition offshore undertaken by us on behalf
of a specific client;
* Multi-client land and marine: seismic data acquisition undertaken by us and
licensed to a number of clients on a non-exclusive basis; and
* Processing and Imaging: processing and imaging as well as interpretation of
geophysical data, data management and reservoir studies for clients.

Our geophysical equipment segment, which we conduct through Sercel Holding S.A.
and its subsidiaries, comprises our manufacturing and sales activities for
seismic equipment used for data acquisition, both on land and offshore.

Factors Affecting Results of Operations

Geophysical market environment

Overall demand for geophysical services and equipment is dependent on spending
by oil and gas companies for exploration development and production and field
management activities. We believe the level of spending of such companies
depends on their assessment of their ability to efficiently supply the oil and
gas market in the future and the current balance of hydrocarbon supply and
demand.

The geophysical market has historically been cyclical, with notably a trough in
1999 following a sharp drop in the price of oil to U.S.$10 per barrel. We
believe many factors contribute to the volatility of this market, such as the
geopolitical uncertainties that can harm the confidence and visibility that are
essential to our clients` long-term decision-making processes and the expected
balance in the mid to long term between supply and demand for hydrocarbons.

Due to market conditions and marine overcapacity, we implemented a restructuring
plan in June 2009 to downsize our offshore fleet. This restructuring plan has
led to the de-rigging of seven seismic vessels and to a redundancy plan covering
400 persons. The cost of the restructuring plan is approximately €65 million
(US$87 million), of which €37.5 million (US$50 million) represents the
write-down of vessels and related assets and de-rigging expenses.

Foreign exchange fluctuations

As a company that derives a substantial amount of its revenue from sales
internationally, our results of operations are affected by fluctuations in
currency exchange rates.

In order to present trends in our business that may be obscured by currency
fluctuations, we have translated certain euro amounts in this Management`s
Discussion and Analysis of Financial Conditions and Results of Operations into
U.S. dollars. See "Trend Information-Currency Fluctuations".

Unless otherwise indicated, balance sheet data expressed in U.S. dollars have
been converted from euros at the exchange rate on the relevant balance sheet
date, and income statement data in U.S. dollars have been converted from euros
at the average exchange rate for the relevant year. The exchange rates as of
December 31, 2008 and June 30, 2009 were U.S.$1.3917, and U.S.$1.413
respectively, per euro, and the average exchange rates for the six-month periods
ended June, 2008 and 2009 were U.S.$1.527 and U.S.$1.335, respectively, per
euro.

Acquisitions and divestitures

Wavefield-Inseis

On November 25, 2008, we launched a voluntary exchange offer to acquire 100% of
the share capital of Wavefield-Inseis ASA ("Wavefield"). We offered Wavefield
shareholders one newly issued CGGVeritas share for every seven Wavefield shares.
A total of 90,480,237 shares were tendered in the offer, representing 69.9% of
the share capital of Wavefield. In consideration of the Wavefield shares
tendered to the offer, we issued 12,925,749 new shares on December 18, 2008. The
fair value of those issued shares amounted to €139.0 million.

On December 30, 2008, we launched a mandatory public offer for the remaining
38,903,024 outstanding shares (i.e., 30.1% of the share capital) as well as for
the 2,892,875 shares that could result from the exercise of stock options. The
offer price calculated in accordance with the provisions of Chapter VI of the
Norwegian Securities Trading Act amounted to NOK 15.17 per share to be paid in
cash. At the end of this mandatory offer period, which expired on January 27,
2009, we acquired 37,043,013 additional shares for a total of 98.6% of
Wavefield`s share capital. We then launched a squeeze-out process for the
remaining outstanding shares of Wavefield at a price of NOK 15.17 per share to
be paid in cash. As of February 13, 2009, we owned 100% of Wavefield`s share
capital. Wavefield was de-listed from the Oslo Bors on February 16, 2008.

The total consideration for the acquisition in our financial statements,
including the remaining 30.1% acquired in February 2009, was €206.6 million
(US$287.6 million). Total direct transaction costs related to the acquisition
(including advisory fees and legal fees) amounted to €5.5 million and were
recognized as part of the cost of the acquisition.

Cybernetix

On January 8, 2009, Cybernetix conducted a €4 million share capital increase
that was entirely subscribed by Sercel Holding, bringing its stake to a total of
749,480 shares, representing 46.10% of Cybernetix`s share capital and 43.07% of
its voting rights. The French financial markets regulator (Autorité des Marchés
Financiers) exempted Sercel Holding from the requirement to conduct a tender
offer for all shares when its holding exceeded 33.33%. The consideration for the
share capital increase was €2 million in cash and the incorporation of a €2
million cash advance granted by Sercel Holding to Cybernetix in November 2008.
Cybernetix is accounted for under the equity method in our financial statements
as we do not have the control.

Seismic vessels

On April 22, 2009, CGGVeritas Services exercised the purchase option on the
seismic vessels Fohn and Harmattan pursuant to their time charter agreements for
US$0.75 million (€0.6 million) each.

Multifield

On May 29, 2009, Statoil Hydro Venture AS exercised its put option with our
subsidiary Wavefield with respect to a 37% stake in Multifield for €2.9 million
(NOK25.9 million). As a result, our shareholding in Multifield increased to
80.97%. Multifield is fully consolidated in our financial statements as of June
30, 2009.

Norfield AS

Pursuant to the general meeting of Norfield AS`s shareholders held on May 19,
2009, Wavefield subscribed to a capital increase in Norfield for approximately
€3.6 million (US$5 million) by capitalizing an outstanding long-term loan owed
to it by Norfield. The capital increase was pro rata to the shareholders`
existing interests in Norfield. As a result, Wavefield`s interest in Norfield
remained unchanged at 33%.

Indebtedness

On May 21 and 27, 2009, we amended our US senior facilities agreement and our
French revolving facility agreement, respectively. These amendments, in line
with our conservative financial policy, were aimed mainly at increasing the
Company's headroom under its financial covenants. In consideration of these
amendments, we repaid US$100 million of our term loan B under the US senior
facilities and increased the applicable margin for all borrowings under the US
senior facilities and French revolving facility by 1.0%.

On June 9, 2009, we issued US$350 million principal amount of 9½ % senior notes
due 2016. The senior notes were issued at a price of 97.0% of their principal
amount, resulting in a yield of 10⅛ %. The senior notes will mature on May 15,
2016.

We used the proceeds from the notes to replace cash used to repay US$100 million
of our term loan B facility on May 21, 2009 and to fund the three quarterly
US$27.5 million amortization payments due during the remainder of 2009 under our
term loan B facility. We also intend to use a portion of the net proceeds to
repay approximately US$50 million of other indebtedness outstanding under
certain Marine Resources Norge asset financing facilities and an Exploration
Resources credit facility. The remaining net proceeds will be used for general
corporate purposes, including the repayment of other indebtedness.

New stock-option plans and performance shares allocation plan

On March 16, 2009, our Board of Directors allocated 1,327,000 stock options to
149 beneficiaries pursuant to a shareholders` resolution, including stock
options to purchase a total of 260,000 ordinary shares that were allocated to
executive officers who were members of the Executive Committee (excluding the
Chairman and Chief Executive Officer and the Chief Operating Officer). The
exercise price of the stock options is €8.82. The stock options expire on March
15, 2017.

On March 16, 2009, our Board of Directors allocated 516,250 performance shares
to 291 beneficiaries pursuant to a shareholders` resolution, including 46,250
performance shares that were allocated to executive officers who were members of
the Executive Committee (excluding the Chairman and Chief Executive Officer and
the Chief Operating Officer).

On March 16, 2009, our Board of Directors allocated 200,000 stock options to the
Chairman and Chief Executive Officer and 125,000 stock options to the Chief
Operating Officer. Their exercise price is €8.82. Rights to these options vest
by one-third during each of the first three years of the plan. Such vesting is
subject to performance conditions based on the fulfillment of one of the
following objectives:

• a share price performance objective relative to the share price considering
the SBF 120 index;

• a share price performance objective relative to the ADS price considering the
PHLX Oil Services Sector SM (OSX SM) index; or

• a financial indicator of EBIT objective expressed in US$ and related to the
target for the annual variable part of the compensation of the executive
officers.

The options have an eight-year duration subject to the requirement, for all
French residents, to hold the resulting shares in registered form from their
purchase date until March 16, 2013, inclusive, except in limited cases listed in
the plan regulations.

Backlog

Our backlog as of July 1, 2009 was U.S.$1.3 billion. Contracts for services are
occasionally modified by mutual consent and in certain instances are cancelable
by the customer on short notice without penalty. Consequently, backlog as of any
particular date may not be indicative of actual operating results for any
succeeding period.

Three months ended June 30, 2009 compared to three months ended June 30, 2008

Operating revenues

The following table sets forth our consolidated operating revenues by business
line, and the percentage of total consolidated operating revenues represented
thereby, during each of the periods stated.

Three months ended June 30,
2009 2008
Except percentages, in millions of € U.S.$ (1) % € U.S.$ (1) %
Land 70.1 95.9 12% 97.6 153.6 17%
Marine 267.7 364.4 47% 232.2 362.9 42%
Processing & Imaging 71.5 97.3 12% 61.8 96.6 11%

Total Services 409.3 557.6 71% 391.6 613.1 70%
Equipment 163.3 221.3 29% 167.4 261.0 30%
Total 572.6 778.9 100% 559.0 874.1 100%

______________

(1) Corresponding to the half-year in US dollars less the first quarter in US
dollars.

Our consolidated operating revenues for the three months ended June 30, 2009
increased 2% to €572.6 million from €559.0 million for the comparable period of
2008. Expressed in U.S dollars, our consolidated operating revenues decreased
11% to U.S.$778.9 million in the three months ended June 30, 2009 from
U.S.$874.1 million for the comparable period of 2008. Operating revenues for
both of our segments decreased as expected due to the soft seismic market, which
affected both princing and volumes.

Services

Operating revenues for our Services segment (excluding intra-group sales)
increased 5% to €409.3 million for the three months ended June 30, 2009 from
€391.6 million for the comparable period of 2008. In U.S. dollar terms,
operating revenues for our Services segment decreased 9% despite good vessel
utilization and the change of scope of consolidation with the acquisition of
Wavefield in December 2008. The period was characterized by increasing standby
between contracts.

Marine

Operating revenues from our Marine business line for the three months ended June
30, 2009 increased 15% to €267.6 million from €232.2 million for the comparable
period of 2008 (and were stable in U.S. dollar terms).

Contract revenues increased 40% to €191.2 million for the three months ended
June 30, 2009 from €136.5 million for the comparable period of 2008 (and
increased 22% in U.S. dollar terms) principally due to the addition of the
Wavefield vessels to our fleet in December 2008, while we experienced lower
prices as the last of the higher rate surveys from 2008 came to a close. 75% of
our high end 3D fleet operated on contract during the three months ended June
30, 2009 and 2008. The fleet availability rate was 89%, including a 5% impact
related to standby between contracts and the production rate was 88% for the
three months ended June 30, 2009. Contract revenues accounted for 71% of marine
revenues for the three months ended June 30, 2009 compared to 59% for the
comparable period of 2008.

Multi-client marine data library revenues decreased 20% to €76.4 million for the
three months ended June 30, 2009 from €95.8 million for the comparable period of
2008 (and decreased 31% in U.S. dollar terms) principally due to reduced demand.
Four vessels were active during the three months ended June 30, 2009. One was in
the Gulf of Mexico starting a new wide-azimuth survey in 3 Corners, one was in
Brazil where we initiated an extension program of our Santos cluster survey
around the Tupi oil field discovery, and two others were in Australia and the
North Sea, respectively. Prefunding decreased 44% to €35.4 million for the three
months ended June 30, 2009 from €62.8 million for the comparable period of 2008
(and decreased 51% in U.S. dollar terms), with a rate of 54%, which is expected
to significantly increase throughout the year. After-sales increased 24% to €41
million for the three months ended June 30, 2009 from €33.0 million for the
comparable period of 2008 (and increased 9% in U.S. dollar terms).

Land

Operating revenues from our Land business line decreased 28% to €70.1 million
for the three months ended June 30, 2009, from €97.6 million for the comparable
period of 2008 (and decreased 38% in U.S. dollar terms).

Contract revenues decreased 13% to €60.6 million for the three months ended June
30, 2009 from €69.8 million for the comparable period of 2008 (and decreased 25%
in U.S. dollar terms). We operated 12 crews worldwide during the three months
ended June 30, 2009 compared to 16 for the comparable period of 2008. North
American activity slowed due to the seasonal decommissioning of Artic crews and
weak market conditions. Demand remained strong in Middle East for large land and
shallow water 3D acquisition projects. Contract revenues accounted for 86% of
land revenues for the three months ended June 30, 2009 compared to 72% for the
comparable period of 2008.

Prefunding decreased 89% to €1.1 million for the three months ended June 30,
2009 from €9.3 million for the comparable period of 2008 (and decreased 90% in
U.S. dollar terms) notably due to mobilization of a crew for the acquisition of
the Tri-Parish 3D multi-client survey in northern Louisiana. After-sales
decreased 55% to €8.4 million for the three months ended June 30, 2009 from
€18.5 million for the comparable period of 2008 (and decreased 61% in U.S.
dollar terms) due to soft gas prices, but increased US$11 million compared to
the first three months of 2009.

Processing & Imaging

Operating revenues from our Processing & Imaging business line increased 16% to
€71.5 million for the three months ended June 30, 2009 from €61.8 million for
the comparable period of 2008 (and increased 1% in US$ terms) as demand for our
high-end depth imaging technologies remained high.

Equipment

Operating revenues for our Equipment segment decreased 3% to €175.2 million for
the three months ended June 30, 2009 from €179.9 million for the comparable
period of 2008. In U.S. dollar terms, revenues decreased 15% to U.S.$238.7
million for the three months ended June 30, 2009 from U.S.$281.3 million for the
comparable period of 2008. While sales of land equipment remained almost stable
compared to the prior period, deteriorating market conditions caused a sharp
decline in sales of marine equipment for new vessels.

Operating revenues for our Equipment segment (excluding intra-group sales)
decreased 2% to €163.3 million for the three months ended June 30, 2009 from
€167.4 million for the comparable period in 2008 and decreased 15% in U.S.
dollar terms).

Operating Expenses

Cost of operations, including depreciation and amortization, increased 12% to
€453.8 million for the three months ended June 30, 2009 from €403.3 million for
the comparable period of 2008, mainly due to higher average U.S.$ exchange rate
and our changed scope of consolidation with the acquisition of Wavefield. As a
percentage of operating revenues, cost of operations increased to 79% for the
three months ended June 30, 2009 from 72% for the comparable period of 2008
mainly due to the lower activity of our Marine business line and our Equipment
segment. Gross profit decreased 23% to €119.6 million for the three months ended
June 30, 2009 from €155.8 million for the comparable period of 2008,
representing 21% and 28% of operating revenues, respectively.

Research and development expenditures increased significantly to €13.8 million
for the three months ended June 30, 2009, from €7.7 million for the comparable
period of 2008, representing 2% and 1% of operating revenues, respectively.

Selling, general and administrative expenses, excluding share-based
compensation, increased 6% to €57.3 million for the three months ended June 30,
2009 from €54.1 million for the comparable period of 2008 mainly due to a higher
average U.S.$/€ exchange rate. In addition, share-based compensation expense
decreased to €3.7 million for the three months ended June 30, 2009 from €6.1
million for the comparable period of 2008.

As a percentage of operating revenues, selling, general and administrative costs
decreased to 10% for the three months ended June 30, 2009 from 11% for the
comparable period of 2008.

Other expenses amounted to €61.3 million for the three months ended June 30,
2009 compared to other revenues of €8.2 million for three months ended June 30,
2008. Due to market conditions and marine overcapacity, we introduced measures
in June 2009 to restructure our marine activity. This restructuring plan has led
to the de-rigging of seven seismic vessels and to a redundancy plan covering 400
persons. The cost of the restructuring plan was €64.8 million (US$87 million).
We recognized €22.5 million (US$30 million) of vessel and related assets
write-downs, and €15.0 million (US$20 million) of de-rigging costs. A €27.7
million (US$37 million) provision was recognized for the redundancy plan.

Other revenues for the three months ended June 30, 2008 included primarily gains
on foreign exchange hedging activities of €5.2 million.

Operating Income (Loss)

Our operating loss was €16.5 million for the three months ended June 30, 2009
compared to operating income of €96.1 million for the three months ended June
30, 2008 as a result of the factors described above. Before restructuring costs,
operating income was €48.4 million for the three months ended June 30, 2009.

Operating loss for our Services segment was €44.9 million for the three months
ended June 30, 2009 compared to operating income of €52.7 million for the three
months ended June 30, 2008. Before restructuring costs, operating income for our
Services segment was €19.9 million for the three months ended June 30, 2009.

Operating income from our Equipment segment decreased 22% to €41.9 million for
three months ended June 30, 2009 from €53.9 million for the comparable period of
2008 (and decreased 33% in U.S. dollar terms).

Financial Income and Expenses

Cost of net financial debt increased 38% to €25.3 million for the three months
ended June 30, 2009 from €18.4 million for the comparable period of 2008 (and
increased 19% in U.S. dollar terms). This increase was essentially due to (i)
the issuance of US$350 million principal amount of senior notes on June 9, 2009
partially offset by a repayment of US$100 million of our term loan B, (ii) the
change of scope of consolidation with the acquisition of Wavefield in December
2008 and, (iii) less financial income generated by cash deposit.

Other financial expense was €5.3 million for the three months ended June 30,
2009 compared to a gain of €0.1 million for the three months ended June 30, 2008
due to currency fluctuations.

Income Taxes

Income tax was a tax credit of €19.6 million for the three months ended June 30,
2009 compared to a tax expense of €26.2 million for the three months ended June
30, 2008. The effective tax rate in the second quarter of 2009 was 42% compared
to 34% for the comparable period of 2008. Before deferred taxes on currency
translation, the effective tax rate for the three months ended June 30, 2009 was
32%.

Equity in Income (Losses) of Affiliates

Income from investments accounted for under the equity method increased to €2.0
million for the three months ended June 30, 2009 from €0.2 million for the
comparable period of 2008 and corresponded essentially to our share in the
income of Argas, our joint venture in Saudi Arabia.

Net Income

Net loss was €25.2 million for the three months ended June 30, 2009 compared to
a net income of €51.8 million for the comparable period of 2008 as a result of
the factors discussed above.

Six months ended June 30, 2009 compared to six months ended June 30, 2008

Operating revenues

The following table sets forth our consolidated operating revenues by business
line, and the percentage of total consolidated operating revenues represented
thereby, during each of the periods stated.

Six months ended June 30,
2009 2008
Except percentages, in millions of € U.S.$ (1) % € U.S.$ (1) %
Land 179.9 240.1 15% 227.4 347.3 20%
Marine 605.0 807.3 50% 470.4 718.4 41%
Processing & Imaging 148.7 198.4 12% 127.1 193.9 11%

Total Services 933.6 1,245.8 76% 824.9 1,259.6 72%
Equipment 287.5 384.3 24% 319.1 487.3 28%
Total 1,221.1 1,630.1 100% 1,144.0 1,746.9 100%

______________

(1) Dollar amounts represent euros amounts converted at the average exchange
rates of U.S.$1.3349, U.S.$1.3343, and U.S.$1.3368 for the Group, the Services
and Equipment segment per € in 2009, respectively, and of U.S.$1.527 per € in
2008.

Our consolidated operating revenues for the six months ended June 30, 2009
increased 7% to €1,221.1 million from €1,144.0 million for the comparable period
of 2008. Expressed in U.S dollars, our consolidated operating revenues decreased
7% to U.S.$1,630.1 million in the six months ended June 30, 2009 from
U.S.$1,746.9 million for the comparable period of 2008. Operating revenues for
our Equipment segment decreased as expected while operating revenues for our
Services segment were nearly stable with the addition of the Wavefield fleet.

Services

Operating revenues for our Services segment (excluding intra-group sales)
increased 13% to €933.6 million for the six months ended June 30, 2009 from
€824.9 million for the comparable period of 2008 (and decreased 1% in U.S.
dollar terms) mainly due to a change of scope of consolidation with the
acquisition of Wavefield in December 2008 and strong processing performance.

Marine

Operating revenues from our Marine business line for the six months ended June
30, 2009 increased 29% to €605.0 million from €470.4 million for the comparable
period of 2008 (and increased 12% in U.S. dollar terms).

Contract revenues increased 61% to €475.2 million for the six months ended June
30, 2009 from €295.6 million for the comparable period of 2008 (and increased
40% in U.S. dollar terms) principally due to the addition of the Wavefield
vessels to the fleet in December 2008 and the shift toward contract activity.
The fleet production rate was 89% for the six months ended June 30, 2009, while
overcapacity sequentially impacted the availability rate at 91%. Contract
revenues accounted for 79% of marine revenues for the six months ended June 30,
2009 compared to 63% for the comparable period of 2008.

Multi-client marine data library revenues decreased 26% to €129.8 million for
the six months ended June 30, 2009 from €174.8 million for the comparable period
of 2008 (and decreased 35% in U.S. dollar terms) principally due to reduced
demand and a sharp decrease in after-sales in the first three months of 2009.
Prefunding, with a rate of 63%, decreased 33% to €77.5 million for the six
months ended June 30, 2009 from €115.3 million for the comparable period of 2008
(and decreased 41% in U.S. dollar terms). After-sales decreased 12% to €52.3
million for the six months ended June 30, 2009 from €59.5 million for the
comparable period of 2008 (and decreased 23% in U.S. dollar terms) with low
activity worldwide due to a drop in exploration expenditures in the oil and gas
industry as a result of economic conditions.

Land

Operating revenues from our Land business line decreased 21% to €179.9 million
for the six months ended June 30, 2009, from €227.4 million for the comparable
period of 2008 (and decreased 31% in U.S. dollar terms).

Contract revenues decreased 7% to €161.3 million for the six months ended June
30, 2009 from €173.3 million for the comparable period of 2008 (and decreased
19% in U.S. dollar terms). We operated 15 crews worldwide during the six months
ended June 30, 2009 compared to 20 for the comparable period of 2008 as a result
of reduced demand in North America. Contract revenues accounted for 89% of land
revenues for the six months ended June 30, 2009 compared to 76% for the
comparable period of 2008.

Prefunding, with a rate of 20%, decreased 76% to €4.5 million for the six months
ended June 30, 2009 from €18.7 million for the comparable period of 2008 (and
decreased 79% in U.S. dollar terms) as crews mobilized for new programs.
After-sales decreased 61% to €14.1 million for the six months ended June 30,
2009 from €35.4 million for the comparable period of 2008 (and decreased 66% in
U.S. dollar terms) with low activity in North America as a result of reductions
in expenditures by oil and gas companies due to low gas prices.

Processing & Imaging

Operating revenues from our Processing & Imaging business line increased 17% to
€148.7 million for the six months ended June 30, 2009 from €127.1 million for
the comparable period of 2008 (and increased 2% in US$ terms) as demand for our
high-end depth imaging technologies remained high.

Equipment

Operating revenues for our Equipment segment decreased 11% to €329.0 million for
the six months ended June 30, 2009 from €368.7 million for the comparable period
of 2008. In U.S. dollar terms, revenues decreased 22% to U.S.$439.8 million for
the six months ended June 30, 2009 from U.S.$563.0 million for the comparable
period of 2008.

Operating revenues for our Equipment segment (excluding intra-group sales)
decreased 10% to €287.5 million for the six months ended June 30, 2009 from
€319.1 million for the comparable period in 2008 (and decreased 21% in U.S.
dollar terms). The decline in sales was almost entirely attributable to reduced
sales of marine equipment, while sales of land equipment remained strong
compared to the prior year.

Operating Expenses

Cost of operations, including depreciation and amortization, increased 15% to
€907.8 million for the six months ended June 30, 2009 from €788.2 million for
the comparable period of 2008, mainly due to a higher average U.S.$/€ exchange
rate and our changed scope of consolidation with the acquisition of Wavefield.
As a percentage of operating revenues, cost of operations increased to 74% for
the six months ended June 31, 2009 from 69% for the comparable period of 2008
mainly due to the lower activity of our Marine business line and Equipment
segment. Gross profit decreased 12% to €314.9 million for the six months ended
June 30, 2009 from €356.2 million for the comparable period of 2008,
representing 26% and 31% of operating revenues, respectively.

Research and development expenditures increased 24% to €30.0 million for the six
months ended June 30, 2009, from €24.2 million for the comparable period of
2008, representing 2% of operating revenues for both periods.

Selling, general and administrative expenses, excluding share-based
compensation, increased 5% to €117.1 million for the six months ended June 30,
2009 from €111.1 million for the comparable period of 2008 mainly due to a
higher average U.S.$/€ exchange rate. In addition, share-based compensation
expense decreased to €10.6 million for the six months ended June 30, 2009 from
€11.9 million for the comparable period of 2008.

As a percentage of operating revenues, selling, general and administrative costs
decreased to 10% for the six months ended June 30, 2009 from 11% for the
comparable period of 2008.

Other expenses amounted to €73.5 million for the six months ended June 30, 2009
mainly due to the Marine restructuring plan implemented in June 2009. Other
revenues for the six months ended June 30, 2008 amounted to €10.5 million and
included primarily gains on foreign exchange hedging activities.

Operating Income (Loss)

Our operating income decreased 62% to €83.7 million for the six months ended
June 30, 2009, from €219.5 million for the comparable period of 2008 (and
decreased 67% in U.S. dollar terms) as a result of the factors described above.

Operating income for our Services segment decreased 79% to €30.4 million for the
six months ended June 30, 2009 from €141.8 million for the comparable period of
2008 (and decreased 81% in U.S. dollar terms). Before restructuring costs,
operating income for our Services segment was €95.2 million for the six months
ended June 30, 2009.

Operating income from our Equipment segment decreased 27% to €83.0 million for
six months ended June 30, 2009 from €114.0 million for the comparable period of
2008 (and decreased 36% in U.S. dollar terms).

Financial Income and Expenses

Cost of net financial debt increased 24% to €51.3 million for the six months
ended June 30, 2009 from €41.2 million for the comparable period of 2008 (and
increased 9% in U.S. dollar terms). This increase was mainly due to (i) the
issuance of US$350 million principal amount of senior notes on June 9, 2009
partially offset by the repayment of US$100 million of our term loan B, (ii) the
change of scope of consolidation with the acquisition of Wavefield in December
2008 and, (iii) less financial income generated by cash deposit.

Income Taxes

Income tax expenses decreased to €3.3 million for the six months ended June 30,
2009 from €64.3 million for the comparable period of 2008. The effective tax
rate for the six months ended June 30, 2009 was 11% compared to 36% for the
comparable period of 2008. Before deferred taxes on currency translation, the
effective tax rate was 28% for the six months ended June 30, 2009.

Equity in Income (Losses) of Affiliates

Income from investments accounted for under the equity method decreased to €2.4
million for the six months ended June 30, 2009 from €3.0 million for the
comparable period of 2008 and corresponded essentially to our share in the
income of Argas, our joint venture in Saudi Arabia.

Net Income

Net income was €28.6 million for the six months ended June 30, 2009 compared to
a net income of €115.9 million for the comparable period of 2008 as a result of
the factors discussed above.

Liquidity and Capital Resources

Our principal capital needs are for the funding of ongoing operations, capital
expenditures (particularly repairs and improvements to our seismic vessels),
investments in our multi-client data library and acquisitions (such as Veritas
in 2007 and most recently Wavefield).

We intend to fund our liquidity needs through cash generated by operations,
senior notes and borrowings under our U.S. and French facilities. Our senior
facilities consist of a term loan B facility (U.S.$675 million outstanding as of
June 30, 2009) with a seven year maturity and a U.S. revolving facility
(U.S.$138 million outstanding as of June 30, 2009) with a five year maturity.
The French revolving facility consists of a senior secured revolving facility
with a five year maturity (U.S.$151 million outstanding as of June 30, 2009).

We believe that we are not subject to near-term liquidity constraints, given our
liquidity available as of June 30, 2009, our cash flow generation capability and
prospects, and our near-to mid-term debt repayment schedule.

Cash Flows

Operations

Net cash provided by operating activities was €255.0 million for the six months
ended June 30, 2009 compared to €334.6 million for the comparable period of
2008. Before changes in working capital, net cash provided by operating
activities for the six months ended June 30, 2009 was €339.6 million compared to
€376.0 million for the comparable period for 2008. Changes in working capital
had a negative impact on cash from operating activities of €84.6 million in the
six months ended June 30, 2009 compared to a negative impact of €41.4 million
for the comparable period for 2008 notably due to the additional working capital
requirements linked to the change in consolidation scope and to shorter payment
terms with French suppliers for our Equipment segment.

Investing activities

Net cash used in investing activities was €288.9 million in the six months ended
June 30, 2009 compared to €294.1 million for the six months ended June 30, 2008.

In the six months ended June 30, 2009, we incurred purchases of tangible and
intangible assets of €75.0 million mainly for the Geowave Voyager seismic vessel
delivered in January 2009, streamers and Sercel Nautilus systems, compared to
€85.1 million for the six months ended June 30, 2008.

We also invested €144.5 million in our multi-client library, mainly in the Gulf
of Mexico and Brazil, compared to €188.5 million in the comparable period of
2008. As of June 30, 2009, the net book value of our multi-client data library
was €588.6 million compared to €535.6 million as of December 31, 2008.

During the six months ended June 30, 2009, we acquired the remaining 30% of
Wavefield for €62 million as part of the mandatory offer launched in December
30, 2008 and the squeeze-out process closed on February 16, 2009. We also
invested €2.9 in Multifield.

Financing activities

Net cash provided by financing activities during the six months ended June 30,
2009 was €31.9 million compared to €72.9 million of net cash used for the six
months ended June 30, 2008.

On June 9, 2009, we issued US$350 million principal amount of 9½ % senior notes
due 2016. The senior notes were issued at a price of 97.0% of their principal
amount, resulting in a yield of 10⅛ %. The senior notes will mature on May 15,
2016.

We used the proceeds from the notes to replace cash used to repay US$100 million
of our term loan B facility on May 21, 2009 and to fund the three quarterly
US$27.5 million amortization payments due during the remainder of 2009 under our
term loan B facility.

Net debt

Net debt as of June 30, 2009 was €1,060.5 million compared to €1,029.1 million
at December 31, 2008. The ratio of net debt to equity increased to 35.6% as of
June 30, 2009 from 34.8% as of December 31, 2008.

"Net debt" is the amount of bank overdrafts, plus current portion of financial
debt, plus financial debt, less cash and cash equivalents. Net debt is presented
as additional information because we understand that certain investors believe
that netting cash against debt provides a clearer picture of the financial
liability exposure. However, other companies may present net debt differently
than we do. Net debt is not a measure of financial performance under IFRS and
should not be considered as an alternative to any other measures of performance
derived in accordance with IFRS.

The following table presents a reconciliation of net debt to financing items of
the balance sheet at June 30, 2009 and December 31, 2008:

(in millions of euros) June 30, December 31, 2008
2009
Bank overdrafts 10.6 8.2
Current portion of long-term debt 137.2 241.5
Long-term debt 1,428.1 1,296.3
Less : cash and cash equivalents (515.5) (516.9)
Net debt 1,060.4 1,029.1

For a more detailed description of our financing activities, see "Liquidity and
Capital Resources" in our annual report on Form 20-F for the year ended December
31, 2008.

EBITDAS

EBITDAS for the six months ended June 30, 2009 was €342.9 million compared to
€446.8 million for the comparable period of 2008, representing 28% and 39% of
operating revenues, respectively.

We define EBITDAS as earnings before interest, tax, depreciation, amortization
and share-based compensation cost. Share-based compensation includes both stock
options and shares issued under our performance share allocation plans. EBITDAS
is presented as additional information because we understand that it is a
measure used by certain investors to determine our operating cash flow and
historical ability to meet debt service and capital expenditure requirements.
However, other companies may present EBITDAS and related measures differently
than we do. EBITDAS is not a measure of financial performance under IFRS and
should not be considered as an alternative to cash flow from operating
activities or as a measure of liquidity or an alternative to net income as
indicators of our operating performance or any other measures of performance
derived in accordance with IFRS.

The following table presents a reconciliation of EBITDAS to Net cash provided by
operating activity, according to our cash-flow statement, for the periods
indicated:

Six months ended June 30,
(in millions of euros) 2009 2008
EBITDAS 342.9 446.8
Other financial income (loss) (2.9) (1.1)
Variance on provisions 44.7 1.1
Net gain on disposal of assets 1.8 (1.6)
Dividends received from affiliates - 1.1
Other non cash items (5.1) 3.0
Income taxes paid (41.8) (73.3)
Change in trade accounts receivable 8.6 (10.0)
Change in inventories 39.2 (27.6)
Change in other current assets (7.5) (1.8)
Change in trade accounts payable (65.1) 12.8
Change in other current liabilities (43.6) (4.2)
Impact of changes in exchange rate (16.2) (10.6)
Net cash provided by operating activity 255.0 334.6

Contractual obligations

The following table sets forth our future cash obligations as of June 30, 2009:

(in millions of euros) Payments Due by Period
Less than 1 year 2-3 years 4-5 years More than 5 years Total

Financial Debt 93.4 34.3 21.1 1,282.1 1,430.9
Capital Lease Obligations (not discounted) 21.6 79.3 28.7 9.2 138.8
Operating Leases 143.5 252.9 202.4 228.1 826.9
Other Long-Term Obligations (bond interest) 73.6 147.1 147.2 131.8 499.7
Total Contractual Cash Obligations 332.1 513.6 399.4 1,651.2 2,896.3

Reconciliation of EBITDAS to U.S. GAAP

Summary of differences between IFRS and U.S. GAAP with respect to EBITDAS

The principal differences between IFRS and U.S. GAAP as they relate to our
EBITDAS relate to the treatment of pension plans, development costs and
derivative instruments and hedging activities.

Pension plan

Pursuant to an exemption provided by IFRS 1 "First-time adoption of IFRS", we
have elected to record unrecognized actuarial gains and losses as of January 1,
2004 to retained earnings. Under U.S. GAAP, this exemption is not applicable,
which generates a difference resulting from the amortization of actuarial gains
and losses recognized in statement of income.

Under IFRS, in accordance with IAS 19 - Revised, actuarial gains or losses are
recognized in the statement of recognized income and expense (SORIE)
attributable to shareholders.

Under U.S. GAAP, we apply Statement 158 "Employers` Accounting for Defined
Benefit Pension and Other Postretirement Plan, an amendment of FASB Statements
No. 87, 88, 106, and 132(R)", effective for fiscal years ending after December
15, 2006.

Gains or losses are amortized over the remaining service period of employees
expected to receive benefits under the plan, and therefore recognized in the
income statement.

Development costs

Under IFRS, expenditure on development activities, whereby research findings are
applied to a plan or design for the production of new or substantially improved
products and processes, is capitalized if:

* the project is clearly defined, and costs are separately identified and
reliably measured,
* the product or process is technically and commercially feasible,
* the Group has sufficient resources to complete development, and
* the intangible asset is likely to generate future economic benefits.

Under U.S. GAAP, all expenditures related to research and development are
recognized as an expense in the income statement.

Derivative instruments and hedging activity

Under IFRS, long-term contracts in foreign currencies (primarily U.S. dollar)
are not considered to include embedded derivatives when such contracts are
routinely denominated in this currency (primarily U.S. dollar) in the industry.

Under U.S. GAAP, such an exemption does not exist and embedded derivatives in
long-term contracts in foreign currencies (primarily U.S. dollar) are recorded
in the balance sheet at fair value and revenues and expenses with a non-U.S.
client or supplier are recognized at the forward exchange rate negotiated at the
beginning of the contract. The variation of fair market value of the embedded
derivative foreign exchange contracts is recognized in the income statement in
the line item "Other financial income (loss)".

Provision for marine redundancy plan

Under IFRS, a provision for redundancy plan should be recognized when the entity
has a detailed formal plan for the restructuring, and has raised a valid
expectation for those affected that it will carry out the restructuring by
starting to implement that plan or announcing its main features to those
affected by it.

Under U.S. GAAP, termination benefits can be recognized only when those affected
have rendered all services required to receive benefits.

Unaudited June 30,
In millions of euros 2009 2008
EBITDAS as reported 342.9 446.8
Actuarial gains (losses) on pension plan (0.1) (0.4)
Cancellation of IFRS capitalization of development costs (7.4) (4.9)
Derivative instruments (1.6) 2.9
Cancellation of redundancy provision 27.7 -
EBITDAS according to U.S. GAAP 361.5 444.4

Trend information

Currency fluctuations

Certain changes in operating revenues set forth in U.S. dollars in this current
report on Form 6-K were derived by converting revenues recorded in euros at the
average rate for the relevant period. Such information is presented in light of
the fact that most of our revenues are denominated in U.S. dollars while our
consolidated financial statements are presented in euros. Converted figures are
presented only to assist in an understanding of our operating revenues but are
not part of our reported financial statements and may not be indicative of
changes in our actual or anticipated operating revenues.

Our business faces foreign exchange risks because a large percentage of our
revenues and cash receipts are denominated in U.S. dollars, while a significant
portion of our operating expenses and income taxes accrue in euro and other
currencies. Movements between the U.S dollar and euro or other currencies may
adversely affect our operating revenues and results. In the years ended December
31, 2008, 2007 and 2006, more than 80% of our operating revenues and
approximately two-thirds of our operating expenses were denominated in
currencies other than euros. These included U.S. dollars and, to a significantly
lesser extent, Canadian dollars, Brazilian reals, Australian dollars, British
pounds and Norwegian kroner. In addition, a significant portion of our revenues
that were invoiced in euros related to contracts that were effectively priced in
U.S. dollars, as the U.S. dollar often serves as the reference currency when
bidding for contracts to provide geophysical services to the oil and gas
industry.

Fluctuations in the exchange rate of the euro against such other currencies,
particularly the U.S. dollar, have had in the past and can be expected in future
periods to have a significant effect upon our results of operations. For
financial reporting purposes, such depreciation of the U.S. dollar against the
euro negatively affects our reported results of operations since U.S.
dollar-denominated earnings that are converted to euros are stated at a reduced
value. Since we participate in competitive bids for data acquisition contracts
that are denominated in U.S. dollars, such depreciation reduces our competitive
position against that of other companies whose costs and expenses are
denominated in U.S. dollars. An appreciation of the U.S. dollar against the euro
has the opposite effect. As a result, our sales and operating income are exposed
to the effects of fluctuations in the value of the euro versus the U.S. dollar.
In addition, our exposure to fluctuations in the U.S.$/euro exchange rate has
considerably increased over the last few years due to increased sales outside
Europe. Based on our operations in 2008, and given the portfolio of currencies
during that year, a 10-cent variance of the U.S. dollar against the euro would
have affected our dollar equivalent-value operating income by approximately
U.S.$50 million.

We attempt to match foreign currency revenues and expenses in order to balance
our net position of receivables and payables denominated in foreign currencies.
For example, charter costs for our vessels, as well as our most important
computer hardware leases, are denominated in U.S. dollars. Nevertheless, during
the past five years such dollar-denominated expenses have not equaled
dollar-denominated revenues principally due to personnel costs payable in euros.

In addition, to be protected against the reduction in value of future foreign
currency cash flows, we follow a policy of selling U.S. dollars forward at
average contract maturity dates that we attempt to match with future net U.S.
dollar cash flows (revenues less costs in U.S. dollars) expected from firm
contract commitments, generally over the ensuing six months. Our average forward
U.S.$/€ exchange rate was 1.373 for the six months ended June 30, 2009 compared
to 1.475 for the six months ended June 30, 2008.

We do not enter into forward foreign currency exchange contracts for trading
purposes.

Main risk factors that may affect us for the six months ending June 30, 2009

The main risk factors to which the Group is subject are detailed in Item 3 of
the annual report on Form 20-F filed with the Securities and Exchange Commission
(SEC) on April 22, 2009 and Chapter IV of the Document de Référence filed with
the Autorité des Marchés Financiers (AMF) on April 22, 2009.

The annual report on Form-20-F and the Document de Référence are available on
the website of the Company or on the website maintained by the SEC at
www.sec.gov and the AMF at www.amf-france.org respectively.

Item 3:CONTROLS AND PROCEDURES

There has been no change in our internal control over financial reporting during
the period covered by this report that has materially affected, or is reasonably
likely to materially affect, our internal control over financial reporting.

THIS FORM 6-K REPORT IS HEREBY INCORPORATED BY REFERENCE INTO THE PROSPECTUS
CONTAINED IN CGG VERITAS' REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION
STATEMENT NO. 333-150384 AND NO.333-158684) AND SHALL BE A PART THEREOF FROM THE
DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY
DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

SIGNATURES

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

/s/ Stéphane-Paul Frydman

Compagnie Générale de Géophysique Veritas

(Registrant)

/s/ Stéphane-Paul Frydman

Stéphane-Paul Frydman

Group Chief Financial Officer

Date: July 30, 2009

CGG Veritas

Copyright Business Wire 2009

http://www.businesswire.com/news/home/20090730005699/en