8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 21, 2009

NOBLE CORPORATION

(Exact name of registrant as specified in its charter)

Switzerland	000-53604	98-0619597
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Dorfstrasse 19A Baar, Switzerland	6340
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 41 (41) 761 6555

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

ITEM 2.02. Results of Operations and Financial Condition.

On October 21, 2009, the Noble Corporation (“Company” “we,” “us,” and “our”) issued a press release announcing its financial results for the three and nine months ended September 30, 2009. A copy of such press release is included as Exhibit 99.1 and will be published in the “Newsroom” area on the Company’s Web site at http://www.noblecorp.com.

Statements made herein, including the accompanying exhibit, regarding contract commitments, dayrates, contract commencements, penalties, newbuilds, industry fundamentals, contract backlog, future performance, growth opportunities, market outlook, as well as any other statements that are not historical facts, are forward-looking statements that involve certain risks, uncertainties and assumptions. These include but are not limited to operating hazards and delays, risks associated with operations outside of the U.S., actions by customers and other third parties, factors affecting the level of activity in the oil and gas industry, supply and demand of drilling rigs, factors affecting the duration of contracts, the actual amount of downtime, factors that reduce applicable dayrates, violations of anti-corruption laws, hurricanes and other weather conditions, the future price of oil and gas and other factors detailed in our most recent Form 10-K, Form 10-Q and other filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated.

Pursuant to the rules and regulations of the Securities and Exchange Commission, the press release is being furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Noble Corporation Press Release dated October 21, 2009, announcing the financial results for the three and nine months ended September 30, 2009.

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SIGNATURES

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

	NOBLE CORPORATION
Date: October 21, 2009	By:	/s/ David W. Williams
		David W. Williams,
		Chairman, President and Chief Executive Officer

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INDEX TO EXHIBITS

Exhibit No.		Description
	99.1	Noble Corporation Press Release dated October 21, 2009, announcing the financial results for the three and nine months ended September 30, 2009.

EX-99.1

Exhibit 99.1

Noble Corporation
Dorfstrasse 19a
6340 Baar
Switzerland

PRESS RELEASE

Noble Corporation Reports Third Quarter Earnings of $1.63 per Share

ZUG, Switzerland, October 21, 2009 — Noble Corporation (NYSE: NE) today reported third quarter 2009 earnings of $426 million, or $1.63 per diluted share, versus earnings of $383 million, or $1.42 per diluted share, for the third quarter of last year. The results for the third quarter 2009 include a net tax benefit of $0.05 per share related to the settlement of tax assessments in various locales and other discrete items.

Contract drilling services revenues for the third quarter 2009 were $875 million, up 4.8 percent from the third quarter 2008. Contract drilling margins for the third quarter 2009 were approximately 71 percent, generating $517 million in net cash provided by operating activities. Noble invested $367 million in capital projects during the quarter.

“At Noble, we are continuing to drive performance,” said David W. Williams, Chairman, President and Chief Executive Officer. “Our earnings continue to benefit from the strength of our backlog, the revenue contribution from our newbuilds going into service and, most importantly, the outstanding performance of our crews.”

During the third quarter 2009, the Company repurchased 2.0 million shares, bringing year-to-date total repurchases to 3.7 million shares at an average price per share of $30.35 and a total cost of $113 million.

Highlights

In the North Sea, the last of the Company’s three newbuild jackups, the Noble Scott Marks, commenced operations in the third quarter under a two-year contract with Venture Production at a dayrate of approximately $213,000. Also in that region, the Company announced a series of new commitments during the quarter: the Noble Al White is undergoing upgrades and regulatory inspection before returning to work under an 18-month contract with Total in mid-December 2009 at a dayrate of $112,000; the Noble George Sauvageau has secured a contract for one year at a dayrate of $118,000; and the Noble Piet van Ede has secured an additional commitment which is expected to last into the fourth quarter of 2010 at dayrates ranging from $109,000 to $152,000. In West Africa, the Noble Lloyd Noble returned to work after securing a series of jobs in Nigeria at dayrates of between $90,000 and $95,000 through February 2010.

MORE

Noble corporation Third Quarter Earnings Announced Page 2

Subsequent to the quarter close, the dynamically positioned ultra-deepwater semisubmersible Noble Danny Adkins departed Singapore after conducting a series of successful sea trials. The unit is under wet tow to the U.S. Gulf of Mexico where it is expected to undergo final provisioning before commencing its four-year contract with Shell in the first quarter of 2010. The unit is contracted at a dayrate of $447,000.

“We believe that the current commodity price environment in the midst of the 2010 budget cycle bodes well for activity levels next year,” said Williams.

About Noble

Noble is a leading offshore drilling contractor for the oil and gas industry. Noble performs, through its subsidiaries, contract drilling services with a fleet of 62 offshore drilling units (including three rigs currently under construction) located worldwide, including in the Middle East, India, the U.S. Gulf of Mexico, Mexico, the Mediterranean, the North Sea, Brazil, and West Africa. Noble’s shares are traded on the New York Stock Exchange under the symbol “NE”. Additional information on Noble Corporation is available via the worldwide web at http://www.noblecorp.com.

-end-

Statements regarding earnings, costs, revenue, rig demand, fleet performance, contract commitments and backlog, dayrates, contract commencements, newbuilds, industry fundamentals, future performance, growth opportunities, market outlook, as well as any other statements that are not historical facts in this release, are forward-looking statements that involve certain risks, uncertainties and assumptions. These include but are not limited to operating hazards and delays, risks associated with operations outside of the U.S., actions by customers and other third parties, factors affecting the level of activity in the oil and gas industry, supply and demand of drilling rigs, factors affecting the duration of contracts, the actual amount of downtime, factors that reduce applicable dayrates, violations of anti-corruption laws, hurricanes and other weather conditions, the future price of oil and gas and other factors detailed in the Company’s most recent Form 10-K, Form 10-Q and other filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated.

Noble corporation Third Quarter Earnings Announced Page 3

Conference Call

Noble will host a conference call and web cast related to its third quarter 2009 results on Thursday, October 22, 2009, at 8:00 a.m. Central Time. Interested parties are invited to listen to the call by dialing 1-866-461-7129, or internationally 1-706-679-3084, using access code: 72481445 or by asking for the Noble Corporation conference call. Interested parties may also listen over the Internet through a link posted in the Investor Relations section of the Company’s Web site.

A replay of the conference call will be available on Thursday, October 22, 2009, beginning at 11:00 a.m., Central Time, through Friday, October 30, 2009, ending at 5:00 p.m., Central Time. The phone number for the conference call replay is 1-800-642-1687 or, for calls from outside of the U.S., 1-706-645-9291, using access code: 72481445. The replay will also be available on the Company’s Web site following the end of the live call. The conference call may include non-GAAP financial measures. Noble will post a reconciliation of any such measures to the most directly comparable GAAP measures in the “Investor Relations” section of the Company’s Web site under the heading “Regulation G Reconciliations.” All individuals listening to the conference call or the replay are reminded that all conference call material is copyrighted by the Company and cannot be recorded or rebroadcast without the Company’s express written consent.

10/21/2009

For additional information, contact:
For Investors:	Lee M. Ahlstrom, Vice President — Investor Relations and Planning,
	Noble Drilling Services Inc., 281-276-6440
For Media:	John S. Breed, Director of Corporate Communications,
	Noble Drilling Services Inc., 281-276-6729

NOBLE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(Unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2009			2008			2009			2008
Operating revenues
Contract drilling services	$	874,969		$	835,198		$	2,615,571		$	2,416,312
Reimbursables		22,455			18,087			61,967			71,509
Labor contract drilling services		7,490			8,197			21,843			47,346
Other		721			499			1,277			1,180
		905,635			861,981			2,700,658			2,536,347
Operating costs and expenses
Contract drilling services		250,842			253,729			742,752			746,117
Reimbursables		18,717			16,494			52,081			63,786
Labor contract drilling services		4,642			5,410			13,899			37,294
Depreciation and amortization		103,245			92,671			295,646			263,406
Selling, general and administrative		21,700			16,027			60,901			56,967
(Gain)/loss on asset disposal/involuntary conversion, net		2,076			10,000			31,053			(25,521	)
		401,222			394,331			1,196,332			1,142,049
Operating income		504,413			467,650			1,504,326			1,394,298
Other income (expense)
Interest expense, net of amount capitalized		(379	)		(601	)		(1,261	)		(2,432	)
Interest income and other, net		2,605			2,304			4,995			7,013
Income before income taxes		506,639			469,353			1,508,060			1,398,879
Income tax provision		(80,556	)		(86,831	)		(275,833	)		(256,451	)
Net income	$	426,083		$	382,522		$	1,232,227		$	1,142,428
Net income per share
Basic	$	1.63		$	1.43		$	4.72		$	4.26
Diluted	$	1.63		$	1.42		$	4.70		$	4.23

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NOBLE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

	September 30,			December 31,
	2009			2008
ASSETS
Current assets
Cash and cash equivalents	$	756,093		$	513,311
Accounts receivable		717,718			644,840
Insurance receivables		32,302			13,516
Prepaid expenses		41,897			21,207
Other current assets		55,505			47,467
Total current assets		1,603,515			1,240,341
Property and equipment
Drilling equipment and facilities		8,182,537			7,427,908
Other		114,908			105,340
		8,297,445			7,533,248
Accumulated depreciation		(2,091,011	)		(1,886,231	)
		6,206,434			5,647,017
Other assets		279,426			219,441
Total assets	$	8,089,375		$	7,106,799
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Current maturities of long-term debt	$	—		$	172,698
Accounts payable		232,713			259,107
Accrued payroll and related costs		87,569			75,449
Taxes payable		103,714			107,211
Interest payable		7,267			11,325
Other current liabilities		66,419			53,203
Total current liabilities		497,682			678,993
Long-term debt		750,906			750,789
Deferred income taxes		293,281			265,018
Other liabilities		130,566			121,284
Total liabilities		1,672,435			1,816,084
Commitments and contingencies
Shareholders’ equity
Shares — par value 4.90 Swiss francs per share; 414,399 shares authorized, 138,133 additional shares conditionally authorized, 276,266 shares issued and 261,425 shares outstanding as of September 30, 2009;		1,141,611			—
Ordinary shares — par value $.10 per share; 400,000 shares authorized; 261,899 shares issued and outstanding at December 31, 2008		—			26,190
Capital in excess of par value		—			402,115
Retained earnings		5,398,530			4,919,667
Treasury shares — 2,000 shares held		(69,430	)		—
Accumulated other comprehensive loss		(53,771	)		(57,257	)
Total shareholders’ equity		6,416,940			5,290,715
Total liabilities and shareholders’ equity	$	8,089,375		$	7,106,799

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NOBLE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)

	Nine Months Ended
	September 30,
	2009			2008
Cash flows from operating activities
Net income	$	1,232,227		$	1,142,428
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		295,646			263,406
(Gain)/loss on asset disposal/involuntary conversion, net		31,053			(25,521	)
Deferred income tax provision		29,916			14,102
Share-based compensation expense		28,543			28,274
Pension contributions		(13,022	)		(17,445	)
Other changes in current assets and liabilities:
Accounts receivable		(88,773	)		(49,063	)
Other current assets		(45,607	)		(26,572	)
Other assets		2,609			(8,853	)
Accounts payable		10,099			(2,406	)
Other current liabilities		39,273			8,397
Other liabilities		(6,751	)		4,918
Net cash from operating activities		1,515,213			1,331,665
Cash flows from investing activities
New construction		(457,233	)		(563,349	)
Other capital expenditures		(342,399	)		(243,843	)
Major maintenance expenditures		(93,112	)		(72,918	)
Accrued capital expenditures		(44,493	)		92,719
Hurricane insurance receivables		—			21,747
Proceeds from disposal of assets		—			39,134
Net cash from investing activities		(937,237	)		(726,510	)
Cash flows from financing activities
Payments on bank credit facilities		—			(50,000	)
Payments of other long-term debt		(172,700	)		(7,682	)
Net proceeds from employee stock transactions		2,896			10,070
Dividends/par value reduction payments paid		(35,093	)		(233,638	)
Repurchases of ordinary shares		(130,297	)		(271,310	)
Net cash from financing activities		(335,194	)		(552,560	)
Net increase in cash and cash equivalents		242,782			52,595
Cash and cash equivalents, beginning of period		513,311			161,058
Cash and cash equivalents, end of period	$	756,093		$	213,653

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NOBLE CORPORATION AND SUBSIDIARIES
FINANCIAL AND OPERATIONAL INFORMATION BY SEGMENT
(In thousands, except utilization amounts, operating days and average dayrates)
(Unaudited)

	Three Months Ended September 30,														Three Months Ended June 30,
	2009							2008							2009
	Contract							Contract							Contract
	Drilling							Drilling							Drilling
	Services			Other		Total		Services			Other		Total		Services			Other		Total
Operating revenues
Contract drilling services	$	874,969		$	—	$	874,969	$	835,198		$	—	$	835,198	$	868,205		$	—	$	868,205
Reimbursables		21,511			944		22,455		17,227			860		18,087		22,295			539		22,834
Labor contract drilling services		—			7,490		7,490		—			8,197		8,197		—			7,419		7,419
Other		509			212		721		94			405		499		414			—		414
	$	896,989		$	8,646	$	905,635	$	852,519		$	9,462	$	861,981	$	890,914		$	7,958	$	898,872
Operating costs and expenses
Contract drilling services	$	250,842		$	—	$	250,842	$	253,729		$	—	$	253,729	$	251,054		$	—	$	251,054
Reimbursables		17,811			906		18,717		15,604			890		16,494		18,754			527		19,281
Labor contract drilling services		—			4,642		4,642		—			5,410		5,410		—			4,881		4,881
Depreciation and amortization		100,669			2,576		103,245		90,923			1,748		92,671		96,952			2,465		99,417
Selling, general and administrative		21,629			71		21,700		15,886			141		16,027		21,411			73		21,484
(Gain) loss on asset disposal/involuntary conversion, net		2,076			—		2,076		10,000			—		10,000		16,943			—		16,943
	$	393,027		$	8,195	$	401,222	$	386,142		$	8,189	$	394,331	$	405,114		$	7,946	$	413,060
Operating income	$	503,962		$	451	$	504,413	$	466,377		$	1,273	$	467,650	$	485,800		$	12	$	485,812
Operating statistics
Jackups:
Average Rig Utilization		80	%						91	%						80	%
Operating Days		3,183							3,444							3,076
Average Dayrate	$	143,388						$	150,350						$	157,381
Semisubmersibles — (6,000 feet or greater):
Average Rig Utilization		98	%						95	%						94	%
Operating Days		631							613							596
Average Dayrate	$	434,435						$	329,586						$	408,510
Semisubmersibles — (less than 6,000 feet):
Average Rig Utilization		100	%						100	%						100	%
Operating Days		276							276							273
Average Dayrate	$	261,167						$	237,674						$	251,945
Drillships:
Average Rig Utilization		100	%						67	%						100	%
Operating Days		276							184							273
Average Dayrate	$	243,186						$	214,758						$	226,187
Submersibles:
Average Rig Utilization		42	%						67	%						88	%
Operating Days		78							184							161
Average Dayrate	$	65,944						$	55,117						$	63,324
Total:
Average Rig Utilization		83	%						90	%						84	%
Operating Days		4,444							4,701							4,379
Average Dayrate	$	196,900						$	177,683						$	198,270

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NOBLE CORPORATION AND SUBSIDIARIES
CALCULATION OF BASIC AND DILUTED NET INCOME
(In thousands, except per share amounts)
(Unaudited)

The following table sets forth the computation of basic and diluted net income per share:

	Three months ended						Nine months ended
	September 30,						September 30,
	2009			2008			2009			2008
Allocation of net income
Basic
Net income	$	426,083		$	382,522		$	1,232,227		$	1,142,428
Earnings allocated to unvested share-based payment awards		(4,520	)		(3,362	)		(12,176	)		(9,674	)
Net income to common shareholders — basic	$	421,563		$	379,160		$	1,220,051		$	1,132,754
Diluted
Net income	$	426,083		$	382,522		$	1,232,227		$	1,142,428
Earnings allocated to unvested share-based payment awards		(4,505	)		(3,342	)		(12,141	)		(9,622	)
Net income to common shareholders — diluted	$	421,578		$	379,180		$	1,220,086		$	1,132,806
Weighted average number of shares outstanding — basic		257,913			264,746			258,550			265,883
Incremental shares issuable from assumed exercise of stock options		925			1,656			778			1,862
Weighted average number of shares outstanding — diluted		258,838			266,402			259,328			267,745
Weighted average unvested share-based payment awards		2,765			2,348			2,581			2,223
Earnings per share
Basic	$	1.63		$	1.43		$	4.72		$	4.26
Diluted	$	1.63		$	1.42		$	4.70		$	4.23

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