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): April 21, 2010

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) 761-65-55

(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 April 21, 2010, Noble Corporation (“Company” “we,” “us,” and “our”) issued a press release announcing its financial results for the quarter ended March 31, 2010. 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 regarding earnings, costs, revenue, rig demand, fleet performance, contract commitments, dayrates, contract commencements, contract extensions or renewals, newbuilds, industry fundamentals, global economic conditions, financial strength, contract backlog, customer base, 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 most recent Form 10-K, Form 10-Q’s 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 April 21, 2010, announcing the financial results for the quarter ended March 31, 2010.

2

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: April 21, 2010

By:/s/ Thomas L. Mitchell                                        

Thomas L. Mitchell
Senior Vice President, Chief Financial Officer,
Treasurer and Controller

3

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Noble Corporation Press Release dated April 21, 2010, announcing the financial results for the quarter ended March 31, 2010.

EX-99.1

Exhibit 99.1

Noble Corporation
Dorfstrasse 19a
6340 Baar
Switzerland

PRESS RELEASE

Noble Corporation Reports First Quarter 2010 Earnings of $1.43 per Diluted Share

ZUG, Switzerland, April 21, 2010 — Noble Corporation (NYSE: NE) today reported first quarter 2010 earnings of $371 million, or $1.43 per diluted share, versus $414 million, or $1.58 per diluted share, for the first quarter of last year. Contract drilling services revenues for the first quarter 2010 were $809 million versus $872 million in first quarter 2009. Contract drilling margins for the first quarter 2010 were approximately 68.5 percent and the Company generated $504 million in net cash provided by operating activities in the quarter. Noble invested $339 million in capital projects during the quarter.

“In spite of the continued strength in oil prices throughout the quarter, the contracting environment remains challenging,” said David W. Williams, Chairman, President and Chief Executive Officer. “Nevertheless, we believe Noble remains well positioned. We have a strong backlog with quality customers, liquidity in excess of $1.4 billion, and we remain diligent in our attention to controlling costs. As we enter our 90^th year of business, we will continue to focus on advancing our culture of safety, maintaining high levels of service for our customers and delivering value to our shareholders.”

During the first quarter, Noble repurchased approximately 2.1 million shares at an average cost per share of $42.21. At the end of the first quarter 2010, the Company had approximately 10.8 million shares remaining on its existing repurchase authorization.

Operations Highlights

At the end of the first quarter 2010, approximately 55 percent of the Company’s available rig operating days were committed for the remainder of 2010 and approximately 28 percent were committed for 2011. The Company’s total backlog at March 31, 2010 was approximately $7.5 billion.

A major milestone was reached recently in the Company’s fleet expansion program. The Noble Dave Beard, the Company’s newbuild 10,000 foot ultra-deepwater, dynamically-positioned semisubmersible rig, commenced operations in Brazil under a five-year drilling contract with Petrobras on March 19, 2010. The Beard joins Noble’s fleet of three drillships and two semisubmersibles currently working in the area.

MORE

About Noble Corporation

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 two 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.

Statements regarding earnings, costs, revenue, rig demand, fleet performance, contract commitments, dayrates, contract commencements, contract extensions or renewals, newbuilds, fleet expansion or composition, industry fundamentals, global economic conditions, financial strength, contract backlog, customer base, 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’s 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.

Conference Call

Noble also has scheduled a conference call and webcast related to its first quarter 2010 results on Thursday, April 22, 2010, at 8:00 a.m. U.S. Central Daylight Time. Interested parties are invited to listen to the call by dialing 1-866-461-7129 within the U.S. or outside the U.S. +1-706-679-3084, using access code: 38609936 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 at www.noblecorp.com.

2

A replay of the conference call will be available on Thursday, April 22, 2010, beginning at 10:00 a.m. U.S. Central Daylight Time, through Thursday, April 29, 2010, ending at 5:00 p.m. U.S. Central Daylight Time. The phone number for the conference call replay within the U.S. is 1-800-642-1687 or, for calls from outside of the U.S., + 1-706-645-9291, using access code: 38609936. 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.”

NC-507
4/21/2010

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

3

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

	Three Months Ended
	March 31,
	2010			2009
Operating revenues
Contract drilling services	$	808,646		$	872,397
Reimbursables		24,233			16,678
Labor contract drilling services		7,761			6,934
Other		211			142
		840,851			896,151
Operating costs and expenses
Contract drilling services		254,431			240,856
Reimbursables		19,743			14,083
Labor contract drilling services		5,888			4,376
Depreciation and amortization		115,857			92,984
Selling, general and administrative		21,971			17,717
(Gain)/loss on asset disposal/involuntary conversion, net		—			12,034
		417,890			382,050
Operating income		422,961			514,101
Other income (expense)
Interest expense, net of amount capitalized		(465	)		(521	)
Interest income and other, net		3,626			1,072
Income before income taxes		426,122			514,652
Income tax provision		(55,396	)		(100,357	)
Net income	$	370,726		$	414,295
Net income per share
Basic	$	1.44		$	1.58
Diluted	$	1.43		$	1.58

4

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

	March 31,			December 31,
	2010			2009
ASSETS
Current assets
Cash and cash equivalents	$	847,710		$	735,493
Accounts receivable		622,213			647,454
Prepaid expenses and other current assets		122,017			100,243
Total current assets		1,591,940			1,483,190
Property and equipment
Drilling equipment and facilities		8,979,100			8,666,750
Other		151,319			143,477
Total property and equipment		9,130,419			8,810,227
Accumulated depreciation		(2,265,497	)		(2,175,775	)
Net property and equipment		6,864,922			6,634,452
Other assets		277,240			279,254
Total assets	$	8,734,102		$	8,396,896
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	249,847		$	197,800
Accrued payroll and related costs		89,824			100,167
Taxes payable		80,013			68,760
Other current liabilities		62,543			67,220
Total current liabilities		482,227			433,947
Long-term debt		750,987			750,946
Deferred income taxes		299,787			300,231
Other liabilities		146,564			123,340
Total liabilities		1,679,565			1,608,464
Commitments and contingencies
Shareholders’ equity
Shares		1,118,742			1,130,607
Retained earnings		6,238,901			5,855,737
Treasury shares		(242,459	)		(143,031	)
Accumulated other comprehensive loss		(60,647	)		(54,881	)
Total shareholders’ equity		7,054,537			6,788,432
Total liabilities and shareholders’ equity	$	8,734,102		$	8,396,896

5

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

	Three Months Ended
	March 31,
	2010			2009
Cash flows from operating activities
Net income	$	370,726		$	414,295
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		115,857			92,984
(Gain)/loss on asset disposal/involuntary conversion, net		—			12,034
Deferred income tax provision		(444	)		4,545
Share-based compensation expense		8,100			8,400
Pension contributions		(1,574	)		(1,290	)
Net change in other assets and liabilities		11,269			16,866
Net cash from operating activities		503,934			547,834
Cash flows from investing activities
New construction		(141,404	)		(135,576	)
Other capital expenditures		(179,044	)		(89,505	)
Major maintenance expenditures		(18,316	)		(25,639	)
Accrued capital expenditures		54,476			(47,259	)
Net cash from investing activities		(284,288	)		(297,979	)
Cash flows from financing activities
Payments of long-term debt		—			(172,700	)
Proceeds from options exercised		2,443			177
Dividends/par value reduction payments		(11,935	)		(10,470	)
Repurchases of employee shares for taxes		(9,285	)		(5,563	)
Repurchases of shares		(88,652	)		(60,867	)
Net cash from financing activities		(107,429	)		(249,423	)
Net increase in cash and cash equivalents		112,217			432
Cash and cash equivalents, beginning of period		735,493			513,311
Cash and cash equivalents, end of period	$	847,710		$	513,743

6

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

	Three Months Ended March 31,															Three Months Ended December 31,
	2010								2009							2009
	Contract								Contract							Contract
	Drilling								Drilling							Drilling
	Services			Other			Total		Services			Other		Total		Services			Other			Total
Operating revenues
Contract drilling services	$	808,646		$	—		$	808,646	$	872,397		$	—	$	872,397	$	894,184		$	—		$	894,184
Reimbursables		23,303			930			24,233		16,156			522		16,678		36,199			1,035			37,234
Labor contract drilling services		—			7,761			7,761		—			6,934		6,934		—			8,455			8,455
Other		211			—			211		127			15		142		253			—			253
	$	832,160		$	8,691		$	840,851	$	888,680		$	7,471	$	896,151	$	930,636		$	9,490		$	940,126
Operating costs and expenses
Contract drilling services	$	254,431		$	—		$	254,431	$	240,856		$	—	$	240,856	$	264,012		$	—		$	264,012
Reimbursables		18,869			874			19,743		13,589			494		14,083		31,967			987			32,954
Labor contract drilling services		—			5,888			5,888		—			4,376		4,376		—			4,928			4,928
Depreciation and amortization		113,173			2,684			115,857		90,898			2,086		92,984		110,054			2,613			112,667
Selling, general and administrative		21,743			228			21,971		17,667			50		17,717		19,297			64			19,361
(Gain)/loss on asset disposal/involuntary conversion, net		—			—			—		12,034			—		12,034		—			(214	)		(214	)
	$	408,216		$	9,674		$	417,890	$	375,044		$	7,006	$	382,050	$	425,330		$	8,378		$	433,708
Operating income	$	423,944		$	(983	)	$	422,961	$	513,636		$	465	$	514,101	$	505,306		$	1,112		$	506,418
Operating statistics
Jackups:
Average Rig Utilization		81	%							86	%						81	%
Operating Days		3,141								3,242							3,218
Average Dayrate	$	116,498							$	158,359						$	131,975
Semisubmersibles — (6,000 feet or greater):
Average Rig Utilization		90	%							100	%						100	%
Operating Days		661								630							721
Average Dayrate	$	484,510							$	369,988						$	450,459
Semisubmersibles — (less than 6,000 feet):
Average Rig Utilization		100	%							100	%						100	%
Operating Days		270								270							276
Average Dayrate	$	250,254							$	246,118						$	254,820
Drillships:
Average Rig Utilization		92	%							62	%						100	%
Operating Days		247								168							276
Average Dayrate	$	222,306							$	291,854						$	269,615
Submersibles:
Average Rig Utilization		0	%							67	%						0	%
Operating Days		—								180							—
Average Dayrate	$	—							$	58,452						$	—
Total:
Average Rig Utilization		81	%							86	%						83	%
Operating Days		4,319								4,490							4,491
Average Dayrate	$	187,214							$	194,308						$	199,122

7

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
	March 31,
	2010			2009
Allocation of net income
Basic
Net income	$	370,726		$	414,295
Earnings allocated to unvested share-based payment awards		(3,476	)		(3,461	)
Net income to common shareholders — basic	$	367,250		$	410,834
Diluted
Net income	$	370,726		$	414,295
Earnings allocated to unvested share-based payment awards		(3,461	)		(3,454	)
Net income to common shareholders — diluted	$	367,265		$	410,841
Weighted average number of shares outstanding — basic		255,122			259,266
Incremental shares issuable from assumed exercise of stock options		1,099			564
Weighted average number of shares outstanding — diluted		256,221			259,830
Weighted average unvested share-based payment awards		2,381			2,188
Earnings per share
Basic	$	1.44		$	1.58
Diluted	$	1.43		$	1.58

8