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): DECEMBER 15, 2004

                                NOBLE CORPORATION
             (Exact name of Registrant as specified in its charter)

  
                                                                      
              CAYMAN ISLANDS                           0-13857                             98-0366361
      (State or other jurisdiction of         (Commission file number)      (I.R.S. employer identification number)
      incorporation or organization)
  

  
                                                                                
            13135 SOUTH DAIRY ASHFORD, SUITE 800
                     SUGAR LAND, TEXAS                                               77478
          (Address of principal executive offices)                                 (Zip code)
  

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (281) 276-6100

CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO
SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE
FOLLOWING PROVISIONS (SEE GENERAL A.2. BELOW):

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

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

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

[ ]     Pre-commencement communications pursuant to Rule 13e-4(c) under the
        Exchange Act (17 CFR 240.13e-2(c))



                                                                        FORM 8-K

ITEM 7.01. REGULATION FD DISCLOSURE.

         The Registrant hereby incorporates by reference into this Item 7.01 the
Noble Corporation and Subsidiaries Fleet Status Update as of December 15, 2004
of the Registrant, which is attached as Exhibit 99.1 and will be published on
the Registrant's web site at http://www.noblecorp.com. The report provides
certain summary information about the operations of the drilling units of the
Registrant. The report is being furnished in accordance with Rule 101 (e) (1)
under Regulation FD and shall not be deemed to be filed.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

         (c)      Exhibits

                  Exhibit 99.1  Noble Corporation and Subsidiaries Fleet Status
                                Update as of December 15, 2004.


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                                                                        FORM 8-K

                                   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, thereunto duly authorized.

                              NOBLE CORPORATION




Date:  December 15, 2004      By:/s/ MARK A. JACKSON
                                 --------------------------------------------
                                 Mark A. Jackson,
                                 Senior Vice President, Chief Financial Officer,
                                 Treasurer, Controller and Assistant Secretary


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                                                                        FORM 8-K

                                INDEX TO EXHIBITS

Exhibit No.                Description
-----------                -----------

Exhibit 99.1               Noble Corporation and Subsidiaries Fleet Status
                           Update as of December 15, 2004.


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