================================================================================ 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): AUGUST 4, 2004 NOBLE ENERGY, INC. ------------------ (Exact name of Registrant as specified in its charter) DELAWARE 001-07964 73-0785597 -------- --------- ---------- (State or other jurisdiction of Commission (I.R.S. Employer incorporation or organization) File Number Identification No.) 100 GLENBOROUGH, SUITE 100 HOUSTON, TEXAS 77067 ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (281) 872-3100 -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibits are furnished as part of this current Report on Form 8-K: 99.1 Press Release dated August 4, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On August 4, 2004 the Company issued a press release announcing its financial results for its second quarter ended June 30, 2004. A copy of the press release issued by the Company is attached hereto as Exhibit 99.1. The Company's press release announcing its financial results for its second quarter ended June 30, 2004 contains non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with United States generally accepted accounting principles, or GAAP. Pursuant to the requirements of Regulation G, the Company has provided quantitative reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures. The press release attached to this Form 8-K as Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NOBLE ENERGY, INC. Date: August 4, 2004 By:/s/ JAMES L. MCELVANY ------------------------------------- James L. McElvany Senior Vice President, Chief Financial Officer and Treasurer INDEX TO EXHIBITS Item Exhibit ---- ------- 99.1 Press Release dated August 4, 2004