Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Noble Corp plc
 2. Date of Event Requiring Statement (Month/Day/Year)
07/18/2014		 3. Issuer Name and Ticker or Trading Symbol
PARAGON OFFSHORE PLC [PGN]
(Last)
(First)
(Middle)
DEVONSHIRE HOUSE, 1 MAYFAIR PLAZA, 		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LONDON, X0 W1J8AJ		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Ordinary Shares of the Issuer, par value $0.01 per share 84,753,393 (1)
I
See Footnote (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Noble Corp plc
DEVONSHIRE HOUSE, 1 MAYFAIR PLAZA
LONDON, X0 W1J8AJ		     X    
Noble Corp Holdings Ltd.
SUITE 3D, LANDMARK SQUARE
64 EARTH CLOSE, PO BOX 31327
GRAND CAYMAN, E9 KY1-1206		     X    

Signatures

/s/ Sarah Rechter, as Attorney in Fact 07/18/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Issuer's ordinary shares are owned directly by Noble Corporation Holdings Ltd. ("Holdings"), a wholly owned subsidiary of Noble Corporation plc ("Noble Parent"). In connection with the previously announced spinoff of Issuer by Noble Parent, 100% of the ordinary shares of Issuer will be distributed by Holdings to Noble Parent and then by Noble Parent to its shareholders. This form is filed in connection with the declaration by the SEC of the effectiveness of the Registration Statement on Form 10 relating to Issuer's ordinary shares.
 
Remarks:
Exhibit List - Exhibit 24 - Powers of Attorney

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.