================================================================================
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): JULY 24, 2003
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
NOT APPLICABLE
(Former name or former address if changed from last report)
================================================================================
FORM 8-K
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 Noble Corporation Press Release dated July
24, 2003, announcing the financial results
for the quarter ended June 30, 2003.
ITEM 9. REGULATION FD DISCLOSURE.
The following information is being furnished under Item 9 and in
accordance with Securities and Exchange Commission Release No. 33-8126, under
Item 12, "Results of Operations and Financial Condition", by being presented
under Item 9.
On July 24, 2003, the Registrant issued a press release announcing its
financial results for the quarter ended June 30, 2003. A copy of such press
release is attached as Exhibit 99.1 and will be published in the "Newsroom" area
on the Registrant's web site at http://www.noblecorp.com. 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.
The press release contains forward-looking statements about the
Registrant's business, financial condition and prospects. The Registrant's
actual results could differ materially from those indicated by the
forward-looking statements because of various risks and uncertainties,
including, without limitation, changes in United States tax laws, or the
enactment of new United States tax laws, that may result in the Registrant being
subject to taxation in the United States on its worldwide earnings, other
material changes in the tax laws of the United States or other countries in
which the Registrant operates which could increase its effective tax rate,
volatility in crude oil and natural gas prices, the discovery of significant
additional oil and/or gas reserves or the construction of significant oil and/or
gas delivery or storage systems that impact regional or worldwide energy
markets, potential deterioration in the demand for the drilling services of the
Registrant and resulting declining dayrates, changes in customers' drilling
programs or budgets due to factors discussed herein or due to their own internal
corporate events, the cancellation by customers of drilling contracts or letter
agreements or letters of intent for drilling contracts or their exercise of
early termination provisions generally found in the Registrant's drilling
contracts, intense competition in the drilling industry, changes in oil and gas
drilling technology or in competitors' drilling rig fleets that could make the
Registrant's drilling rigs less competitive or require major capital investment
to keep them competitive, political and economic conditions in the United States
and in international markets where the Registrant operates, acts of war or
terrorism and the aftermath of the September 11, 2001 terrorist attacks on the
United States, cost overruns or delays on shipyard repair, maintenance,
conversion or upgrade projects, adverse weather (such as hurricanes or monsoons)
and seas, operational risks (such as blowouts and fires), limitations on (and
increased deductible amounts under) the Registrant's insurance coverage, and
requirements and potential liability imposed by governmental regulation of the
drilling industry (including environmental regulation). All of the foregoing
risks and uncertainties are beyond the Registrant's ability to control, and in
many cases, the Registrant
2
FORM 8-K
cannot predict the risks and uncertainties that could cause its actual results
to differ materially from those indicated by the forward-looking statements.
When used in the report, the words "believes", "anticipates", "expects", "plans"
and similar expressions as they relate to the Registrant or its management are
intended to identify forward-looking statements.
3
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: July 24, 2003 By: /s/ MARK A. JACKSON
--------------------------------------------
Mark A. Jackson,
Senior Vice President-Finance,
Chief Financial Officer, Treasurer,
Controller and Assistant Secretary
4
FORM 8-K
INDEX TO EXHIBITS
Exhibit No. Description
----------- -----------
Exhibit 99.1 Noble Corporation Press Release dated July 24, 2003,
announcing the financial results for the quarter
ended June 30, 2003.
5