================================================================================
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): OCTOBER 20, 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
incorporation or organization) identification number)
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
October 20, 2003, announcing the financial
results for the quarter ended September
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 October 20, 2003, the Registrant issued a press release
announcing its financial results for the quarter ended September 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.
This 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, tax treaties or tax regulations, or the
interpretation or enforcement thereof, in 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; changes in customers' drilling
programs or budgets due to their own internal corporate events, changes in the
markets and prices for oil and gas, or shifts in the relative strengths of
various geographic drilling markets brought on by things such as a general
economic slowdown, or regional or worldwide recession, any of which could result
in deterioration in demand for the Registrant's drilling services; the
Registrant's inability to execute any of its business strategies; 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 the rate of economic growth in
the U.S. or in other major international economics, political and economic
conditions in the United States and in international markets where the
Registrant operates; adverse weather (such as hurricanes or monsoons) and seas;
operational risks (such as blowouts, fires and loss of production); changes in
oil and gas drilling technology or in competitors' drilling fleets that could
make the Registrant's drilling rigs less competitive or require major capital
investment to keep them competitive; cost overruns or delays on shipyard repair,
maintenance, conversion or upgrade projects; costs and effects of unanticipated
legal and administrative proceedings; limitations on the Registrant's insurance
coverage or its inability to obtain or maintain insurance coverage at
2
FORM 8-K
rates and with deductible amounts that it believes are commercially reasonable;
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 Registrant's drilling services and resulting declining dayrates;
requirements and potential liability imposed by governmental regulation of the
drilling industry (including environmental regulation); acts of war or
terrorism; significant changes in trade, monetary or fiscal policies worldwide,
including changes in interest rates; and currency fluctuations between the U.S.
dollar and other currencies.
All of the foregoing risks and uncertainties are beyond the
Registrant's ability to control, and in many cases, the Registrant 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 this 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: October 20, 2003 By: /s/ MARK A. JACKSON
------------------------------
Mark A. Jackson,
Senior Vice President-Finance,
Chief Financial Officer,
Treasurer, Controller and
Assistant Secretary
4