================================================================================
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 25, 2002
NOBLE CORPORATION
(Exact name of Registrant as specified in its charter)
CAYMAN ISLANDS 0-13857 98-0366361
(State or other jurisdiction of (Commission (I.R.S. employer
incorporation or organization) file number) 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
===============================================================================
FORM 8-K
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 Noble Corporation Press Release dated July 25, 2002,
announcing the financial results for the quarter
ended June 30, 2002.
ITEM 9. REGULATION FD DISCLOSURE.
The Registrant hereby incorporates by reference into this Item 9 the
information set forth in its press release dated July 25, 2002, which is
attached hereto as Exhibit 99.1 and will be published on the Registrant's web
site at http://www.noblecorp.com. The press release is being furnished in
accordance with Rule 101(e)(1) under Regulation FD and shall not be deemed to be
filed.
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) and seas,
operational risks (such as blowouts and fires), limitations on 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 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.
2
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 25, 2002 By: /s/ MARK A. JACKSON
-------------------------------------
Mark A. Jackson,
Senior Vice President - Finance, Chief
Financial Officer, Treasurer, Controller and
Assistant Secretary (Principal Financial and
Accounting Officer)
3
FORM 8-K
INDEX TO EXHIBITS
Exhibit No. Description
----------- ------------
Exhibit 99.1 Noble Corporation Press Release dated July 25, 2002,
announcing the financial results for the quarter ended
June 30, 2002.
4