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                                  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): JANUARY 15, 2004



                                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


                                                                        FORM 8-K


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (c)    Exhibits

               Exhibit 99.1     Noble Corporation and Subsidiaries Fleet Status
                                Update as of January 15, 2004.

ITEM 9.  REGULATION FD DISCLOSURE.

         The Registrant hereby incorporates by reference into this Item 9 the
Noble Corporation and Subsidiaries Fleet Status Update as of January 15, 2004 of
the Registrant, which is attached as Exhibit 99.1 and will be published on the
Registrant's web site at http://www.noblecorp.com. The report provides certain
summary information about the operations of the drilling units of the
Registrant. The report is being furnished in accordance with Rule 101 (e) (1)
under Regulation FD and shall not be deemed to be filed.

         The Noble Corporation and Subsidiaries Fleet Status Update as of
January 15, 2004 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

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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.


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                                                                        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:  January 15, 2004             By:     /s/ MARK A. JACKSON
                                            ------------------------------------
                                                Mark A. Jackson,
                                                Senior Vice President-Finance,
                                                Chief Financial Officer,
                                                Treasurer, Controller
                                                and Assistant Secretary



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                                INDEX TO EXHIBITS


Exhibit No.                Description
-----------                ------------

Exhibit 99.1               Noble Corporation and Subsidiaries Fleet Status
                           Update as of January 15, 2004.



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