Noble Corporation (the "Registrant") is filing this Current Report on Form 8-K for the purpose of, among other things, incorporating the contents of this report in the Registration Statement on Form S-3 (the "Registration Statement") that the Registrant will file on the date hereof.

This report is being filed to update (a) Note 19 to the Registrant's audited consolidated financial statements at December 31, 2007 and 2006 and for each of the three years in the period ended December 31, 2007 and (b) Note 14 to the Registrant's unaudited consolidated interim financial statements at September 30, 2008 and for the three months and nine months ended September 30, 2007 and 2008. The updated notes provide information regarding condensed consolidating financial information in accordance with Rule 3-10(c) and (e) of Regulation S-X promulgated by the Securities and Exchange Commission (the "Commission") for Noble Holding International Limited ("NHIL"), which will be an additional registrant in the Registration Statement. By virtue of filing such financial information for NHIL, NHIL will be exempt from reporting requirements under the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "Exchange Act") pursuant to Rule 12h-5 under the Exchange Act. Item 8 of the Registrant's Annual Report on Form 10-K for the year ended December 31, 2007 and Item 1 of the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 are being amended in their entirety and are attached as exhibits hereto and are incorporated by reference herein.

This report should be read in conjunction with the Registrant's Annual Report on Form 10-K for the year ended December 31, 2007 and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, as well as its other filings with the Commission.

(d) Exhibits

           Exhibit 23.1    Consent of PricewaterhouseCoopers LLP

           Exhibit 99.1    Item 8 of Annual Report on Form 10-K for the year ended
                           December 31, 2007 - Financial Statements

           Exhibit 99.2    Item 1, Quarterly Report on Form 10-Q for the quarter ended
                           September 30, 2008 - Financial Statements