Bond Nobilis Corp 3.05% ( US65504LAE74 ) in USD

Issuer Nobilis Corp
Market price 100 %  ⇌ 
Country  United States
ISIN code  US65504LAE74 ( in USD )
Interest rate 3.05% per year ( payment 2 times a year)
Maturity 01/03/2016 - Bond has expired



Prospectus brochure of the bond Noble Corp US65504LAE74 in USD 3.05%, expired


Minimal amount 1 000 USD
Total amount 300 000 000 USD
Cusip 65504LAE7
Standard & Poor's ( S&P ) rating BBB ( Lower medium grade - Investment-grade )
Moody's rating B1 ( Highly speculative )
Detailed description Noble Corporation is an offshore drilling contractor providing contract drilling services to oil and gas companies worldwide, operating a fleet of jack-up rigs and drillships.

The Bond issued by Nobilis Corp ( United States ) , in USD, with the ISIN code US65504LAE74, pays a coupon of 3.05% per year.
The coupons are paid 2 times per year and the Bond maturity is 01/03/2016

The Bond issued by Nobilis Corp ( United States ) , in USD, with the ISIN code US65504LAE74, was rated B1 ( Highly speculative ) by Moody's credit rating agency.

The Bond issued by Nobilis Corp ( United States ) , in USD, with the ISIN code US65504LAE74, was rated BBB ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.







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Table of Contents

Filed Pursuant to Rule 424(b)(5)
Registration No. 333-171965
Registration No. 333-171965-01


CALCULATION OF REGISTRATION FEE










Title of Each Class of

Maximum Aggregate

Amount of

Securities to be Registered

Offering Price
Registration Fee

3.05% Senior Notes due 2016
$
300,000,000 $
34,830
4.625% Senior Notes due 2021
$
400,000,000 $
46,440
6.05% Senior Notes due 2041
$
400,000,000 $
46,440
Total
$
1,100,000,000 $
127,710 (1)











(1) Pursuant to Rule 457(p) of the Securities Act, the registrants hereby offset a portion of this registration fee by $17,825, representing the amount of the
registration fee associated with unsold securities, which registration fee was previously paid in connection with the filing of the Registration Statement
on Form S-3 (Registration Nos. 333-165403 and 333-165403-01) originally filed on March 11, 2010.
Prospectus Supplement
(To Prospectus dated January 31, 2011)



$1,100,000,000

Noble Holding International Limited
$300,000,000 3.05% Senior Notes due 2016
$400,000,000 4.625% Senior Notes due 2021
$400,000,000 6.05% Senior Notes due 2041

Unconditionally Guaranteed by
Noble Corporation (Cayman Islands)




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We are offering $300,000,000 aggregate principal amount of 3.05% Senior Notes due 2016, $400,000,000 aggregate principal amount of
4.625% Senior Notes due 2021 and $400,000,000 aggregate principal amount of 6.05% Senior Notes due 2041. We will pay interest on the notes of each
series on March 1 and September 1 of each year, beginning on September 1, 2011. The 2016 notes will mature on March 1, 2016, the 2021 notes will
mature on March 1, 2021 and the 2041 notes will mature on March 1, 2041. We use the term "notes" in this prospectus supplement to refer collectively to
all three series of notes.

We may redeem some or all of the notes of each series at any time or from time to time at the redemption prices calculated as described in this
prospectus supplement under "Description of the Notes -- Optional Redemption." The notes do not have the benefit of any sinking fund. Payment of the
notes will be fully and unconditionally guaranteed by Noble Corporation, a Cayman Islands exempted company with limited liability and one of our
indirect parent companies.

The notes will be our general unsecured and unsubordinated senior obligations. The notes will be issued only in denominations of $2,000 and integral
multiples of $1,000 in excess thereof. The notes will not be listed on any securities exchange.

See "Risk Factors" beginning on page S-11 and on page 2 of the accompanying prospectus to read about important
factors you should consider before investing in the notes.

Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed
upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal
offense.




















Proceeds,



Underwriting
Before

Price to Public

Discount

Expenses

Per 2016 Note

99.975 %
0.600 %
99.375 %
Total
$ 299,925,000
$ 1,800,000 $ 298,125,000
Per 2021 Note

99.860 %
0.650 %
99.210 %
Total
$ 399,440,000
$ 2,600,000 $ 396,840,000
Per 2041 Note

99.389 %
0.875 %
98.514 %
Total
$ 397,556,000
$ 3,500,000 $ 394,056,000

The initial price to public set forth above does not include accrued interest, if any. Interest on the notes will accrue from February 3, 2011 and must be
paid by the purchasers if the notes are delivered after February 3, 2011.

The underwriters expect to deliver the notes through the facilities of The Depository Trust Company against payment in New York, New York on or
about February 3, 2011.




Joint Book-Running Managers

Barclays Capital
Wells Fargo Securities
SunTrust Robinson Humphrey

Co-Managers

HSBC
Mitsubishi UFJ Securities
Goldman, Sachs & Co.
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BNP PARIBAS
Citi
DnB NOR Markets

Prospectus Supplement dated January 31, 2011.
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Table of Contents

TABLE OF CONTENTS

Prospectus Supplement







Page

About This Prospectus Supplement
S-ii
Incorporation of Certain Information by Reference

S-iii
Cautionary Statement Regarding Forward-Looking Statements
S-iv
Enforceability of Civil Liabilities Against Foreign Persons
S-v
Summary
S-1
Risk Factors

S-11
Use of Proceeds

S-13
Capitalization

S-14
Description of Certain Other Indebtedness

S-15
Description of the Notes

S-18
Certain U.S. Federal Income Tax Considerations

S-30
Cayman Islands Tax Considerations

S-34
Underwriting

S-35
Legal Matters

S-38
Experts

S-38






Prospectus




Page

About This Prospectus
i
Where You Can Find More Information
ii
Incorporation of Certain Information By Reference
ii
Cautionary Statement Regarding Forward-Looking Statements
iii
About Noble-Cayman
1
About NHIL
1
Risk Factors
2
Use of Proceeds
2
Ratio of Earnings to Fixed Charges
2
Description of Debt Securities
3
Plan of Distribution
10
Legal Matters
12
Experts
12

No underwriter, dealer, salesperson or other person is authorized to give any information or to represent anything not contained or
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incorporated by reference in this prospectus. You must not rely on any unauthorized information or representations. This prospectus
is an offer to sell only the notes offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The
information contained in this prospectus and the documents incorporated by reference herein is current only as of the respective dates
thereof.

No invitation whether directly or indirectly may be made to the public in the Cayman Islands to subscribe for the notes unless the
issuer of the notes is listed on the Cayman Islands Stock Exchange.

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ABOUT THIS PROSPECTUS

Noble Holding International Limited, a Cayman Islands exempted company limited by shares and the issuer of the notes ("NHIL"), is
an indirect, wholly-owned subsidiary of Noble Corporation, a Swiss corporation that is publicly traded and whose shares are listed on the
New York Stock Exchange under the symbol "NE" ("Noble-Swiss"). Noble Corporation, a Cayman Islands exempted company limited by
shares and the guarantor of the notes ("Noble-Cayman"), is a direct, wholly-owned subsidiary of Noble-Swiss. Noble-Swiss is not an issuer
or a guarantor of the notes.

This document consists of two parts. The first part is the prospectus supplement, which describes the specific terms of the notes, the
specific terms of this offering and supplements and updates information contained in the accompanying prospectus and the documents
incorporated by reference into this prospectus supplement and the accompanying prospectus. The second part, the accompanying
prospectus, provides more general information about the notes and other securities that may be offered from time to time using such
prospectus, some of which general information does not apply to this offering. Generally, when we refer to the prospectus, we are referring
to both parts of this document combined. You should read both this prospectus supplement and the accompanying prospectus together with
any free writing prospectus provided in connection with this offering and the additional information described in the accompanying
prospectus under the heading "Where You Can Find More Information" and in this prospectus supplement under the heading
"Incorporation of Certain Information by Reference."

If the information in the prospectus supplement differs from the information in the accompanying prospectus, the information in the
prospectus supplement supersedes the information in the accompanying prospectus.

Any information contained in this prospectus supplement or in a document incorporated by reference in this prospectus supplement
will be deemed to be modified or superseded for purposes of this prospectus supplement to the extent that a statement contained in this
prospectus supplement or in any other subsequently filed document that is also incorporated by reference in this prospectus supplement
modifies or supersedes that statement. Any statement so modified or superseded will not be deemed, except as so modified or superseded,
to constitute a part of this prospectus supplement. See "Incorporation of Certain Information by Reference" in this prospectus supplement.

You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the
accompanying prospectus or any free writing prospectus provided in connection with this offering. Neither we nor the
underwriters have authorized anyone else to provide you with different information. Neither we nor the underwriters are making
any offer of these securities in any jurisdiction where the offer is not permitted. The information contained or incorporated by
reference in this prospectus supplement, the accompanying prospectus and any free writing prospectus provided in connection
with this offering is accurate only as of the respective dates thereof or, in the case of information incorporated by reference, only as
of the date of such information, regardless of the time of delivery of this prospectus supplement, the accompanying prospectus or
any free writing prospectus. The business, financial condition, results of operations and prospects of NHIL and Noble-Cayman
may have changed since such dates. It is important for you to read and consider all the information contained in this prospectus
supplement and the accompanying prospectus, including the documents incorporated by reference herein and therein, in making
your investment decision.

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Table of Contents

INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

The Securities and Exchange Commission (the "SEC") allows information to be "incorporated by reference" into this prospectus,
which means that important information can be disclosed to you by referring you to another document filed separately with the SEC. The
information incorporated by reference is deemed to be part of this prospectus, except for any information superseded by information in this
prospectus supplement. This prospectus incorporates by reference the documents set forth below that were previously filed with the SEC.
These documents contain important information about NHIL and Noble-Cayman.

·

Noble-Cayman's Annual Report on Form 10-K for the year ended December 31, 2009, filed on February 26, 2010.

·

Noble-Cayman's Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, filed on May 7, 2010;

·

Noble-Cayman's Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, filed on August 9, 2010;

·

Noble-Cayman's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010, filed on November 9, 2010; and

·

Noble-Cayman's Current Reports on Form 8-K filed on June 28, 2010 (excluding Item 7.01 and related Exhibit 99.1), July 21,
2010, July 23, 2010, July 26, 2010, August 2, 2010 (excluding Item 7.01 and related Exhibit 99.1), January 18, 2011 (excluding
Items 7.01 and 9.01) and January 31, 2011.

All additional documents that Noble-Cayman files with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the U.S. Securities
Exchange Act of 1934, as amended (the "Exchange Act"), other than, in each case, documents or information deemed to have been
furnished and not filed in accordance with SEC rules, will be incorporated by reference until this offering is completed.

Documents incorporated by reference are available from Noble-Cayman without charge, excluding exhibits unless an exhibit has
been specifically incorporated by reference in this prospectus. You may obtain without charge a copy of documents that are incorporated
by reference in this prospectus by requesting them in writing or by telephone at the following address:

Alan R. Hay
Noble Corporation
Suite 3D, Landmark Square
64 Earth Close
P.O. Box 31327
George Town, Grand Cayman
Cayman Islands, BWI
(345) 938-0293

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This prospectus includes or incorporates by reference "forward-looking statements" within the meaning of Section 27A of the
U.S. Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Exchange Act. All statements other than statements
of historical facts included in this prospectus supplement, the accompanying prospectus or in the documents incorporated by reference
regarding the integration and benefits of acquisitions, contract backlog, fleet status, financial position, business strategy, construction,
delivery and acceptance of newbuild rigs, contract commitments and terms of future contracts, dayrates, contract commencements,
extensions or renewals, contract tenders, the outcome of any dispute, litigation or investigation, plans and objectives of management for
future operations, foreign currency requirements, results of joint ventures or indemnity claims, timing of upgrades and deliveries, industry
conditions including the effect of disruptions of drilling in the U.S. Gulf of Mexico, access to financing, taxes and tax rates, advantages of
our worldwide internal restructuring, indebtedness covenant compliance, possible amendments to, waivers under or restructuring of credit
facilities, timing for compliance with any new regulations, entrance into and the terms of a new credit facility, results of operations, future
capital expenditures and commitments, transactions contemplated by any letter of intent or memorandum of understanding, specifications
of newbuilds, impacts of any defaults, changes to credit ratings and use of the proceeds of this offering are forward-looking statements.
When used in this prospectus supplement, the accompanying prospectus or in the documents incorporated by reference, the words
"anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "project," "should" and similar expressions are intended to be
among the statements that identify forward-looking statements. Although NHIL and Noble-Cayman believe that the expectations reflected
in such forward-looking statements are reasonable, they cannot assure you that such expectations will prove to be correct. These forward-
looking statements speak only as of the date of the document in which they appear and NHIL and Noble-Cayman undertake no obligation
to revise or update any forward-looking statement for any reason, except as required by law. NHIL and Noble-Cayman have identified
factors that could cause actual plans or results to differ materially from those included in any forward-looking statements. These factors
include those referenced or described under "Risk Factors" included in this prospectus and in the Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q of Noble-Cayman, as well as Noble-Cayman's other filings with the SEC. Such risks and uncertainties
are beyond the ability of NHIL and Noble-Cayman to control and, in many cases, NHIL and Noble-Cayman cannot predict the risks and
uncertainties that could cause their actual results to differ materially from those indicated by the forward-looking statements. You should
consider these risks and uncertainties when you are evaluating NHIL and Noble-Cayman and deciding whether to invest in the notes.

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