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NOBLE CORP PLC FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

May 7, 2014



Item 1.01 Entry into a Material Definitive Agreement.

The information included under Item 2.03 of this Current Report is incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Noble Drilling Corporation 7.50% Senior Notes due 2019

In connection with an internal reorganization involving various subsidiaries of Noble-U.K., on May 7, 2014, Noble Holding (U.S.) Corporation, a Delaware corporation ("Holding"), acquired the properties and assets of Noble Drilling Corporation, a Delaware corporation ("Noble Drilling"), substantially as an entirety (the "Acquisition"). In connection with the Acquisition, on May 7, 2014, Noble Drilling, Holding, Noble Drilling Services 6 LLC, a Delaware limited liability company, Noble Drilling Holding LLC, a Delaware limited liability company, Noble-Cayman, and The Bank of New York Mellon Trust Company, N.A., successor in interest to JPMorgan Chase Bank, National Association (formerly Chase Bank of Texas, National Association), as trustee, entered into a Sixth Supplemental Indenture to the Indenture dated as of May 1, 1999 (as amended and supplemented to date, the "Noble Drilling Indenture"). The Noble Drilling Indenture governs Noble Drilling's 7.50% Senior Notes due 2019 (the "2019 Notes"), of which approximately $201.7 million in aggregate principal amount were outstanding as of March 31, 2014. Pursuant to the Sixth Supplemental Indenture and effective upon the consummation of the Acquisition, (a) Holding, as successor in interest to substantially all the properties and assets of Noble Drilling, became an issuer under the Noble Drilling Indenture and assumed Noble Drilling's covenants and obligations under the Noble Drilling Indenture, including the due and punctual payment of the principal of, premium, if any, interest on and additional amounts due under the 2019 Notes; and (b) Noble Drilling was released of all of its covenants and obligations under the Noble Drilling Indenture and the 2019 Notes.

The foregoing description is qualified in its entirety by reference to the Sixth Supplemental Indenture, a copy of which is filed as Exhibit 4.1 to this Current Report and is incorporated by reference herein.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. EXHIBIT NUMBER DESCRIPTION 4.1 - Sixth Supplemental Indenture, dated as of May 7, 2014, among Noble Drilling Corporation, as Issuer, Noble Holdings (U.S.) Corporation, as Successor Issuer, Noble Drilling Services 6 LLC, as Co-Issuer, Noble Drilling Holding LLC, as Co-Issuer, Noble Corporation, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (relating to Noble Drilling Corporation 7.50% Senior Notes due 2019).



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