================================================================================
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): FEBRUARY 2, 2004
NOBLE ENERGY, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 001-07964 73-0785597
(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
100 GLENBOROUGH, SUITE 100
HOUSTON, TEXAS 77067
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (281) 872-3100
___________________________________________________________________________
(Former name, former address and former fiscal year,
if changed since last report)
================================================================================
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The following exhibits are furnished as part of this
current Report on Form 8-K:
99.1 Press Release dated February 2, 2004.
99.2 Press Release dated February 3, 2004
99.3 Transcript of Conference Call held by Noble Energy, Inc. on
February 3, 2004.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 2, 2004 Noble Energy, Inc. (the "Company") issued a press
release announcing its 2003 reserve replacement estimates and year-end reserve
data. A copy of the press release issued by the Company is attached hereto as
Exhibit 99.1.
On February 3, 2004 the Company issued a press release announcing its
financial results for its full year and fourth quarter ended December 31, 2003.
Shortly thereafter on February 3, 2004, the Company hosted a conference call to
discuss its full year and forth quarter results, including a question and answer
period. A replay of the conference call is available through May 3, 2004 on the
Company's website at www.nobleenergyinc.com/InvestorRelations. A copy of the
press release issued by the Company and the transcript of the conference call
are attached hereto as Exhibits 99.2 and 99.3.
The Company's press release announcing its financial results for its
fourth quarter ended December 31, 2003 contains non-GAAP financial measures.
Generally, a non-GAAP financial measure is a numerical measure of a company's
performance, financial position, or cash flows that either excludes or includes
amounts that are not normally excluded or included in the most directly
comparable measure calculated and presented in accordance with United States
generally accepted accounting principles, or GAAP. Pursuant to the requirements
of Regulation G, the Company has provided quantitative reconciliations within
the press release of the non-GAAP financial measures to the most directly
comparable GAAP financial measures.
The information in this Form 8-K and Exhibits 99.1, 99.2 and 99.3
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to liabilities of that
Section.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NOBLE ENERGY, INC.
Date: February 9, 2004 By: /s/ JAMES L. McELVANY
-------------------------------------
James L. McElvany
Senior Vice President-Finance,
Chief Financial Officer and Treasurer
INDEX TO EXHIBITS
Item Exhibit
---- -------
99.1 Press Release dated February 2, 2004
99.2 Press Release dated February 3, 2004
99.3 Transcript of Conference Call held by Noble Energy, Inc. on
February 3, 2004