NOBLE HOLDING INTERNATIONAL LIMITED 7.375% SENIOR NOTE DUE 2014 $250,000,000

Exhibit 4.3

[FORM OF NOTE]

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“ DTC ”), TO ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

NOBLE HOLDING INTERNATIONAL LIMITED
7.375% SENIOR NOTE DUE 2014
$250,000,000

CUSIP No. 65504L AA5
Issue Date: November 21, 2008

     Noble Holding International Limited, a Cayman Islands exempted company limited by shares (the “Company”), promises to pay to CEDE & CO. or its registered assigns, the principal amount of TWO HUNDRED FIFTY MILLION DOLLARS ($250,000,000) on March 15, 2014. This Note shall bear interest as specified on the reverse side of this Note. Additional provisions of this Note are set forth on the reverse side of this Note.

          IN WITNESS WHEREOF, the Company has caused this instrument to be duly executed under its corporate seal.

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

     This is one of the Securities of the series designated herein referred to in the within-mentioned Indenture.

Dated: November 21, 2008

REVERSE SIDE OF THE NOTE

7.375% SENIOR NOTE DUE 2014

     1.  Interest . Commencing November 21, 2008, interest on this Note will accrue at the rate of 7.375% per annum and will be payable in cash semiannually on March 15 and September 15 of each year, commencing March 15, 2009, to Holders of record on the close of business on the immediately preceding March 1 and September 1.

     2.  Method of Payment . Subject to the terms and conditions of the Indenture, payments in respect of the Notes shall be made at the office or agency of the Company maintained for that purpose in the City and State of New York. The Company will pay cash amounts in money of the United States that at the time of payment is legal tender for payment of public and private debts.

     3.  Paying Agent and Security Registrar . Initially, The Bank of New York Mellon Trust Company, N.A., as Trustee (the “ Trustee ”), will act as Paying Agent and Security Registrar. The Company may appoint and change any paying agent or security registrar without notice, other than notice to the Trustee. The Company or any of its Subsidiaries or any of their Affiliates may act as Paying Agent or Security Registrar.

     4.  Indenture . The Company issued the Notes under an Indenture, dated as of November 21, 2008, between the Company and the Trustee, as supplemented by a First Supplemental Indenture, dated as of November 21, 2008, between the Company, the Trustee and Noble Corporation, as Guarantor (collectively, the “ Indenture ”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (the “ Trust Indenture Act of 1939 ”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders are referred to the Indenture and the Trust Indenture Act of 1939 for a statement of those terms.

     The Notes are general unsecured obligations of the Company, initially limited to $250,000,000 aggregate principal amount, subject to the Company’s ability to issue additional Notes as provided in the Indenture.

     5.  Redemption at the Option of the Company . No sinking fund is provided for the Notes. The Notes will be subject to redemption at the option of the Company, in whole or in part, at any time and from time to time, upon not less than 30 nor more than 60 days’ notice to the Holders prior to the Redemption Date, at the Redemption Price (as defined in the Indenture).

     If