Noble Energy Inc., Houston, (NYSE: NBL) plans to purchase privately held, Billings, Montana-based United States Exploration Inc. for $411 million in cash, gaining expanded operations in Noble's core Wattenberg Field in the Denver-Julesburg Basin, where the company owns 218,000 net acres. USE's proved reserves are about 248 billion cu. ft. equivalent (41% proved developed; 55% gas), resulting in an acquisition cost of $1.66 per thousand equivalent. Probable resources are estimated to total 217 billion equivalent (50% gas). USE currently owns an interest in 512 active wells. Its project inventory on the Wattenberg acreage includes nearly 1,200 drilling and about 5,000 behind-pipe opportunities. Noble will gain production of some 20 million cu. ft. equivalent per day that is expected to grow to 30 million this year and 70 million by year-end 2007. Peak production of about 90 million equivalent per day is expected by 2011. Two rigs are currently operating on USE's Wattenberg acreage. Noble plans to add two rigs by year-end and another two by year-end 2007. Chuck Davidson, Noble president and chief executive, says, "United States Exploration's position in Wattenberg is an extremely good fit with our operations in the field. Their acreage and production are in many instances directly offsetting Noble Energy's and will add over 6,000 projects in the Wattenberg Field. We expect significant technical and operational synergies by applying what we have learned to these properties, which are less developed than Noble Energy's." Closing is expected by March 30. USE was advised by Petrie Parkman & Co. USE's shareholders include funds managed by Lime Rock Partners and Greenhill Capital & Co. Standard & Poor's reports that Noble's acquisition does not affect the rating or outlook on the company. "The increase in debt will reverse some of the progress that Noble has made in reducing financial leverage following its acquisition of Patina Oil & Gas in 2005," S&P reports. "Although the increased leverage is unfavorable for credit quality, it is somewhat softened by Noble's hedging a significant portion of expected production associated with the properties."