EXHIBIT
99.2
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                  WORLDWIDE
      PETROLEUM CONSULTANTS
                  ENGINEERING
      • GEOLOGY • GEOPHYSICS •
      PETROPHYSICS
                CHAIRMAN
      & CEO
                  C.H.
      (SCOTT) REES III
                  PRESIDENT
      & COO
                  DANNY
      D. SIMMONS
                  EXECUTIVE
      VP
                  G.
      LANCE BINDER
                EXECUTIVE
      COMMITTEE
                  P.
      SCOTT FROST • DALLAS
                  J.
      CARTER HENSON, JR. • HOUSTON
                  DAN
      PAUL SMITH • DALLAS
                  JOSEPH
      J. SPELLMAN • DALLAS
                  THOMAS
      J. TELLA II • DALLAS
 
 
 
 January 23,
2009
 
 
 Mr. William
T. Van Kleef
 Chairman
 Noble
Energy, Inc. Audit Committee
 100
Glenborough Drive, Suite 100
 Houston,
Texas 77067
 
 Dear Mr. Van
Kleef:
 
 In accordance with your request, we have
audited the estimates prepared by Noble Energy, Inc. (Noble), as of December 31, 2008, of the proved reserves to theNobleinterest in
certainoil and gas properties located in the United States and
throughout the world.  These estimates are based on constant prices and
costs, as discussed in subsequent paragraphs of this letter.  We have
examined the estimates with respect to reserves quantities, reserves
categorization, and future producing rates, using the definitions set forth in
U.S. Securities and Exchange Commission (SEC) Regulation S-X Rule 4-10(a) and
subsequent staff interpretations and guidance.  The estimates of reserves
have been prepared in accordance with the definitions and guidelines of the SEC
and conform to the Statement of Financial Accounting Standards No.
69.
 
 The following table sets forth Noble's
estimates of the net reserves, as of December 31, 2008, for the audited
properties:
 Net
      ReservesCategory
                  
                  Oil
                    (MBBL)
                  
                  Gas
                    (MMCF)Proved
      DevelopedProducing
                  
                  168,846.9
                  
                  2,085,569.6Non-Producing
                  
                  30,179.4
                  
                  299,501.5Proved
      Undeveloped
                  
                  112,095.3
                  
                  930,052.3Total
      Proved
                  
                  311,121.6
                  
                  3,315,123.4
  The oil reserves shown include crude
oil, condensate, and natural gas liquids (NGL).  Oil volumes are expressed
in thousands of barrels (MBBL); a barrel is equivalent to 42 United States
gallons.  Gas volumes are expressed in millions of cubic feet (MMCF) at
standard temperature and pressure bases.
 
 When compared on a field-by-field basis,
some of the estimates of Noble are greater and some are less than the estimates
of Netherland, Sewell&Associates, Inc.  However, in our
opinion the estimates of Noble's proved reserves shown herein are, in the
aggregate, reasonable and have been prepared in accordance with generally
accepted petroleum engineering and evaluation principles.  These principles
are set forth in the Standards Pertaining to the Estimating and Auditing of Oil
and Gas Reserves Information promulgated by the Society of Petroleum
Engineers.  We are satisfied with the methods and procedures used by Noble
in preparing the December 31, 2008, estimates of reserves, and we saw
nothing of an unusual nature that would cause us to take exception with the
estimates, in the aggregate, as prepared by Noble.
      
 4500
      Thanksgiving Tower •1601 Elm Street • Dallas, Texas 75201-4754 • Ph:
      214-969-5401 • Fax: 214-969-5411
                    nsai@nsai-petro.com1221
      Lamar Street, Suite 1200 •Houston, Texas 77010-3072 • Ph: 713-654-4950 •
      Fax: 713-654-4951
                    netherlandsewell.com
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 The estimates shown herein are for
proved developed producing, proved developed non-producing, and proved
undeveloped reserves.  Noble's estimates do not include probable or
possible reserves that may exist for these properties, nor do they include any
consideration of undeveloped acreage beyond those tracts for which undeveloped
reserves have been estimated.  Reserves categorization conveys the relative
degree of certainty; reserves subcategorization is based on development and
production status.  The estimates of reserves included herein have not
been adjusted for risk.
 
 Oil, NGL, and gas prices were used only
to determine economic limits for the properties and economic viability of future
projects.  Oil and NGL prices used by Noble are based on a December 31.
2008, Bloomberg West Texas Intermediate Cushing spot price of $44.60 per barrel
and are adjusted by lease for quality, transportation fees, and regional price
differentials.  Gas prices used by Noble are based on the December 31,
2008, Bloomberg Henry Hub spot price of $5.71 per MMBTU and are adjusted by
lease for energy content, transportation fees, and regional price
differentials.  All prices are held constant throughout the lives of the
properties.
 
 Operating costs and capital costs were
used only to determine economic limits for the properties and economic viability
of future projects.  Lease and well operating costs used by Noble are based
on historical operating expense records.  These costs include the per-well
overhead expenses allowed under joint operating agreements along with estimates
of costs to be incurred at and below the district and field levels. 
Headquarters general and administrative overhead expenses of Noble are
included to the extent that they are covered under joint operating
agreements for the operated properties.  Lease and well operating costs are
held constant throughout the lives of the properties.  Noble's estimates of
capital costs are included as required for workovers, new development wells, and
production equipment.  The future capital costs are held constant to the
date of expenditure.
 
 It should be understood that our audit
does not constitute a complete reserves study of the oil and gas properties of
Noble.  Our audit consisted primarily of substantive testing, wherein we
conducted a detailed review of major properties making up 86 percent of the
company's total proved reserves.  In the conduct of our audit, we have not
independently verified the accuracy and completeness of information and data
furnished by Noble with respect to ownership interests, oil and gas production,
well test data, historical costs of operation and development, product prices,
or any agreements relating to current and future operations of the properties
and sales of production.  However, if in the course of our examination
something came to our attention that brought into question the validity or
sufficiency of any such information or data, we did not rely on such information
or data until we had satisfactorily resolved our questions relating thereto or
had independently verified such information or data.  Our audit did not
include a review of Noble's overall reserves management processes and
practices.
 
 In evaluating the information at our
disposal concerning this audit, we have excluded from our consideration all
matters as to which the controlling interpretation may be political,
socioeconomic, legal, or accounting, rather than engineering and geologic. 
As in all aspects of oil and gas evaluation, there are uncertainties inherent in
the interpretation of engineering and geologic data; therefore, our conclusions
necessarily represent only informed professional
judgment.
 
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 Supporting data documenting this audit,
along with data provided by Noble, are on file in our office.  We are
independent petroleum engineers, geologists, geophysicists, and petrophysicists
with respect to Noble as provided in the Standards Pertaining to the Estimating
and Auditing of Oil and Gas Reserves Information promulgated by the Society of
Petroleum Engineers.  We do not own an interest in these properties and are
not employed on a contingent basis.
 
 Sincerely,NETHERLAND, SEWELL &
      ASSOCIATES, INC.By: /s/ C.H. (Scott) Rees III,
      P.E.C.H. (Scott) Rees III,
      P.E.Chairman and Chief Executive
      OfficerBy:/s/Danny
      D. Simmons, P.E.
                By:/s/David
      E. Nice, P.G.Danny D. Simmons,
      P.E.
                David E. Nice,
      P.G.President and Chief Operating
      Officer
                Vice
    PresidentDate Signed:January 23,
      2009
                Date Signed:January 23,
      2009
 
 
 RBT:JJH
 
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