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A Suncor plant in Fort McMurray, Alta.Jeff McIntosh

Noble Energy, Inc. says it will pay $494-million (U.S.) to acquire major oil and gas assets in the United States from Canada's largest energy company, Suncor Energy Inc. .

Noble announced Tuesday it will acquire essentially all the Rockies upstream assets of Petro-Canada Resources (USA) Inc. and Suncor Energy (Natural Gas) America Inc.

Calgary-based Suncor acquired Petro-Canada last year, eclipsing Imperial Oil as Canada's largest integrated oil and gas company.

Noble estimated that the purchases include proved reserves with the equivalent of 53 million barrels of oil.

The transaction is expected to close in the first quarter.

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