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Chesapeake Energy Corporation Announces Completed and Pending Acquisitions of Oil and Natural Gas Properties From Private Sellers for $796 Million; Chesapeake Also Agrees to Acquire 13 Drilling Rigs for $150 Million

   E&P Transactions Include Production of 54 Mmcfe Per Day and 660 Bcfe of
 Internally Estimated Reserves, Consisting of 264 Bcfe of Proved Reserves and
                  396 Bcfe of Probable and Possible Reserves

     Other Acquisition of Privately-Held Martex Drilling Company, L.L.P.,
 Owner of 13 Drilling Rigs, for $150 Million; Chesapeake's Drilling Rig Fleet
                  Expected to Reach 60 Rigs By Year-End 2006

    OKLAHOMA CITY, Jan. 17 /PRNewswire-FirstCall/ -- Chesapeake Energy
Corporation (NYSE: CHK) today announced that it has entered into agreements
with seven private companies to acquire oil and natural gas assets located in
its Barnett Shale, South Texas, Permian Basin, Mid-Continent and East Texas
regions for an aggregate purchase price of approximately $796 million in cash.
Through these transactions, Chesapeake anticipates acquiring 54 million cubic
feet of natural gas equivalent (mmcfe) production per day and an internally
estimated 660 billion cubic feet of natural gas equivalent (bcfe) reserves,
which are comprised of 264 bcfe of proved reserves and 396 bcfe of probable
and possible reserves. On the acquired properties, Chesapeake has identified
260 proved undeveloped and 480 probable and possible drilling locations.
    After allocating $339 million of the $796 million purchase price to
unproven assets, Chesapeake's acquisition cost for the 264 bcfe of internally
estimated proved reserves will be approximately $1.73 per thousand cubic feet
of natural gas equivalent (mcfe).  Based on the company's projected
development plan, which includes $909 million of anticipated future drilling
and development costs, Chesapeake estimates that its all-in cost of acquiring
and developing the 660 bcfe of total reserves will be $2.58 per mcfe.
    Based on the current purchase price, the acquisitions are located 34% in
the Barnett Shale, 34% in South Texas, 12% in the Permian Basin, 11% in the
Mid-Continent and 9% in East Texas.  Chesapeake's Barnett Shale acreage now
exceeds 73,000 net acres (95% of which is in Johnson County) on which it has
drilled 54 wells to date and believes it can drill an additional 750-850
wells.  On average, Chesapeake has developed 2.3 bcfe per well with its
Barnett Shale wells to date.  In the Barnett, Chesapeake currently operates
155 wells and has five rigs drilling new wells.  The company intends to
increase its Barnett Shale rig count to 10 rigs by mid-2006 and to 12-15 rigs
by year-end 2006.
    Pro forma for these acquisitions and our previously announced acquisition
of Columbia Natural Resources, L.L.C., Chesapeake believes that its estimated
proved oil and natural gas reserves as of September 30, 2005 will increase to
approximately 7.6 trillion cubic feet of natural gas equivalent (tcfe) and its
unproven reserves will increase to approximately 7.4 tcfe.  The proved
reserves associated with the acquisitions have a reserves-to-production index
estimated at 13.4 years, are approximately 91% natural gas and have current
lease operating expenses of approximately $0.59 per mcfe.
    Chesapeake has hedged 100% of the 920 barrels of current daily oil
production from the acquired properties at average NYMEX oil prices of $65.43,
$65.56 and $63.94 per barrel for 2006, 2007 and 2008, respectively.  In
addition, the company has hedged 70%, 100% and 100%, respectively, of the
48,700 mmcf of current daily gas production from the acquired properties at
average NYMEX gas prices of $9.48, $9.85 and $9.23 per mmbtu for 2006, 2007
and 2008, respectively.  All of the oil and natural gas hedges are at prices
well above those used by Chesapeake to evaluate the acquisitions.
    Chesapeake has recently closed three of the transactions for approximately
$486 million in cash and expects to close the remaining acquisitions by
February 28, 2006.  The pending acquisitions are subject to customary closing
conditions and purchase price adjustments, but are not conditioned on the
closing of any of the other transactions.  Chesapeake intends to finance the
acquisitions initially by using its bank credit facility and ultimately by
issuing a balance of senior notes and equity securities during 2006 for any
acquisition amounts that exceed the company's cash flow less E&P capital
expenditures.  The company has attached as Schedule "A" to this press release
its updated Outlook for 2006 and 2007 which replaces its previous Outlook
dated December 6, 2005 (which is attached as Schedule "B" to this press
release for investors' convenience).

   Chesapeake Also Agrees to Acquire 13 Drilling Rigs from Martex Drilling
                       Company, L.L.P. for $150 Million

    Through its wholly-owned subsidiary Nomac Drilling Corporation, Chesapeake
has also recently agreed to acquire 13 drilling rigs and related assets from
Martex Drilling Company, L.L.P., a privately-held drilling contractor with
operations in East Texas and North Louisiana, for $150 million.  Chesapeake is
acquiring the rigs to accelerate its drilling activity in the Barnett Shale,
Ark-La-Tex and Fayetteville Shale regions, areas where rigs are in especially
short supply.  With the ownership of more rigs, Chesapeake believes it can
accelerate the conversion of its large inventory of proved undeveloped,
probable and possible reserves in these areas into producing wells.
    Chesapeake currently leases one of the 13 Martex rigs and an E&P affiliate
of Martex, Camterra Resources, Inc. is leasing two of the 13 rigs through
early 2008.  The other 10 rigs are all subject to contracts of up to one year
in length and as the existing rig contracts expire, Chesapeake anticipates
using the rigs for its own account.  With the addition of the 13 Martex rigs,
Chesapeake anticipates owning approximately 60 drilling rigs by year-end 2006
and should therefore be able to meet approximately 60% of its drilling needs
by year-end 2006 with its own rigs.  The closing of the Martex acquisition is
subject to purchase price adjustments and customary closing conditions,
including the expiration or termination of the waiting period under the Hart-
Scott-Rodino Antitrust Improvements Act of 1976.  The parties expect to file
pre-merger notification forms with the Federal Trade Commission this week and
will request early termination of the statutory 30-day waiting period.

                              Management Comment

    Aubrey K. McClendon, Chesapeake's Chief Executive Officer, commented, "We
are pleased to announce these recent acquisitions for several reasons.  First,
they will add to our large and growing presence in the Barnett Shale, South
Texas, Permian Basin, Mid-Continent and East Texas regions, all areas of
strategic importance to Chesapeake.  Second, these acquisitions have all of
the attributes of successful previous Chesapeake transactions -- acquisitions
from private companies of low-cost, high-margin natural gas properties that
have significant exploitation and exploration potential.  We are confident
that Chesapeake can deliver significant shareholder value from the acquired
properties for years to come.
    "In addition, the acquisition of Martex will create significant value for
the company by enabling us to more quickly convert our extensive inventory of
Barnett Shale, Ark-La-Tex and Fayetteville Shale drilling locations into
producing assets.  We also believe that by owning approximately 60 of our own
rigs by year-end 2006, we can create even greater advantages for our company
by partially hedging our exposure to any increases in drilling costs, by
drilling our wells more efficiently, by competing even more effectively in the
acquisitions market where significant future drilling is required and by
meeting lease drilling deadlines with greater certainty.  In doing so, we can
potentially avoid possible expiration of our own leases and improve our
ability to acquire other leases that might otherwise expire because of lack of
drilling rig availability."

    This press release includes "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements give our current
expectations or forecasts of future events. They include the acquisitions
announced in this press release and related financing plans, estimates of oil
and gas reserves, expected oil and gas production and future expenses,
projections of future oil and gas prices, planned capital expenditures for
drilling, leasehold acquisitions and seismic data, and statements concerning
anticipated cash flow and liquidity, business strategy and other plans and
objectives for future operations. Disclosures concerning the fair value of
derivative contracts and their estimated contribution to our future results of
operations are based upon market information as of a specific date. These
market prices are subject to significant volatility.
    Factors that could cause actual results to differ materially from expected
results are described under "Risk Factors" in our prospectus supplement dated
December 8, 2005 filed with the Securities and Exchange Commission on December
12, 2005.  They include the volatility of oil and gas prices; adverse effects
our level of indebtedness and preferred stock could have on our operations and
future growth; our ability to compete effectively against strong independent
oil and gas companies and majors; the availability of capital on an economic
basis to fund reserve replacement costs; uncertainties inherent in estimating
quantities of oil and gas reserves and projecting future rates of production
and the timing of development expenditures; our ability to replace reserves
and sustain production; uncertainties in evaluating oil and gas reserves of
acquired properties and associated potential liabilities; our ability to
operate successfully in the Appalachian Basin and integrate newly acquired
Columbia Natural Resources into our business; unsuccessful exploration and
development drilling; declines in the values of our oil and gas properties
resulting in ceiling test write-downs; lower prices realized on oil and gas
sales and collateral required to secure hedging liabilities resulting from our
commodity price risk management activities; and drilling and operating risks.
We caution you not to place undue reliance on these forward-looking
statements, which speak only as of the date of this press release, and we
undertake no obligation to update this information.
    Our production forecasts are dependent upon many assumptions, including
estimates of production decline rates from existing wells and the outcome of
future drilling activity.  Also, our internal estimates of reserves,
particularly those in the properties recently acquired or proposed to be
acquired where we may have limited review of data or experience with the
reserves, may be subject to revision and may be different from estimates by
our external reservoir engineers at year-end.  Although we believe the
expectations and forecasts reflected in these and other forward-looking
statements are reasonable, we can give no assurance they will prove to have
been correct. They can be affected by inaccurate assumptions or by known or
unknown risks and uncertainties.
    The SEC has generally permitted oil and gas companies, in filings made
with the SEC, to disclose only proved reserves that a company has demonstrated
by actual production or conclusive formation tests to be economically and
legally producible under existing economic and operating conditions.  We use
the terms "probable", "possible" or "unproven" to describe volumes of reserves
potentially recoverable through additional drilling or recovery techniques
that the SEC's guidelines may prohibit us from including in filings with the
SEC.  These estimates are by their nature more speculative than estimates of
proved reserves and accordingly are subject to substantially greater risk of
being actually realized by the company. While we believe our calculations of
unproven drillsites and estimation of unproven reserves have been
appropriately risked and are reasonable, such calculations and estimates have
not been reviewed by third party engineers or appraisers.
    The announcement of a proposed acquisition financing plan in this press
release shall not constitute an offer to sell or the solicitation of an offer
to buy the securities nor shall there be any sale of securities in any state
which offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any state. The terms of any such
offerings have not been decided.

    Chesapeake Energy Corporation is the second largest independent producer
of natural gas in the U.S.  Headquartered in Oklahoma City, the company's
operations are focused on exploratory and developmental drilling and property
acquisitions in the Mid-Continent, Permian Basin, South Texas, Texas Gulf
Coast, Barnett Shale, Ark-La-Tex and Appalachian Basin regions of the United
States. The company's Internet address is http://www.chkenergy.com .



                                 SCHEDULE "A"

                 CHESAPEAKE'S OUTLOOK AS OF JANUARY 17, 2006

    Quarter Ending March 31, 2006; Year Ending December 31, 2006; Year Ending
December 31, 2007.
    We have adopted a policy of periodically providing investors with guidance
on certain factors that affect our future financial performance. As of January
17, 2006, we are using the following key assumptions in our projections for
the first quarter of 2006, the full-year 2006 and the full-year 2007.
    The primary changes from our December 6, 2005 Outlook are in italicized
bold in the table and are explained as follows:

     1)  We have updated the projected effect of changes in our hedging
         positions since our December 6, 2005 Outlook.
     2)  We have updated our expectations for future NYMEX oil and gas prices
         based on current market conditions in order to illustrate hedging
         effects only.
     3)  We have included the effects of the financing completed in
         December 2005 as well as conversions of preferred stock to common
         stock since December 6, 2005.
     4)  We have updated for operational and financial effects of the
         acquisitions and anticipated financing of these acquisitions as
         described in our press release dated January 17, 2006.
     5)  We have shown our projections for the quarter ending March 31, 2006
         for the first time.



                           Quarter Ending     Year Ending       Year Ending
                             3/31/2006        12/31/2006        12/31/2007
    Estimated Production:
      Oil - Mbo                 1,900            7,700             7,750
      Gas - Bcf                121-131          530-540           572-582
      Gas Equivalent - Bcfe    132-142          576-586           619-629
      Daily gas equivalent
       midpoint -in Mmcfe       1,522            1,593             1,709
    NYMEX Prices (for
     calculation of realized
     hedging effects only):
      Oil - $/Bo                $56.67           $53.54            $50.00
      Gas - $/Mcf                $9.48            $8.00             $7.00

    Estimated Differentials
     to NYMEX Prices:
      Oil - $/Bo                 6-8%             6-8%              6-8%
      Gas - $/Mcf               10-15%           8-12%             8-12%

    Estimated Realized Hedging
     Effects (based on expected
     NYMEX prices above):
      Oil - $/Bo                $2.00            $3.88             $1.45
      Gas - $/Mcf               $1.51            $1.12             $0.87

    Operating Costs per Mcfe
     of Projected Production:
      Production expense     $0.75 - 0.80     $0.77 - 0.82      $0.80 - 0.85
      Production taxes
       (generally 6.5% of
        O&G revenues) (a)    $0.52 - 0.56     $0.45 - 0.50      $0.40 - 0.45
      General and
       administrative        $0.11 - 0.13     $0.11 - 0.13      $0.11 - 0.13
      Stock-based
       compensation
       (non-cash)            $0.07 - 0.09     $0.08 - 0.10      $0.10 - 0.12
      DD&A - oil and gas     $2.12 - 2.18     $2.15 - 2.20      $2.25 - 2.30
      Depreciation of other
       assets                $0.10 - 0.12     $0.10 - 0.12      $0.11 - 0.13
      Interest expense (b)   $0.52 - 0.57     $0.52 - 0.57      $0.53 - 0.58
    Other Income and Expense
     per Mcfe:
      Marketing and other
       income                $0.02 - 0.04     $0.02 - 0.04      $0.02 - 0.04

    Book Tax Rate
     (approximately
     95% deferred)              36.5%            36.5%             36.5%

    Equivalent Shares
     Outstanding:
      Basic                     365 mm           366 mm            371 mm
      Diluted                   431 mm           432 mm            436 mm
    Capital Expenditures:
      Drilling, leasehold
       and seismic          $575 - 625 mm  $2,800 - 3,000 mm $3,100-3,300 mm

     (a)  Severance tax per mcfe is based on NYMEX prices of $57.50 per bo and
          natural gas prices ranging from $9.00 to $9.80 per mcf during
          Q1 2006, $53.00 per bo and $7.50 to $8.50 per mcf during calendar
          2006 and $50.00 per bo and $6.65 to $7.65 per mcf during calendar
          2007.
     (b)  Does not include gains or losses on interest rate derivatives
          (SFAS 133).

    Commodity Hedging Activities
    The company utilizes hedging strategies to hedge the price of a portion of
its future oil and gas production. These strategies include:

     (i)    For swap instruments, we receive a fixed price for the hedged
            commodity and pay a floating market price, as defined in each
            instrument, to the counterparty.  The fixed-price payment and the
            floating-price payment are netted, resulting in a net amount due
            to or from the counterparty.
     (ii)   For cap-swaps, Chesapeake receives a fixed price and pays a
            floating market price.  The fixed price received by Chesapeake
            includes a premium in exchange for a "cap" limiting the
            counterparty's exposure.  In other words, there is no limit to
            Chesapeake's exposure but there is a limit to the downside
            exposure of the counterparty.
     (iii)  Basis protection swaps are arrangements that guarantee a price
            differential of oil or gas from a specified delivery point.
            Chesapeake receives a payment from the counterparty if the price
            differential is greater than the stated terms of the contract and
            pays the counterparty if the price differential is less than the
            stated terms of the contract.

    Commodity markets are volatile, and as a result, Chesapeake's hedging
activity is dynamic.  As market conditions warrant, the company may elect to
settle a hedging transaction prior to its scheduled maturity date and lock in
the gain or loss on the transaction.
    Chesapeake enters into oil and natural gas derivative transactions in
order to mitigate a portion of its exposure to adverse market changes in oil
and natural gas prices.  Accordingly, associated gains or loses from the
derivative transactions are reflected as adjustments to oil and gas sales.
All realized gains and losses from oil and natural gas derivatives are
included in oil and gas sales in the month of related production.  Pursuant to
SFAS 133, certain derivatives do not qualify for designation as cash flow
hedges.  Changes in the fair value of these non-qualifying derivatives that
occur prior to their maturity (i.e. because of temporary fluctuations in
value) are reported currently in the consolidated statement of operations as
unrealized gains (losses) within oil and gas sales.
    Following provisions of SFAS 133, changes in the fair value of derivative
instruments designated as cash flow hedges, to the extent effective in
offsetting cash flows attributable to hedged risk, are recorded in other
comprehensive income until the hedged item is recognized in earnings.  Any
change in fair value resulting from ineffectiveness is recognized currently in
oil and natural gas sales.
    We have not reflected any of the derivative positions acquired from CNR in
the following tables.  We have recorded such positions at fair value in the
purchase price allocation as a liability on the date of acquisition.  Changes
in fair value subsequent to the acquisition date for the derivative positions
assumed will result in adjustments to our oil and gas revenues only upon cash
settlement and only to the extent the cash settlement differs from the
original liability recorded.
    The company currently has in place the following natural gas swaps:



                                                          % Hedged
                                          Avg.
                          Avg.           NYMEX
                         NYMEX   Gain    Price                     Open Swap
                         Strike (Loss) Including                Positions as a
                 Open    Price   from   Open &    Assuming Gas  % of Estimated
                 Swaps  Of Open Locked  Locked     Production        Total
               in Bcf's  Swaps  Swaps  Positions  in Bcf's of:  Gas Production

    2006:
    Q1            93.5  $10.81  -$0.09   $10.72      126.0           74%
    Q2            75.5   $8.79  -$0.08    $8.71      132.0           57%
    Q3            76.4   $8.79  -$0.07    $8.72      137.0           56%
    Q4            64.7   $9.08  -$0.07    $9.01      140.0           46%
    Total 2006
     (1)         310.1   $9.46  -$0.08    $9.38      535.0           58%

    Total 2007   131.2   $9.81  -$0.09    $9.72      577.0           23%

    Total 2008    78.7   $8.82     ---    $8.82      604.0           13%

     (1)  Certain hedging arrangements include swaps with knockout prices
          ranging from $3.75 to $5.50 covering 43.0 bcf in 2006.

     Note: Not shown above are collars covering 0.2 bcf of production in 2006
     at a weighted average floor and ceiling of $6.00 and $9.70 and call
     options covering 7.3 bcf of production in 2006 at a weighted average
     price of $12.50, 7.3 bcf of production in 2007 at a weighted average
     price of $12.50 and 7.3 bcf of production in 2008 at a weighed average
     price of $12.50.

    The company has also entered into the following natural gas basis
protection swaps:




                                                   Assuming Gas
                                                   Production in
                 Volume in Bcf's     NYMEX less*:    Bcf's of:     % Hedged

    2006              130.1             $0.32           535          24%
    2007              137.2              0.33           577          24%
    2008              118.6              0.27           604          20%
    2009               86.6              0.29           634          14%
    Totals            472.5             $0.30         2,350          20%

    * weighted average


    The company has entered into the following crude oil hedging arrangements:

                                                     % Hedged
                                            Assuming Oil   Open Swap Positions
                 Open Swaps   Avg. NYMEX     Production      as % of Total
                  in mbo's   Strike Price   in mbo's of:  Estimated Production

    2006:
    Q1             1,109.5       $60.03       1,900.0             58%
    Q2             1,153.0       $60.27       1,920.0             60%
    Q3             1,104.0       $60.56       1,940.0             57%
    Q4             1,058.0       $60.30       1,940.0             55%
    Total 2006(1)  4,424.5       $60.29       7,700.0             57%
    Total 2007     1,182.5       $59.79       7,750.0             15%
    Total 2008       549.0       $63.94       7,800.0              7%

     (1)  Certain hedging arrangements include swaps with knockout prices
          ranging from $40.00 to $42.00 covering 501.5 mbo in 2006.



                                 SCHEDULE "B"

             CHESAPEAKE'S PREVIOUS OUTLOOK AS OF DECEMBER 6, 2005
                        (PROVIDED FOR REFERENCE ONLY)

               NOW SUPERSEDED BY OUTLOOK AS OF JANUARY 17, 2006

    Quarter Ending December 31, 2005; Year Ending December 31, 2005; Year
Ending December 31, 2006; Year Ending December 31, 2007.

    We have adopted a policy of periodically providing investors with guidance
on certain factors that affect our future financial performance. As of
December 6, 2005, we are using the following key assumptions in our
projections for the fourth quarter of 2005, the full-year 2005, the full-year
2006 and the full-year 2007.
    The primary changes from our October 31, 2005 Outlook are in italicized
bold in the table and are explained as follows:

     1)  We have updated the projected effect of changes in our hedging
         positions since our October 31, 2005 Outlook.
     2)  We have updated our expectations for future NYMEX oil and gas prices
         based on current market conditions in order to illustrate hedging
         effects only.
     3)  We have included the effects of the financings completed in November
         2005 as well as conversions of preferred stock to common stock since
         September 30, 2005.

                         Quarter Ending  Year Ending  Year Ending  Year Ending
                           12/31/2005     12/31/2005   12/31/2006   12/31/2007
    Estimated Production:
      Oil - Mbo              1,950          7,650        7,700        7,750
      Gas - Bcf             112-114        416-419      512-522      553-563
      Gas Equivalent - Bcfe 124-126        462-465      558-568      599-609
      Daily gas equivalent
       midpoint - in Mmcfe   1,359          1,270        1,543        1,655

    NYMEX Prices (for
     calculation of realized
     hedging effects only):
      Oil - $/Bo            $60.20         $56.60       $50.00       $50.00
      Gas - $/Mcf           $13.00          $8.64        $7.00        $7.00

    Estimated Differentials
     to NYMEX Prices:
      Oil - $/Bo              6-8%           6-8%         6-8%         6-8%
      Gas - $/Mcf            10-15%          8-12%        8-12%        8-12%

    Estimated Realized
     Hedging Effects (based
     on expected NYMEX
     prices above):
      Oil - $/Bo            -$2.85         -$4.31        $4.94        $0.35
      Gas - $/Mcf           -$2.59         -$0.66        $1.53        $0.57

    Operating Costs per Mcfe
     of Projected Production:
      Production expense  $0.70-0.74     $0.68-0.72   $0.77-0.82   $0.80-0.85
      Production taxes
       (generally 6.5% of
       O&G revenues) (a)  $0.60-0.64     $0.45-0.50   $0.40-0.45   $0.40-0.45
      General and
       administrative     $0.10-0.12     $0.10-0.12   $0.11-0.13   $0.11-0.13
      Stock-based
       compensation
       (non-cash)         $0.03-0.05     $0.03-0.05   $0.08-0.10   $0.10-0.12
      DD&A - oil and gas  $2.05-2.10     $1.85-1.95   $2.15-2.20   $2.25-2.30
      Depreciation of
       other assets       $0.10-0.12     $0.09-0.11   $0.10-0.12   $0.11-0.13
      Interest
       expense (B)        $0.48-0.52     $0.45-0.49   $0.48-0.53   $0.50-0.55
    Other Income and
     Expense per Mcfe:
      Marketing and
       other income       $0.02-0.04     $0.02-0.04   $0.02-0.04   $0.02-0.04

    Book Tax Rate
     (approximately
     95% deferred)           36.5%          36.5%        36.5%        36.5%

    Equivalent Shares
     Outstanding:
      Basic                 346 mm         322 mm       361 mm       365 mm
      Diluted               406 mm         375 mm       427 mm       431 mm
    Capital Expenditures:
      Drilling, leasehold
       and seismic         $575-625     $2,000-2,200 $2,700-2,900 $3,100-3,300
                              mm              mm           mm           mm


     (a)  Severance tax per mcfe is based on NYMEX prices of $60.00 per bo and
          natural gas prices ranging from $9.00 to $11.30 per mcf during Q4

          2005, $60.00 per bo and natural gas prices ranging from $7.25 to
          $12.50 per mcf during calendar 2005, $50.00 per bo and $6.75 to
          $7.60 per mcf during calendar 2006 and 2007.
     (b)  Does not include gains or losses on interest rate derivatives
          (SFAS 133).

    Commodity Hedging Activities
    The company utilizes hedging strategies to hedge the price of a portion of
its future oil and gas production. These strategies include:
     (i)   For swap instruments, we receive a fixed price for the hedged
           commodity and pay a floating market price, as defined in each
           instrument, to the counterparty.  The fixed-price payment and the
           floating-price payment are netted, resulting in a net amount due to
           or from the counterparty.
     (ii)  For cap-swaps, Chesapeake receives a fixed price and pays a
           floating market price.  The fixed price received by Chesapeake
           includes a premium in exchange for a "cap" limiting the
           counterparty's exposure.  In other words, there is no limit to
           Chesapeake's exposure but there is a limit to the downside exposure
           of the counterparty.
     (iii) Basis protection swaps are arrangements that guarantee a price
           differential of oil or gas from a specified delivery point.
           Chesapeake receives a payment from the counterparty if the price
           differential is greater than the stated terms of the contract and
           pays the counterparty if the price differential is less than the
           stated terms of the contract.

    Commodity markets are volatile, and as a result, Chesapeake's hedging
activity is dynamic.  As market conditions warrant, the company may elect to
settle a hedging transaction prior to its scheduled maturity date and lock in
the gain or loss on the transaction.
    Chesapeake enters into oil and natural gas derivative transactions in
order to mitigate a portion of its exposure to adverse market changes in oil
and natural gas prices.  Accordingly, associated gains or loses from the
derivative transactions are reflected as adjustments to oil and gas sales.
All realized gains and losses from oil and natural gas derivatives are
included in oil and gas sales in the month of related production.  Pursuant to
SFAS 133, certain derivatives do not qualify for designation as cash flow
hedges.  Changes in the fair value of these non-qualifying derivatives that
occur prior to their maturity (i.e. because of temporary fluctuations in
value) are reported currently in the consolidated statement of operations as
unrealized gains (losses) within oil and gas sales.
    Following provisions of SFAS 133, changes in the fair value of derivative
instruments designated as cash flow hedges, to the extent effective in
offsetting cash flows attributable to hedged risk, are recorded in other
comprehensive income until the hedged item is recognized in earnings.  Any
change in fair value resulting from ineffectiveness is recognized currently in
oil and natural gas sales.
    We have not reflected any of the derivative positions acquired from CNR in
the following tables.  We have recorded such positions at fair value in the
purchase price allocation as a liability on the date of acquisition.  Changes
in fair value subsequent to the acquisition date for the derivative positions
assumed will result in adjustments to our oil and gas revenues only upon cash
settlement and only to the extent the cash settlement differs from the
original liability recorded.
    The company currently has in place the following natural gas swaps:



                                                          % Hedged
                                          Avg.
                          Avg.           NYMEX
                         NYMEX   Gain    Price                     Open Swap
                         Strike (Loss) Including                Positions as a
                 Open    Price   from   Open &    Assuming Gas  % of Estimated
                 Swaps  Of Open Locked  Locked     Production        Total
               in Bcf's  Swaps  Swaps  Positions  in Bcf's of:  Gas Production

    2005:
    Q4 2005 (1) 86.9     $8.46  -$0.13   $8.33       113.0           77%

    2006:
    Q1          84.0    $10.45  -$0.10  $10.35       122.0           69%
    Q2          65.5     $8.55  -$0.09   $8.46       127.0           52%
    Q3          66.2     $8.54  -$0.08   $8.46       132.0           50%
    Q4          55.9     $8.77  -$0.09   $8.68       136.0           41%
    Total
     2006 (1)  271.6     $9.18  -$0.09   $9.09       517.0           53%

    Total 2007  71.0     $9.61  -$0.17   $9.44       558.0           13%

    Total 2008  37.5     $8.56     ---   $8.56       585.0            6%


     (1)  Certain hedging arrangements include swaps with knockout prices
          ranging from $3.75 to $5.50 covering 20.1 bcf in 2005 and $3.75 to
          $5.50 covering 43.0 bcf in 2006.

    Note: Not shown above are collars covering 1.4 bcf of production in 2005
at a weighted average floor and ceiling of $3.49 and $5.27 and 0.2 bcf of
production in 2006 at a weighted average floor and ceiling of $6.00 and $9.70
and call options covering 1.8 bcf of production in 2005 at a weighted average
price of $5.86, 7.3 bcf of production in 2006 at a weighted average price of
$12.50, 7.3 bcf of production in 2007 at a weighted average price of $12.50
and 7.3 bcf of production in 2008 at a weighed average price of $12.50.

    The company has also entered into the following natural gas basis
protection swaps:



                                                        Assuming Gas
                                                       Production in
                     Volume in Bcf's     NYMEX less*:    Bcf's of:     %Hedged
    4th Quarter 2005      49.4             $ 0.27           113          44%
    2006                 130.1               0.32           517          25%
    2007                 137.2               0.33           558          25%
    2008                 118.6               0.27           585          20%
    2009                  86.6               0.29           615          14%
    Totals               521.9             $ 0.30         2,388          22%

     * weighted average

    The company has entered into the following crude oil hedging arrangements:

                                                     % Hedged
                                            Assuming Oil   Open Swap Positions
                 Open Swaps   Avg. NYMEX     Production      as % of Total
                  in mbo's   Strike Price   in mbo's of:  Estimated Production

    2005:
    Q4 2005 (1)   1,073.5       $54.97        1,950.0             55%
    2006:
    Q1            1,035.0       $59.71        1,900.0             54%
    Q2            1,016.5       $59.60        1,920.0             53%
    Q3              966.0       $59.83        1,940.0             50%
    Q4              920.0       $59.45        1,940.0             47%
    Total
     2006 (1)     3,937.5       $59.65        7,700.0             51%
    Total 2007      635.0       $54.29        7,750.0              8%

     (1)  Certain hedging arrangements include swaps with knockout prices
          ranging from $26.00 to $42.00 covering 276 mbo in 2005 and $40.00 to
          $42.00 covering 501.5 mbo in 2006.


SOURCE Chesapeake Energy Corporation




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    Jeffrey L. Mobley, CFA, Vice President,
    Investor Relations and Research, +1-405-767-4763, or
    jmobley@chkenergy.com , or Marc Rowland, Executive Vice President
    and Chief Financial Officer, +1-405-879-9232, or
    mrowland@chkenergy.com , both of Chesapeake Energy Corporation