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Chesapeake Energy Corporation Announces Barnett Shale Acquisitions That Include 1.5 Tcfe of Proved and Unproved Reserves, 30 Mmcfe Per Day of Natural Gas Production and 67,000 Net Acres for an Acquisition Price of $932 Million

 Company to Purchase Fort Worth Basin Barnett Shale Assets from Four Sevens
  Oil Co. Ltd. and Sinclair Oil Corporation for $845 Million; Acquisition
   Includes 39,000 Net Acres, 500 Net Potential Drillsites and Internally
             Estimated Proved and Unproved Reserves of 870 Bcfe
  Chesapeake Also Acquires 28,000 Additional Net Acres From Others for $87
 Million, Providing 400 Additional Net Potential Drillsites and Internally
                  Estimated Unproved Reserves of 650 Bcfe
     Company Enters West Texas Barnett and Woodford Shale Plays Through
    Acquisition of 150,000 Net Acres and Announces its First Commercial
 Production from the Barnett Shale in West Texas and from the Fayetteville
                             Shale in Arkansas
 Chesapeake Hedges Production Acquired From Four Sevens and Sinclair at an
  Average Price of $10.50 Per Mmbtu for 2007 and 2008; Has Now Hedged 88%,
 69% and 55% of Projected Natural Gas Production for the Remainder of 2006
and for the Full-Years 2007 and 2008 at Average NYMEX Swap Prices of $9.08,
                         $9.86 and $9.34 Per Mmbtu

    OKLAHOMA CITY, June 5 /PRNewswire-FirstCall/ -- Chesapeake Energy
Corporation (NYSE: CHK) today announced that it has entered into an
agreement to acquire from Four Sevens Oil Co. Ltd. and its equal equity
partner, Sinclair Oil Corporation (collectively referred to as "Four
Sevens/Sinclair"), 39,000 net acres of Barnett Shale leasehold, 30 million
cubic feet of natural gas equivalent (mmcfe) current production and $55
million of mid-stream natural gas assets for $845 million in cash. Of the
39,000 net acres, 26,000 net acres are located in Johnson and Tarrant
Counties, Texas, where Chesapeake has identified 500 net potential
drillsites, and 13,000 net acres are located in counties outside the
company's core focus area where the company has not yet identified any
drilling opportunities where the returns are competitive with those in its
core focus area. After allocating $55 million of the $845 million Four
Sevens/Sinclair purchase price to mid-stream natural gas assets and adding
an estimated $1.2 billion of capital needed to fully develop the 870 bcfe
of proved and unproved reserves, Chesapeake's all-in acquisition cost for
the Four Sevens/Sinclair transaction will be a very attractive $2.32 per
thousand cubic feet of natural gas equivalent (mcfe).
    Chesapeake has also recently acquired or agreed to acquire an
additional 28,000 net acres of leasehold, primarily in Johnson and Tarrant
Counties, from various additional sellers for $87 million. On this acreage,
Chesapeake anticipates drilling 400 net wells to develop 650 bcfe of
unproved reserves. Including an estimated $1.1 billion of capital needed to
fully develop the 650 bcfe of unproved reserves, Chesapeake's all-in
acquisition cost for the additional acreage will be $1.80 per mcfe.
    Through these transactions, Chesapeake anticipates acquiring an
internally estimated 1.5 trillion cubic feet of natural gas equivalent
(tcfe) of proved and unproved reserves, comprised of 0.16 tcfe of proved
reserves and 1.36 tcfe of unproved reserves. Including an estimated $2.3
billion of capital needed to fully develop the 1.5 tcfe of proved and
unproved reserves, Chesapeake's all-in acquisition cost for the Four
Sevens/Sinclair properties and the additional acreage will be $2.10 per
mcfe.
    Chesapeake anticipates increasing the 30 mmcfe of net daily production
from the Four Sevens/Sinclair assets to at least 45-50 mmcfe by year-end
2006 and 80-100 mmcfe by year-end 2007. The company has not yet estimated a
production ramp-up from the other Barnett Shale acquisitions, but believes
it will also be significant. Chesapeake plans to close all of today's
announced Barnett Shale transactions by July 31, 2006 and anticipates
permanently financing the acquisitions by issuing a balance of senior notes
and preferred equity in the near future.
    Today's announcements increase Chesapeake's total leasehold in the
Barnett Shale to approximately 153,000 net acres, including 110,000 net
acres in Johnson and Tarrant Counties, which are in the heart of the most
prolific portion of the horizontally developed Barnett Shale play. The
company has pro forma current net production of 140 mmcfe per day (200
mmcfe gross) and believes it can drill an additional 2,100 net Barnett
Shale wells to potentially develop 3.4 tcfe of unproved reserves compared
to 1.1 tcfe of unproved reserves estimated as of March 31, 2006. To develop
this significant backlog of value, Chesapeake plans to increase its current
Barnett Shale drilling rig count from 12 (including 4 from Four
Sevens/Sinclair) to 24 by year-end 2006. At that rig count, Chesapeake
believes that it can drill 350- 400 Barnett Shale gross wells per year.
    Chesapeake's current overall development plan for its 110,000 net acres
of Johnson and Tarrant County leasehold is to drill 14-18 horizontal
Barnett Shale wells per 640 acres using an average horizontal lateral
length of 3,000 feet and an average spacing between wells of 500 feet.
Using these parameters, Chesapeake believes its Johnson and Tarrant County
horizontal drilling will develop an average of 2.2 bcfe of reserves per
well at an average cost of $2.7 million, resulting in finding costs of
approximately $1.64 per mcfe before leasehold or acquisition costs and
after an approximate 25% average royalty burden.
    To ensure strong returns on the acquisitions, the company has hedged
100% of the projected full-year 2007 and 2008 natural gas production
volumes from the Four Sevens/Sinclair properties at an average NYMEX
natural gas price of $10.50 per mmbtu, well above the gas price used to
value the properties. Furthermore, Chesapeake has entered or will enter
into multiple firm capacity pipeline transportation agreements that should
help expand Barnett Shale takeaway capacity, reduce the company's basis
differentials and enhance overall returns on its invested capital.
     Company Expects Existing Barnett Shale Proved Reserves to be Revised
                   Upward by 22% in the 2006 Second Quarter
    As of March 31, 2006, the company's Barnett Shale proved reserves were
464 bcfe of the company's total proved reserves of 7.8 tcfe. Following a
review of Chesapeake's Barnett Shale drilling results over the past 18
months and a comprehensive study of industry production data, the company
has raised its estimate of average recoverable reserves on its existing
proved Barnett Shale assets by approximately 100 bcfe, or an increase of
22%. Pro forma for the announced Barnett Shale acquisitions, its increased
estimate of recoverable reserves and its anticipated development plan,
Chesapeake estimates its total proved and unproved Barnett Shale reserve
potential on its 153,000 net acres to be approximately 4.0 tcfe as of June
30, 2006.
    With the anticipated growth in the company's proved reserves base and
pro forma for the acquisitions announced today, Chesapeake expects to
report 8.2 - 8.4 tcfe of proved reserves (based on March 31, 2006 oil and
natural gas prices) and total proved and unproved reserves of approximately
20 tcfe as of June 30, 2006. To calculate its unproved reserves, Chesapeake
uses a probability-weighted statistical approach to estimate the potential
number of drillsites and potential unproved reserves associated with such
drillsites.
    Today's developments follow a consistent path of achievement for
Chesapeake in the Barnett Shale. In the 18 months prior to today's
announcements, Chesapeake invested approximately $800 million to acquire
approximately 55,000 net acres in three significant transactions with
Hallwood Energy Corporation and a private independent producer. In those
acquisitions, the company acquired 49 mmcfe of initial net daily production
and approximately 250 bcfe of proved reserves. After investing an
additional $212 million to drill 91 wells in Johnson and Tarrant Counties,
Chesapeake's Barnett Shale net production now exceeds 110 mmcfe per day and
development costs to date have averaged only $1.47 per mcfe.
    The keys to success for Chesapeake in the Barnett Shale play have been
threefold:
     -- focus on acquiring leasehold in the Johnson and Tarrant County "sweet
        spot" where the Barnett Shale is greater than 250 feet thick, where
        the frac barrier is non-water bearing and where the shale is thermally
        mature and in the dry gas window;

     -- utilize the company's horizontal drilling expertise to generate better
        production and lower costs.  Since 1990, Chesapeake has drilled almost
        800 horizontal wells in the U.S. and has been a leader in improving
        horizontal drilling and completion technologies; and

     -- leverage the company's industry-leading shale expertise.  Chesapeake
        is the only company in the U.S. active in shale plays in West Texas,
        North Texas, southeastern Oklahoma, Arkansas and throughout the
        Appalachian Basin.
    Company Enters West Texas Barnett and Woodford Shale Plays Through
Acquisition
    of 150,000 Net Acres and Announces its First Commercial Production from
the
    Barnett Shale in West Texas and from the Fayetteville Shale in Arkansas
    Chesapeake has acquired or agreed to acquire approximately 150,000 net
acres in Brewster, Pecos and Reeves Counties in West Texas in two separate
transactions. In these transactions, Chesapeake has assumed operation of
one producing vertical Barnett Shale well and is drilling one vertical
Barnett and Woodford Shale well and one horizontal Barnett Shale well. In
addition, Chesapeake has assumed completion operations on two vertical
Barnett and Woodford Shale wells, one horizontal Barnett Shale well and one
horizontal Woodford Shale well. Chesapeake intends to commence an
aggressive 3-D seismic and drilling program to determine the potential of
these assets. In this area in West Texas, the Barnett Shale is 400-950 feet
thick (compared to 100-400 feet in the Fort Worth Basin) and the deeper
Woodford Shale is 400-500 feet thick (compared to approximately 150-250
feet thick in southeastern Oklahoma). Chesapeake's first vertical well is
producing natural gas in commercial quantities from the Barnett Shale in
Reeves County, Texas.
    In addition, Chesapeake has recently completed several wells in the
Fayetteville Shale play in Arkansas. Results to date cause the company to
believe that at least 300,000 of its 1.1 million net acre leasehold
position in the Fayetteville Shale will be commercially productive. Based
on its analysis of its own wells and those drilled by others in the play,
Chesapeake has concluded that per-well reserves of 1.2-1.5 bcfe may be
achievable over a broad area of the play using a spacing pattern of
approximately 10 wells per 640 acres. If so, Chesapeake believes its
300,000 net acres of potentially productive leasehold could support the
drilling of up to 4,600 net wells on an unrisked basis. Efforts remain
underway to determine the commercial potential of Chesapeake's other
800,000 net acres.
    Drilling, completing and operating costs in the Fayetteville Shale
remain high and current economics in the area do not yet rank the play
among Chesapeake's 15 best plays. Nevertheless, the company remains hopeful
that it can achieve further engineering and operational breakthroughs that
will make the play more economically attractive than it is today.
 Chesapeake Significantly Increases its Oil and Natural Gas Hedging Positions
    In addition to the hedges associated with the Four Sevens/Sinclair
acquisition, Chesapeake has also significantly added to its 2007 and 2008
oil and natural gas hedging positions on its existing production over the
past month to secure exceptional margins and profitability. The following
tables compare Chesapeake's hedged production volumes (including only swaps
and also including the hedges assumed in the CNR acquisition) as of June 5,
2006 to those as of May 1, 2006.
                      Swap Positions as of June 5, 2006

                                Natural Gas                   Oil
    Quarter or Year        % Hedged     $ NYMEX      % Hedged     $ NYMEX
    2006 2Q                    86%        $8.88          69%       $61.85
    2006 3Q                    93%        $8.85          84%       $63.90
    2006 4Q                    86%        $9.50          85%       $63.76
    2006 Total Remaining       88%        $9.08          79%       $63.24
    2007 Total                 69%        $9.86          56%       $68.79
    2008 Total                 55%        $9.34          48%       $69.50
    2009 Total                  3%        $7.57           2%       $66.26


                       Swap Positions as of May 1, 2006

                                Natural Gas                   Oil
    Quarter or Year        % Hedged     $ NYMEX      % Hedged     $ NYMEX
    2006 2Q                    86%        $8.88          69%       $61.85
    2006 3Q                    94%        $8.85          84%       $63.90
    2006 4Q                    88%        $9.50          85%       $63.76
    2006 Total Remaining       89%        $9.08          79%       $63.24
    2007 Total                 65%        $9.82          44%       $67.07
    2008 Total                 48%        $9.06          37%       $68.20
    2009 Total                  3%        $7.57           2%       $66.26
    Depending on changes in oil and natural gas futures markets and
management's view of underlying oil and natural gas supply and demand
trends, Chesapeake may either increase or decrease its hedging positions at
any time in the future without notice.
    The company has updated its 2006 and 2007 forecasts to reflect the
acquisitions announced today, the anticipated acquisition financing and
additional hedges. This update is attached to this release in an Outlook
dated June 5, 2006 and labeled as Schedule "A", beginning on page 8. This
Outlook has been changed from the Outlook dated May 1, 2006 (attached as
Schedule "B", beginning on page 12) to reflect various updated information.
                             Management Comments
    Aubrey K. McClendon, Chesapeake's Chief Executive Officer, commented,
"We are excited to announce the acquisition of 26,000 net acres of
high-quality Barnett Shale properties in Johnson and Tarrant Counties from
Four Sevens/Sinclair, the additional 28,000 net acres of other high-quality
Barnett Shale leasehold, our acquisition of 150,000 net acres in the
Barnett and Woodford Shale play in West Texas and our initial commercial
production success in the Barnett Shale in West Texas and in the
Fayetteville Shale in Arkansas. Each of these announcements is based on our
considerable expertise in drilling and completing horizontal wells in
shale, tight sands and other unconventional formations. We believe that
Chesapeake has industry-leading expertise in these areas and further
believe these new acquisitions and successes in the Barnett, Woodford and
Fayetteville shale plays will accelerate the company's already ambitious
growth plans".
                         Conference Call Information
    A conference call has been scheduled for Monday morning, June 5, 2006
at 9:00 a.m. EDT to discuss this release. The telephone number to access
the conference call is 913.981.5543 and the confirmation code is 9463648.
We encourage those who would like to participate in the call to dial the
access number between 8:50 and 8:55 am EDT. For those unable to participate
in the conference call, a replay will be available from 12:00 p.m. EDT,
June 5, 2006 through midnight EDT on June 19, 2006. The number to access
the conference call replay is 719.457.0820 and the passcode for the replay
is 9463648. The conference call will also be webcast live on the Internet
and can be accessed on our recently enhanced website at
http://www.chkenergy.com by selecting "Events Calendar" under the "News &
Events" section. The webcast of the conference call will be available on
our website indefinitely. Additionally, a slide show presentation
discussing the release is accessible on our website by selecting
"Presentations" under the "Investor Relations" section.
    This press release and the accompanying Outlooks include
"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 estimates of oil and natural gas reserves,
expected oil and natural gas production and future expenses, projections of
future oil and natural 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 Item 1A of our 2005
Form 10-K filed with the Securities and Exchange Commission on March 14,
2006. They include the volatility of oil and natural gas prices; the
limitations our level of indebtedness may have on our financial
flexibility; our ability to compete effectively against strong independent
oil and natural gas companies and majors; the availability of capital on an
economic basis to fund reserve replacement costs; our ability to replace
reserves and sustain production; uncertainties inherent in estimating
quantities of oil and natural gas reserves and projecting future rates of
production and the timing of development expenditures; uncertainties in
evaluating oil and natural gas reserves of acquired properties and
associated potential liabilities; our ability to effectively consolidate
and integrate acquired properties and operations; unsuccessful exploration
and development drilling; declines in the values of our oil and natural gas
properties resulting in ceiling test write- downs; lower prices realized on
oil and natural gas sales and collateral required to secure hedging
liabilities resulting from our commodity price risk management activities;
the negative impact lower oil and natural gas prices could have on our
ability to borrow; 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 natural 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 "unproved" 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 unproved drillsites and
estimation of unproved reserves have been appropriately risked and are
reasonable, such calculations and estimates have not been reviewed by third
party engineers or appraisers.
    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 corporate 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 JUNE 5, 2006
    Quarter Ending June 30, 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 June 5, 2006, we are using the following key assumptions in our
projections for the second quarter of 2006, the full-year 2006 and the
full-year 2007.
    The primary changes from our May 1, 2006 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;

    2) Production, certain costs and capital expenditures have increased as a
       result of the acquisitions announced today; and

    3) Share count has been adjusted to reflect our tender offer to convert
       our 4.125% preferred stock and 5.0% preferred stock to common stock,
       recent repurchases of common stock and an expected preferred equity
       offering in the near future.


                                     Quarter Ending  Year Ending  Year Ending
                                        6/30/2006     12/31/2006   12/31/2007
    Estimated Production:
      Oil - mbbls                           2,000         8,000        8,000
      Natural gas - bcf                 127 - 132     533 - 543    592 - 602
      Natural gas equivalent - bcfe     139 - 144     581 - 591    640 - 650
      Daily natural gas equivalent
       midpoint - in mmcfe                  1,555         1,605        1,767

    NYMEX Prices (a) (for calculation
     of realized hedging effects only):
      Oil - $/bbl                          $58.39        $56.72       $52.50
      Natural gas - $/mcf                   $7.16         $7.54        $7.00

    Estimated Realized Hedging Effects
     (based on assumed NYMEX prices
     above):
      Oil - $/bbl                           $2.62         $4.83        $9.39
      Natural gas - $/mcf                   $1.68         $2.00        $2.19

    Estimated Differentials to NYMEX
     Prices:
      Oil - $/bbl                          6 - 8%        6 - 8%        6 - 8%
      Natural gas - $/mcf                 8 - 12%       9 - 13%       9 - 13%

    Operating Costs per Mcfe of
     Projected Production:
      Production expense             $0.85 - 0.95  $0.85 - 0.95  $0.90 - 1.00
      Production taxes (generally
       6.0% of O&G revenues) (b)     $0.40 - 0.45  $0.41 - 0.46  $0.36 - 0.41
      General and administrative     $0.15 - 0.20  $0.15 - 0.20  $0.15 - 0.20
      Stock-based compensation
       (non-cash)                    $0.05 - 0.07  $0.06 - 0.08  $0.08 - 0.10
      DD&A of oil and natural gas
       assets                        $2.25 - 2.35  $2.30 - 2.40  $2.40 - 2.50
      Depreciation of other assets   $0.16 - 0.20  $0.18 - 0.22  $0.24 - 0.28
      Interest expense (c)           $0.52 - 0.57  $0.52 - 0.57  $0.53 - 0.58
    Other Income per Mcfe:
      Marketing and other income     $0.02 - 0.04  $0.04 - 0.06  $0.04 - 0.06
      Service operations income      $0.10 - 0.15  $0.10 - 0.15  $0.10 - 0.15

    Book Tax Rate (approximately
     95% deferred)                          37.5%         37.5%         37.5%

    Equivalent Shares Outstanding:

      Basic                                379 mm        380 mm        389 mm
      Diluted                              434 mm        441 mm        452 mm
    Capital Expenditures:
      Drilling, leasehold and
       seismic                   $900 - 1,000  $3,500 - 3,800  $3,500 - 3,800
                                           mm              mm              mm

    (a) Oil NYMEX prices have been updated for actual contract prices through
        April 2006 and natural gas NYMEX prices have been updated for actual
        contract prices through May 2006.

    (b) Severance tax per mcfe is based on NYMEX prices of $58.39 per bbl of
        oil and $7.20 to $8.20 per mcf of natural gas during Q2 2006, $56.72
        per bbl of oil and $7.35 to $8.35 per mcf of natural gas during
        calendar 2006, and $52.50 per bbl of oil and $6.50 to $7.50 per mcf of
        natural gas during calendar 2007.

    (c) 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 natural 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 natural 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 natural gas
sales. All realized gains and losses from oil and natural gas derivatives
are included in oil and natural 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 natural 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.
    Excluding the swaps assumed in connection with the acquisition of CNR
which are described below, the company currently has the following natural gas
swaps in place:

                                                             % Hedged

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

    2006:
    Q1              93.8    $10.81  -$0.09   $10.72       124.1        76%
    Q2             101.4     $8.82  -$0.05    $8.77       129.5        78%
    Q3             117.9     $8.80  -$0.05    $8.75       138.5        85%
    Q4             114.9     $9.46  -$0.04    $9.42       145.9        79%
    Total 2006(1)  428.0     $9.42  -$0.05    $9.37       538.0        80%

    Total 2007(1)  370.2     $9.98  -$0.04    $9.94       597.0        62%

    Total 2008(1)  311.1     $9.50       -    $9.50       637.0        49%

    Total 2009       3.7     $9.02       -    $9.02       682.0         1%

    (1) Certain hedging arrangements include swaps with knockout prices
        ranging from $3.75 to $5.50 covering 43.0 bcf in 2006, $5.75 to $6.50
        covering 32.0 bcf in 2007 and $5.75 to $6.50 covering 51.2 bcf in
        2008, respectively.
    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, 25.6 bcf of production in 2007 at a weighted average price of
$10.53 and 7.3 bcf of production in 2008 at a weighed average price of
$12.50.
    The company has the following natural gas basis protection swaps in place:

                        Mid-Continent                    Appalachia
                                                  Volume
              Volume in Bcf's   NYMEX less*:     in Bcf's       NYMEX plus*:
    2006          130.1            $0.32            -               $-
    2007          137.2             0.33           36.5              0.35
    2008          118.6             0.27           36.6              0.35
    2009           86.6             0.29           18.2              0.31
    Totals        472.5            $0.30           91.3             $0.34

    * weighted average
    We assumed certain liabilities related to open derivative positions in
connection with the CNR acquisition. In accordance with SFAS 141, these
derivative positions were recorded at fair value in the purchase price
allocation as a liability of $592 million ($523 million as of March 31,
2006). The recognition of the derivative liability and other assumed
liabilities resulted in an increase in the total purchase price which was
allocated to the assets acquired. Because of this accounting treatment,
only cash settlements for changes in fair value subsequent to the
acquisition date for the derivative positions assumed result in adjustments
to our oil and natural gas revenues upon settlement. For example, if the
fair value of the derivative positions assumed does not change, then upon
the sale of the underlying production and corresponding settlement of the
derivative positions, cash would be paid to the counterparties and there
would be no adjustment to oil and natural gas revenues related to the
derivative positions. If, however, the actual sales price is different from
the price assumed in the original fair value calculation, the difference
would be reflected as either a decrease or increase in oil and natural gas
revenues, depending upon whether the sales price was higher or lower,
respectively, than the prices assumed in the original fair value
calculation. For accounting purposes, the net effect of these acquired
hedges is that we hedged the production volumes listed below at their fair
values on the date of our acquisition of CNR.
    Pursuant to SFAS 149 "Amendment of SFAS 133 on Derivative Instruments
and Hedging Activities", the derivative instruments assumed in connection
with the CNR acquisition are deemed to contain a significant financing
element and all cash flows associated with these positions are reported as
financing activity in the statement of cash flows.
    The following details the CNR derivatives (natural gas swaps) we have
assumed:
                                                            % Hedged

                          Avg.                                     Open Swap
                         NYMEX    Avg. Fair             Assuming   Positions
                        Strike   Value Upon              Natural   as a % of
                Open     Price   Acquisition  Initial      Gas     Estimated
                Swaps   Of Open    of Open   Liability Production    Total
                 in      Swaps      Swaps    Acquired      in     Natural Gas
                Bcf's  (per Mcf)  (per Mcf)  (per Mcf)  Bcf's of:  Production
    2006:
    Q1            7.9     $4.91     $12.14   ($7.23)      124.1        6%
    Q2           10.5     $4.86      $9.97   ($5.11)      129.5        8%
    Q3           10.6     $4.86      $9.95   ($5.09)      138.5        8%
    Q4           10.6     $4.86     $10.38   ($5.52)      145.9        7%
    Total 2006   39.6     $4.87     $10.51   ($5.64)      538.0        7%

    Total 2007   42.0     $4.82      $9.18   ($4.36)      597.0        7%

    Total 2008   38.4     $4.67      $8.01   ($3.34)      637.0        6%

    Total 2009   18.3     $5.18      $7.28   ($2.10)      682.0        3%
    Note: Not shown above are collars covering 3.7 bcf of production in
2009 at an average floor and ceiling of $4.50 and $6.00, respectively.
    The company also has the following crude oil swaps in place:

                                                         % Hedged

                                                                 Open Swap
                                                               Positions as %
                                               Assuming Oil       of Total
                 Open Swaps     Avg. NYMEX      Production       Estimated
                  in mbbls     Strike Price    in mbbls of:      Production
    2006:
    Q1              1,109.5         $60.03          2,116            52%
    Q2              1,379.5         $61.85          2,000            69%
    Q3              1,625.0         $63.90          1,942            84%
    Q4              1,656.0         $63.76          1,942            85%
    Total 2006(1)   5,770.0         $62.63          8,000            72%

    Total 2007      4,452.0         $68.79          8,000            56%

    Total 2008      3,843.0         $69.50          8,000            48%

    Total 2009        182.5         $66.26          8,000             2%

    (1) Certain hedging arrangements include swaps with knockout prices
        ranging from $40.00 to $42.00 covering 501.5 mbbls in 2006, $45.00
        covering 182.5 mbbls in 2007 and $45.00 covering 183.0 mbbls in 2008,
        respectively.


                                 SCHEDULE "B"

               CHESAPEAKE'S PREVIOUS OUTLOOK AS OF MAY 1, 2006
                        (PROVIDED FOR REFERENCE ONLY)

                 NOW SUPERSEDED BY OUTLOOK AS OF JUNE 5, 2006
    Quarter Ending June 30, 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 May 1, 2006, we are using the following key assumptions in our
projections for the second quarter of 2006, the full-year 2006 and the
full-year 2007.
    The primary changes from our February 23, 2006 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 February 23, 2006 Outlook.

      2) We have updated our expectations for future NYMEX oil and natural gas
         prices based on current market conditions in order to illustrate
         hedging effects only.

      3) We have updated certain of our cost assumptions.

      4) We have shown our projections for the quarter ending June 30, 2006
         for the first time.


                                  Quarter Ending   Year Ending   Year Ending
                                     6/30/2006      12/31/2006    12/31/2007
    Estimated Production:
      Oil - mbbls                           2,000        8,000          8,000
      Natural gas - bcf                 127 - 132    528 - 538      571 - 581
      Natural gas equivalent - bcfe     139 - 144    576 - 586      619 - 629
      Daily natural gas equivalent
       midpoint - in mmcfe                  1,555        1,592          1,710

    NYMEX Prices (a) (for
     calculation of realized hedging
     effects only):
      Oil - $/bbl                          $60.00       $60.87         $50.00
      Natural gas - $/mcf                   $7.08        $7.52          $7.00

    Estimated Realized Hedging
     Effects (based on assumed NYMEX
     prices above):
      Oil - $/bbl                           $1.33        $1.43          $7.83
      Natural gas - $/mcf                   $1.67        $2.02          $2.00

    Estimated Differentials to NYMEX
     Prices:
      Oil - $/bbl                          6 - 8%       6 - 8%         6 - 8%
      Natural gas - $/mcf                 8 - 12%      8 - 12%        8 - 12%

    Operating Costs per Mcfe of
     Projected Production:
      Production expense             $0.85 - 0.95  $0.85 - 0.95  $0.90 - 1.00
      Production taxes (generally
       6.0% of O&G revenues) (b)     $0.48 - 0.53  $0.41 - 0.46  $0.36 - 0.41
      General and administrative     $0.15 - 0.20  $0.15 - 0.20  $0.15 - 0.20
      Stock-based compensation
       (non-cash)                    $0.05 - 0.07  $0.06 - 0.08  $0.08 - 0.10
      DD&A of oil and natural gas
       assets                        $2.25 - 2.35  $2.30 - 2.35  $2.35 - 2.45
      Depreciation of other
       assets                        $0.16 - 0.20  $0.16 - 0.20  $0.20 - 0.25
      Interest expense (c)           $0.52 - 0.57  $0.52 - 0.57  $0.53 - 0.58
    Other Income per Mcfe:
      Marketing and other income     $0.02 - 0.04  $0.02 - 0.04  $0.02 - 0.04
      Service operations income      $0.10 - 0.15  $0.10 - 0.15  $0.10 - 0.15

    Book Tax Rate (approximately
     95% deferred)                            38%           38%           38%

    Equivalent Shares Outstanding:
      Basic                                377 mm        376 mm        387 mm
      Diluted                              436 mm        436 mm        441 mm
    Capital Expenditures:
      Drilling, leasehold and
       seismic                     $700 - 750  $3,200 - 3,500  $3,400 - 3,600
                                           mm              mm              mm

    (a) Oil NYMEX prices have been updated for actual contract prices through
        March 2006 and natural gas NYMEX prices have been    updated for
        actual contract prices through April 2006.

    (b) Severance tax per mcfe is based on NYMEX prices of $60.00 per bbl and
        natural gas prices ranging from $8.75 to $9.75 per mcf during Q2 2006,
        $7.35 to $8.35 per mcf during calendar 2006 and $50.00 per bbl and
        $6.50 to $7.50 per mcf during calendar 2007.

    (c) 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 natural 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 natural 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 natural gas
sales. All realized gains and losses from oil and natural gas derivatives
are included in oil and natural 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 natural 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.
    Excluding the swaps assumed in connection with the acquisition of CNR
which are described below, the company currently has the following natural gas
swaps in place:
                                                             % Hedged

                                                                    Open Swap
                             Avg.          Avg. NYMEX   Assuming    Positions
                            NYMEX    Gain    Price       Natural    as a % of
                  Open     Strike   (Loss)  Including      Gas      Estimated
                  Swaps     Price    from    Open &     Production    Total
                   in      Of Open  Locked   Locked         in    Natural Gas
                  Bcf's     Swaps    Swaps  Positions   Bcf's of:  Production
    2006:
    Q1             93.8    $10.81   -$0.09    $10.72      124.1        76%
    Q2            101.4     $8.82   -$0.05     $8.77      129.5        78%
    Q3            117.9     $8.80   -$0.05     $8.75      137.0        86%
    Q4            114.9     $9.46   -$0.04     $9.42      142.4        81%
    Total 2006(1) 428.0     $9.42   -$0.05     $9.37      533.0        80%

    Total 2007    330.0     $9.94   -$0.04     $9.90      576.0        57%

    Total 2008    248.9     $9.22       -      $9.22      604.0        41%

    Total 2009      3.7     $9.02       -      $9.02      634.0         1%

    (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, 25.6 bcf of production in 2007 at a weighted average price of
$10.53 and 7.3 bcf of production in 2008 at a weighed average price of
$12.50.
    The company has the following natural gas basis protection swaps in place:

                        Mid-Continent                    Appalachia
                                                  Volume
              Volume in Bcf's   NYMEX less*:     in Bcf's       NYMEX plus*:
    2006          130.1            $0.32            -               $-
    2007          137.2             0.33           32.9             0.34
    2008          118.6             0.27           25.6             0.34
    2009           86.6             0.29           18.2             0.31
    Totals        472.5            $0.30           76.7            $0.33

    * weighted average
    We assumed certain liabilities related to open derivative positions in
connection with the CNR acquisition. In accordance with SFAS 141, these
derivative positions were recorded at fair value in the purchase price
allocation as a liability of $592 million ($523 million as of March 31,
2006). The recognition of the derivative liability and other assumed
liabilities resulted in an increase in the total purchase price which was
allocated to the assets acquired. Because of this accounting treatment,
only cash settlements for changes in fair value subsequent to the
acquisition date for the derivative positions assumed result in adjustments
to our oil and natural gas revenues upon settlement. For example, if the
fair value of the derivative positions assumed does not change, then upon
the sale of the underlying production and corresponding settlement of the
derivative positions, cash would be paid to the counterparties and there
would be no adjustment to oil and natural gas revenues related to the
derivative positions. If, however, the actual sales price is different from
the price assumed in the original fair value calculation, the difference
would be reflected as either a decrease or increase in oil and natural gas
revenues, depending upon whether the sales price was higher or lower,
respectively, than the prices assumed in the original fair value
calculation. For accounting purposes, the net effect of these acquired
hedges is that we hedged the production volumes listed below at their fair
values on the date of our acquisition of CNR.
    Pursuant to SFAS 149 "Amendment of SFAS 133 on Derivative Instruments
and Hedging Activities", the derivative instruments assumed in connection
with the CNR acquisition are deemed to contain a significant financing
element and all cash flows associated with these positions are reported as
financing activity in the statement of cash flows.
    The following details the CNR derivatives (natural gas swaps) we have
assumed:

                                                            % Hedged

                          Avg.                                     Open Swap
                         NYMEX    Avg. Fair             Assuming   Positions
                        Strike   Value Upon              Natural   as a % of
                Open     Price   Acquisition  Initial      Gas     Estimated
                Swaps   Of Open    of Open   Liability Production    Total
                 in      Swaps      Swaps    Acquired      in     Natural Gas
                Bcf's  (per Mcf)  (per Mcf)  (per Mcf)  Bcf's of:  Production
    2006:
    Q1           7.9     $4.91     $12.14     ($7.23)     124.1       6%
    Q2          10.5     $4.86      $9.97     ($5.11)     129.5       8%
    Q3          10.6     $4.86      $9.95     ($5.09)     137.0       8%
    Q4          10.6     $4.86     $10.38     ($5.52)     142.4       7%
    Total 2006  39.6     $4.87     $10.51     ($5.64)     533.0       7%

    Total 2007  42.0     $4.82      $9.18     ($4.36)     576.0       7%

    Total 2008  38.4     $4.67      $8.01     ($3.34)     604.0       6%

    Total 2009  18.3     $5.18      $7.28     ($2.10)     634.0       3%
    Note: Not shown above are collars covering 3.7 bcf of production in
2009 at an average floor and ceiling of $4.50 and $6.00, respectively.
    The company also has the following crude oil swaps in place:

                                                         % Hedged

                                                                  Open Swap
                                                               Positions as %
                                                  Assuming Oil    of Total
                    Open Swaps     Avg. NYMEX      Production    Estimated
                    in mbbls     Strike Price    in mbbls of:    Production
    2006:
    Q1               1,109.5        $60.03           2,116          52%
    Q2               1,379.5        $61.85           2,000          69%
    Q3               1,625.0        $63.90           1,942          84%
    Q4               1,656.0        $63.76           1,942          85%
    Total 2006(1)    5,770.0        $62.63           8,000          72%

    Total 2007       3,555.0        $67.07           8,000          44%

    Total 2008       2,928.0        $68.20           8,000          37%

    Total 2009         182.5        $66.26           8,000           2%
    (1) Certain hedging arrangements include swaps with knockout prices
ranging from $40.00 to $42.00 covering 501.5 mbbls in 2006.


SOURCE Chesapeake Energy Corporation




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    Senior Vice President - Investor Relations And Research,
    +1-405-767-4763, jmobley@chkenergy.com, Media Contact: Thomas S.
    Price, Jr., Senior Vice President - Corporate Development,
    +1-405-879-9257, tprice@chkenergy.com