SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KORELL HAROLD M

(Last)

(First)

(Middle)

SUITE 125

2350 N. SAM HOUSTON PARKWAY EAST

(Street)

HOUSTON

77032

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHWESTERN ENERGY CO [ SWN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/11/2008		A		28,290	A	$0⁽¹⁾	1,263,278	D
Common Stock								1,214,180	I	By Family Limited Partnership

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$30.68	12/11/2008		A		93,790		12/11/2009⁽²⁾	12/11/2015	Common Stock	93,790	$0⁽¹⁾	93,790	D
Phantom Stock	⁽³⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	51,996.456⁽⁵⁾		51,996.456	D
Stock Options (Right to Buy)	$0.93							12/14/2001	12/14/2010	Common Stock	1,492,440⁽⁶⁾		1,492,440	D
Stock Options (Right to Buy)	$1.205							12/20/2002	12/20/2011	Common Stock	187,014⁽⁷⁾		187,014	D
Stock Options (Right to Buy)	$1.435							12/11/2003	12/11/2012	Common Stock	690,192⁽⁸⁾		690,192	D
Stock Options (Right to Buy)	$2.645							12/10/2004	12/10/2013	Common Stock	451,598⁽⁹⁾		451,598	D
Stock Options (Right to Buy)	$6.225							12/09/2005	12/09/2011	Common Stock	277,776⁽¹⁰⁾		277,776	D
Stock Options (Right to Buy)	$17.745							12/08/2006	12/08/2012	Common Stock	121,920⁽¹¹⁾		121,920	D
Stock Options (Right to Buy)	$20.335							12/11/2007	12/11/2013	Common Stock	122,000⁽¹²⁾		122,000	D
Stock Options (Right to Buy)	$27.18							12/13/2008	12/13/2014	Common Stock	78,980⁽¹³⁾		78,980	D

Explanation of Responses:

1. Restricted stock and incentive stock options granted in consideration of services as an officer.

2. Incentive stock options become exercisable in three equal installments beginning on the first anniversary of the grant date specified in Column 3 or immediately upon death, disability, retirement at age 65, or a change in control.

3. Each share of phantom stock represents the right to receive the economic equivalent of one share of Southwestern Energy Company common stock.

4. Shares of phantom stock are payable in cash following termination of the reporting person's employment with Southwestern Energy Company. The reporting person may transfer his phantom stock account into an alternative investment account at any time.

5. The phantom stock is currently held in the Southwestern Energy Company Nonqualified Retirement Plan (the "NQ Plan") investment fund, and has been adjusted to reflect the two-for-one stock split on March 25, 2008.

6. This option was previously reported as covering 746,220 incentive stock options at an exercise price of $1.8594 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

7. This option was previously reported as covering 93,507 incentive stock options at an exercise price of $2.41 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

8. This option was previously reported as covering 345,096 incentive stock options at an exercise price of $2.865 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

9. This option was previously reported as covering 225,799 incentive stock options at an exercise price of $5.285 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

10. This option was previously reported as covering 138,888 incentive stock options at an exercise price of $12.45 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

11. This option was previously reported as covering 60,960 incentive stock options at an exercise price of $35.49 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

12. This option was previously reported as covering 61,000 incentive stock options at an exercise price of $40.67 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

13. This option was previously reported as covering 39,490 incentive stock options at an exercise price of $54.36 per share, and has been adjusted as a result of a two-for-one stock split on March 25, 2008.

	/s/ Melissa D. McCarty, Attorney-in-Fact for Mr. Korell	12/15/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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