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^*

Thaeler John D

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. Vice Pres. of Subsidiary

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		4,240	A	$0⁽¹⁾	148,492.0974	D
Common Stock	12/11/2008		J⁽²⁾		73.2157	A	$34.6693	27,980.5207	I	By 401(k) Plan

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		14,050		12/11/2009⁽³⁾	12/11/2015	Common Stock	14,050	$0⁽¹⁾	14,050	D
Phantom Stock	⁽⁴⁾							⁽⁵⁾	⁽⁵⁾	Common Stock	55,403.8224⁽⁶⁾		55,403.8224	D
Stock Options (Right to Buy)	$2.645							12/10/2004	12/10/2013	Common Stock	50,640⁽⁷⁾		50,640	D
Stock Options (Right to Buy)	$6.225							12/09/2005	12/09/2011	Common Stock	19,200⁽⁸⁾		19,200	D
Stock Options (Right to Buy)	$17.745							12/08/2006	12/08/2012	Common Stock	11,520⁽⁹⁾		11,520	D
Stock Options (Right to Buy)	$20.335							12/11/2007	12/11/2013	Common Stock	23,720⁽¹⁰⁾		23,720	D
Stock Options (Right to Buy)	$27.18							12/13/2008	12/13/2014	Common Stock	16,680⁽¹¹⁾		16,680	D

Explanation of Responses:

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

2. Purchased through the Company's 401(k) Plan from July 11, 2008, thru December 12, 2008. The information in this report is based on a plan statement dated as of December 12, 2008.

3. 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.

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

5. 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.

6. 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.

7. This option was previously reported as covering 25,320 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.

8. This option was previously reported as covering 9,600 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.

9. This option was previously reported as covering 5,760 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.

10. This option was previously reported as covering 11,860 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.

11. This option was previously reported as covering 8,340 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. Thaeler	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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