X0306 4 2012-08-07 0000007332 SOUTHWESTERN ENERGY CO SWN 0001103813 KERLEY GREGORY D SUITE 125 2350 N. SAM HOUSTON PARKWAY EAST HOUSTON TX 77032 1 1 Executive Vice President & CFO Common Stock 2012-08-07 4 M 0 152076 1.4325 A 1270820 I by Greg D. Kerley and Beth C. Kerley Joint Revocable Trust Common Stock 2012-08-07 4 S 0 152076 31.25 D 1118744 I by Greg D. Kerley and Beth C. Kerley Joint Revocable Trust Common Stock 2012-08-07 4 M 0 41785 17.745 A 1160529 I by Greg D. Kerley and Beth C. Kerley Joint Revocable Trust Common Stock 2012-08-07 4 S 0 41785 31.25 D 1118744 I by Greg D. Kerley and Beth C. Kerley Joint Revocable Trust Common Stock 2012-08-07 5 J 0 E 204.3963 30.9546 A 25720.2535 I By 401(k) Plan Common Stock 86828 D Common Stock 1994 I By JGH Irrevocable Trust; Greg D. Kerley, Grantor Common Stock 1475 I By PAK Irrevocable Trust; Greg D. Kerley, Grantor Common Stock 1475 I By TMH Irrevocable Trust; Greg D. Kerley, Grantor Stock Options (Right to Buy) 1.435 2012-08-07 4 M 0 152076 0 D 2003-12-11 2012-12-11 Common Stock 152076 0 D Stock Options (Right to Buy) 17.745 2012-08-07 4 M 0 41785 0 D 2006-12-08 2012-12-08 Common Stock 41785 0 D Stock Options (Right to Buy) 2.645 2004-12-10 2013-12-10 Common Stock 216718 216718 D Stock Options (Right to Buy) 20.335 2007-12-11 2013-12-11 Common Stock 38783 38783 D Stock Options (Right to Buy) 27.18 2008-12-13 2014-12-13 Common Stock 40201 40201 D Stock Options (Right to Buy) 30.68 2009-12-11 2015-12-11 Common Stock 31610 31610 D Stock Options (Right to Buy) 36.22 2011-12-09 2017-12-09 Common Stock 27760 27760 D Stock Options (Right to Buy) 40.73 2010-12-10 2016-12-10 Common Stock 21870 21870 D Stock Options (Right to Buy) 36.87 2012-12-08 2018-12-08 Common Stock 29270 29270 D Phantom Stock Common Stock 51589.7264 51589.7264 D The non-derivative securities indirectly owned by the Greg D. Kerley and Beth C. Kerley Joint Revocable Trust were previously reported as directly owned by the reporting person. This transaction was executed in multiple trades at prices ranging from $30.80 to $31.65. The price reported above in Column 4 reflects the weighted average sale price. The reporting person hereby undertakes to provide, upon written request, to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transactions were effected. Purchased through the Company's 401(k) plan from January 1, 2012, through August 7, 2012. The information in this report is based on a plan statement dated August 7, 2012. Each share of phantom stock, which is currently held in the Southwestern Energy Company Nonqualified Retirement Plan investment fund, represents the right to receive the economic equivalent of one share of Southwestern Energy Company common stock. 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. /s/ Melissa D. McCarty, Attorney-in-fact for Mr. Kerley 2012-08-09