10-Q/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,  D.C.  20549
Form 10-Q/A (Amendment No. 1)
(Mark One)
[X]   Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30,  2012
Or
[  ] Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________
Commission file number:  1-08246
Southwestern Energy Company
(Exact name of registrant as specified in its charter)
Delaware		71-0205415
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
2350 North Sam Houston Parkway East, Suite 125,  Houston,  Texas		77032
(Address of principal executive offices)		(Zip Code)
(281) 618-4700
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yesx     Noo
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yesx  No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer”,  “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer x	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o     No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
Class		Outstanding as of July31,  2012
Common Stock, Par Value $0.01		349,110,361

EXPLANATORY NOTE

The purpose of this Amendment No. 1 to Form 10-Q for the quarterly period ended June  30, 2012 (“Form 10-Q”), as filed with the Securities and Exchange Commission on August 2, 2012, is to furnish Exhibit 101 to the Form 10-Q which provides certain items from Form 10-Q formatted in eXtensible Business Reporting Language (“XBRL”).

Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

The contents of the Form 10-Q have not otherwise been modified or changed.  This Form 10-Q/A speaks as of the original filing date of the Form 10-Q and has not been updated to reflect events occurring subsequent to the original filing date.

EXHIBITS INDEX

(3.1)Amended and Restated Bylaws of Southwestern Energy Company. Effective as of May 22, 2012 (Incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed May 29, 2012).

(31.1*)Certification of CEO filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(31.2*)Certification of CFO filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(32.1*)Certification of CEO and CFO furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(95.1*)Mine Safety Disclosure.

(101.INS**)Interactive Data File Instance Document.

(101.SCH**)Interactive Data File Schema Document.

(101.CAL**)Interactive Data File Calculation Linkbase Document.

(101.LAB**)Interactive Data File Label Linkbase Document.

(101.PRE**)Interactive Data File Presentation Linkbase Document.

(101.DEF**)Interactive Data File Definition Linkbase Document.

*Previously filed with Form 10-Q.

**Furnished herewith.

1

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SOUTHWESTERN ENERGY COMPANY

Registrant

Dated:	August 3, 2012	/s/ GREG D. KERLEY
		Greg D. Kerley
		Executive Vice President
		and Chief Financial Officer

2

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Derivatives and Risk Management (Narratives) (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Accumulated other comprehensive income, net gain related to hedging activities	$ 337.9
Deferred income tax liability, accumulated other comprehensive income	219.7
Cash flow hedge after-tax net gain to be transferred from accumulated other comprehensive income to earnings during the next twelve months	$ 261.3
Period of time needed to transfers net gain from accumulated other comprehensive income to earnings, months	12 months
Fair value hedges	For fair value hedges, the gain or loss on the derivative instrument as well as the offsetting gain or loss on the hedged item are recognized in earnings immediately. As of June 30, 2012 and December 31, 2011, the Company had no material fair value hedges.
Year 2012 [Member]
Volume of Natural Gas Production (in Bcf), Basis Swaps Not Qualifying for Hedge Accounting Treatment	19.0
Year 2013 [Member]
Volume of Natural Gas Production (in Bcf), Basis Swaps Not Qualifying for Hedge Accounting Treatment	30.1
Year 2014 [Member]
Volume of Natural Gas Production (in Bcf), Basis Swaps Not Qualifying for Hedge Accounting Treatment	9.1

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Stock-Based Compensation (Summary of Stock Option Activity, Options Outstanding) (Details) (USD $)	6 Months Ended
	Jun. 30, 2012
Stock-Based Compensation [Abstract]
Stock options, Outstanding at December 31, 2011 Number of options	4,741,732
Stock options, Granted, Number of options	17,450
Stock options, Exercised, Number of options	(207,023)
Stock options, Forfeited or expired, Number of options	(61,852)
Stock options, Outstanding at June 30, 2012, Number of options	4,490,307
Stock options, Exercisable at June 30, 2012	3,319,207
Stock options, Outstanding at December 31, 2011 Weighted average exercise price	$ 21.24
Stock options, Granted, Weighted average exercise price	$ 29.31
Stock options, Exercised, Weighted average exercise price	$ 13.76
Stock options, Forfeited or expired, Weighted average exercise price	$ 37.64
Stock options, Outstanding at June 30, 2012, Weighted average exercise price	$ 21.39
Stock options Exercisable at June 30, 2012, Weighted average exercise price	$ 15.94

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Debt (Narrative) (Details) (USD $)	1 Months Ended
	Mar. 31, 2012	Mar. 31, 2011	Feb. 28, 2011	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 4.10% Senior Notes Due 2022 [Member]	Mar. 31, 2012 4.10% Senior Notes Due 2022 [Member]	Aug. 02, 2012 Credit Facility [Member]	Jun. 30, 2012 Credit Facility [Member]	Feb. 28, 2011 Credit Facility [Member]
Total long-term debt				$ 1,668,811,000	$ 1,342,100,000	$ 1,000,000,000	$ 1,000,000,000
Debt instrument, interest rate, stated percentage						4.10%
Senior notes redemption date	Dec. 15, 2021		Feb. 01, 2016
Principal amount of notes to be redeemed then outstanding	100.00%
Duration of assumed year, days	360 days
Duration of assumed month, days		30 days
Basis Points				35				200	200
Purchase price upon exercise of option	101.00%
Unsecured revolving credit facility, borrowing capacity			$ 1,500,000,000							$ 2,000,000,000
Unsecured revolving credit facility, variable rate			3.50%

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Stock-Based Compensation (Summary of Restricted Stock Activity and Unvested Shares) (Details) (USD $)	6 Months Ended
	Jun. 30, 2012
Stock-Based Compensation [Abstract]
Restricted Stock, Unvested shares at December 31, 2011 Number of Shares	1,019,737
Restricted Stock, Granted, Number of Shares	10,874
Restricted Stock, Vested, Number of Shares	(31,421)
Restricted Stock, Forfeited, Number of Shares	(58,280)
Restricted Stock, Unvested shares at June 30, 2012, Number of Shares	940,910
Restricted Stock, Unvested shares at December 31, 2011 Weighted Average Grant Date Fair Value	$ 36.71
Restricted Stock, Granted, Weighted Average Grant Date Fair Value	$ 29.78
Restricted Stock, Vested, Weighted Average Grant Date Fair Value	$ 39.90
Restricted Stock, Forfeited, Weighted Average Grant Date Fair Value	$ 37.12
Restricted Stock, Unvested shares at June 30, 2012, Weighted Average Grant Date Fair Value	$ 36.50

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Fair Value Measurements (Summary Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Quoted Prices in Active Markets for Identical Assets, Level 1 [Member]
Derivative assets
Derivative liabilities
Total
Significant Observable Inputs, Level 2 [Member]
Derivative assets	465,571	534,560
Derivative liabilities	(7,086)	(11,849)
Total	458,485	522,711
Significant Unobservable Inputs, Level 3 [Member]
Derivative assets	106,391	182,783
Derivative liabilities	(169)	(664)
Total	106,222	182,119
Fair Value [Member]
Derivative assets	571,962	717,343
Derivative liabilities	(7,255)	(12,513)
Total	$ 564,707	$ 704,830

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Condensed Consolidating Financial Information (Tables)

6 Months Ended

Jun. 30, 2012

Condensed Consolidating Financial Information [Abstract]

Condensed Consolidating Statements of Operations

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Three months ended June 30, 2012:
Operating revenues	$	–	$	557,474	$	115,596	$	(73,342)	$	599,728
Operating costs and expenses:
Gas purchases – midstream services		–		127,757		–		(143)		127,614
Operating expenses		–		101,816		27,203		(72,405)		56,614
General and administrative expenses		–		39,041		6,685		(794)		44,932
Depreciation, depletion and amortization		–		196,245		11,585		–		207,830
Impairment of natural gas and oil properties		–		935,899		–		–		935,899
Taxes, other than income taxes		–		11,648		2,832		–		14,480
Total operating costs and expenses		–		1,412,406		48,305		(73,342)		1,387,369
Operating income (loss)		–		(854,932)		67,291		–		(787,641)
Other income (loss), net		–		(65)		2,642		–		2,577
Equity in earnings of subsidiaries		(488,100)		–		–		488,100		–
Interest expense		–		4,505		3,856		–		8,361
Income (loss) before income taxes		(488,100)		(859,502)		66,077		488,100		(793,425)
Provision for income taxes		–		(330,499)		25,174		–		(305,325)
Net income (loss)		(488,100)		(529,003)		40,903		488,100		(488,100)
Other comprehensive income (loss)		254		(152,805)		(516)		–		(153,067)
Comprehensive income (loss)	$	(487,846)	$	(681,808)	$	40,387	$	488,100	$	(641,167)
Three months ended June 30, 2011:
Operating revenues	$	–	$	728,430	$	100,108	$	(63,372)	$	765,166
Operating costs and expenses:
Gas purchases – midstream services		–		200,420		–		(368)		200,052
Operating expenses		–		88,477		28,793		(62,216)		55,054
General and administrative expenses		–		35,298		5,728		(788)		40,238
Depreciation, depletion and amortization		–		161,699		9,921		–		171,620
Taxes, other than income taxes		–		13,568		2,092		–		15,660
Total operating costs and expenses		–		499,462		46,534		(63,372)		482,624
Operating income		–		228,968		53,574		–		282,542
Other income, net		–		16		53		–		69
Equity in earnings of subsidiaries		167,454		–		–		(167,454)		–
Interest expense		–		1,748		4,422		–		6,170
Income (loss) before income taxes		167,454		227,236		49,205		(167,454)		276,441
Provision for income taxes		–		89,651		19,336		–		108,987
Net income (loss)		167,454		137,585		29,869		(167,454)		167,454
Other comprehensive income		196		48,619		126		–		48,941
Comprehensive income (loss)	$	167,650	$	186,204	$	29,995	$	(167,454)	$	216,395

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Six months ended June 30, 2012:
Operating revenues	$	–	$	1,171,919	$	228,721	$	(144,443)	$	1,256,197
Operating costs and expenses:
Gas purchases – midstream services		–		274,660		–		(370)		274,290
Operating expenses		–		204,872		55,184		(142,484)		117,572
General and administrative expenses		–		80,749		14,598		(1,589)		93,758
Depreciation, depletion and amortization		–		379,082		22,375		–		401,457
Impairment of natural gas and oil properties		–		935,899		–		–		935,899
Taxes, other than income taxes		–		28,646		6,256		–		34,902
Total operating costs and expenses		–		1,903,908		98,413		(144,443)		1,857,878
Operating income (loss)		–		(731,989)		130,308		–		(601,681)
Other income (loss), net		–		(239)		2,616		–		2,377
Equity in earnings of subsidiaries		(380,396)		–		–		380,396		–
Interest expense		–		8,260		7,439		–		15,699
Income (loss) before income taxes		(380,396)		(740,488)		125,485		380,396		(615,003)
Provision for income taxes		–		(283,607)		49,000		–		(234,607)
Net income (loss)		(380,396)		(456,881)		76,485		380,396		(380,396)
Other comprehensive income (loss)		508		(86,970)		(35)		–		(86,497)
Comprehensive income (loss)	$	(379,888)	$	(543,851)	$	76,450	$	380,396	$	(466,893)
Six months ended June 30, 2011:
Operating revenues	$	–	$	1,370,273	$	193,766	$	(122,538)	$	1,441,501
Operating costs and expenses:
Gas purchases – midstream services		–		371,002		–		(720)		370,282
Operating expenses		–		175,329		56,777		(120,254)		111,852
General and administrative expenses		–		67,342		11,577		(1,564)		77,355
Depreciation, depletion and amortization		–		316,100		18,967		–		335,067
Taxes, other than income taxes		–		27,475		4,277		–		31,752
Total operating costs and expenses		–		957,248		91,598		(122,538)		926,308
Operating income		–		413,025		102,168		–		515,193
Other income, net		–		361		82		–		443
Equity in earnings of subsidiaries		304,063		–		–		(304,063)		–
Interest expense		–		5,393		8,213		–		13,606
Income (loss) before income taxes		304,063		407,993		94,037		(304,063)		502,030
Provision for income taxes		–		161,013		36,954		–		197,967
Net income (loss)		304,063		246,980		57,083		(304,063)		304,063
Other comprehensive income		393		23,627		388		–		24,408
Comprehensive income (loss)	$	304,456	$	270,607	$	57,471	$	(304,063)	$	328,471

Condensed Consolidating Balance Sheets

CONDENSED CONSOLIDATING BALANCE SHEETS
(Unaudited)
	Parent		Guarantors		Non- Guarantors		Eliminations		Consolidated
	(in thousands)
June 30, 2012:
ASSETS
Cash and cash equivalents	$	36,888	$	4,209	$	402	$	–	$	41,499
Restricted cash		144,384		–		–		–		144,384
Accounts receivable		2,322		246,742		23,686		–		272,750
Inventories		–		33,562		967		–		34,529
Other current assets		6,040		499,095		5,216		–		510,351
Total current assets		189,634		783,608		30,271		–		1,003,513
Intercompany receivables		2,114,806		40		24,265		(2,139,111)		–
Property and equipment		203,486		10,625,280		1,224,616		–		12,053,382
Less: Accumulated depreciation, depletion and amortization		(67,749)		(5,535,735)		(160,398)		–		(5,763,882)
		135,737		5,089,545		1,064,218		–		6,289,500
Investments in subsidiaries (equity method)		2,794,486		–		–		(2,794,486)		–
Other assets		35,537		157,864		17,549		–		210,950
Total assets	$	5,270,200	$	6,031,057	$	1,136,303	$	(4,933,597)	$	7,503,963
LIABILITIES AND EQUITY
Accounts payable	$	109,858	$	423,901	$	46,275	$	–	$	580,034
Other current liabilities		9,816		293,916		2,183		–		305,915
Total current liabilities		119,674		717,817		48,458		–		885,949
Intercompany payables		10,498		1,832,910		295,703		(2,139,111)		–
Long-term debt		1,668,811		–		–		–		1,668,811
Deferred income taxes		(96,715)		1,128,431		290,264		–		1,321,980
Other liabilities		52,055		53,112		6,179		–		111,346
Total liabilities		1,754,323		3,732,270		640,604		(2,139,111)		3,988,086
Commitments and contingencies
Total equity		3,515,877		2,298,787		495,699		(2,794,486)		3,515,877
Total liabilities and equity	$	5,270,200	$	6,031,057	$	1,136,303	$	(4,933,597)	$	7,503,963

CONDENSED CONSOLIDATING BALANCE SHEETS
(Unaudited)
	Parent		Guarantors		Non- Guarantors		Eliminations		Consolidated
	(in thousands)
December 31, 2011:
ASSETS
Cash and cash equivalents	$	14,711	$	–	$	916	$	–	$	15,627
Accounts receivable		2,914		309,038		29,963		–		341,915
Inventories		–		45,260		974		–		46,234
Other current assets		6,087		563,635		4,780		–		574,502
Total current assets		23,712		917,933		36,633		–		978,278
Intercompany receivables		2,053,132		53		23,517		(2,076,702)		–
Property and equipment		180,300		9,731,944		1,148,575		–		11,060,819
Less: Accumulated depreciation, depletion and amortization		(57,254)		(4,220,205)		(137,880)		–		(4,415,339)
		123,046		5,511,739		1,010,695		–		6,645,480
Investments in subsidiaries (equity method)		3,256,195		–		–		(3,256,195)		–
Other assets		28,641		227,152		23,346		–		279,139
Total assets	$	5,484,726	$	6,656,877	$	1,094,191	$	(5,332,897)	$	7,902,897
LIABILITIES AND EQUITY
Accounts payable	$	206,541	$	332,710	$	37,276	$	–	$	576,527
Other current liabilities		4,712		301,170		2,504		–		308,386
Total current liabilities		211,253		633,880		39,780		–		884,913
Intercompany payables		–		1,628,750		447,952		(2,076,702)		–
Long-term debt		1,342,100		–		–		–		1,342,100
Deferred income taxes		(97,045)		1,442,576		241,267		–		1,586,798
Other liabilities		59,114		54,826		5,842		–		119,782
Total liabilities		1,515,422		3,760,032		734,841		(2,076,702)		3,933,593
Commitments and contingencies
Total equity		3,969,304		2,896,845		359,350		(3,256,195)		3,969,304
Total liabilities and equity	$	5,484,726	$	6,656,877	$	1,094,191	$	(5,332,897)	$	7,902,897

Condensed Consolidating Statements of Cash Flows

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Sixmonths ended June 30, 2012:
Net cash provided by (used in) operating activities	$	(51,093)	$	624,945	$	263,538	$	–	$	837,390
Investing activities:
Capital investments		(18,079)		(1,032,169)		(90,413)		–		(1,140,661)
Proceeds from sale of property and equipment		–		168,391		5,946		–		174,337
Transfers to restricted cash		(167,750)		–		–		–		(167,750)
Transfers from restricted cash		23,366		–		–		–		23,366
Other		10,584		(10,809)		9,120		–		8,895
Net cash used in investing activities		(151,879)		(874,587)		(75,347)		–		(1,101,813)
Financing activities:
Intercompany activities		(65,161)		253,851		(188,690)		–		–
Payments on short-term debt		(600)		–		–		–		(600)
Payments on revolving long-term debt		(1,273,700)		–		–		–		(1,273,700)
Borrowing under revolving long-term debt		602,200		–		–		–		602,200
Borrowing under long-term debt		998,780		–		–		–		998,780
Other Items		(36,370)		–		–		–		(36,370)
Net cash provided by (used in) financing activities		225,149		253,851		(188,690)		–		290,310
Effect of exchange rate changes on cash		–		–		(15)		–		(15)
Increase (decrease) in cash and cash equivalents		22,177		4,209		(514)		–		25,872
Cash and cash equivalents at beginning of year		14,711		–		916		–		15,627
Cash and cash equivalents at end of period	$	36,888	$	4,209	$	402	$	–	$	41,499
Six months ended June 30, 2011:
Net cash provided by (used in) operating activities	$	(29,781)	$	763,933	$	122,778	$	–	$	856,930
Investing activities:
Capital investments		(35,347)		(889,700)		(99,611)		–		(1,024,658)
Proceeds from sale of property and equipment		–		120,892		241		–		121,133
Transfers to restricted cash		(85,002)		–		–		–		(85,002)
Other		7,244		(11,339)		7,974		–		3,879
Net cash used in investing activities		(113,105)		(780,147)		(91,396)		–		(984,648)
Financing activities:								–
Intercompany activities		22,870		8,583		(31,453)		–		–
Payments on current portion of long-term debt		(600)		–		–		–		(600)
Payments on revolving long-term debt		(1,717,600)		–		–		–		(1,717,600)
Borrowings under revolving long-term debt		1,840,600		–		–		–		1,840,600
Other items		2,415		–		–		–		2,415
Net cash provided by (used in) financing activities		147,685		8,583		(31,453)		–		124,815
Effect of exchange rate changes on cash		–		–		127		–		127
Increase (decrease) in cash and cash equivalents		4,799		(7,631)		56		–		(2,776)
Cash and cash equivalents at beginning of year		8,381		7,631		43		–		16,055
Cash and cash equivalents at end of period	$	13,180	$	–	$	99	$	–	$	13,279

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Condensed Consolidating Financial Information (Condensed Consolidating Statement of Operations) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2012		Jun. 30, 2011		Jun. 30, 2012		Jun. 30, 2011
Operating Revenues	$ 599,728		$ 765,166		$ 1,256,197		$ 1,441,501
Gas purchases - midstream services	127,614		200,052		274,290		370,282
Operating expenses	56,614		55,054		117,572		111,852
General and administrative expenses	44,932		40,238		93,758		77,355
Depreciation, depletion and amortization	207,830		171,620		401,457		335,067
Impairment of natural gas and oil properties	935,899				935,899
Taxes, other than income taxes	14,480		15,660		34,902		31,752
Total operating costs and expenses	1,387,369		482,624		1,857,878		926,308
Operating Income (loss)	(787,641)		282,542		(601,681)	[1]	515,193	[1]
Other income (loss), net	2,577	[1]	69	[1]	2,377	[1]	443
Interest expense	8,361	[1]	6,170	[1]	15,699	[2]	13,606	[2]
Income (loss) before income taxes	(793,425)		276,441		(615,003)		502,030
Provision for income taxes	(305,325)	[1]	108,987	[1]	(234,607)	[2]	197,967	[2]
Net income (loss)	(488,100)		167,454		(380,396)		304,063
Other comprehensive income (loss)	(153,067)		48,941		(86,497)		24,408
Comprehensive income (loss)	(641,167)		216,395		(466,893)		328,471
Parent [Member]
Equity in earnings of subsidiaries	(488,100)		167,454		(380,396)		304,063
Income (loss) before income taxes	(488,100)		167,454		(380,396)		304,063
Net income (loss)	(488,100)		167,454		(380,396)		304,063
Other comprehensive income (loss)	254		196		508		393
Comprehensive income (loss)	(487,846)		167,650		(379,888)		304,456
Guarantors [Member]
Operating Revenues	557,474		728,430		1,171,919		1,370,273
Gas purchases - midstream services	127,757		200,420		274,660		371,002
Operating expenses	101,816		88,477		204,872		175,329
General and administrative expenses	39,041		35,298		80,749		67,342
Depreciation, depletion and amortization	196,245		161,699		379,082		316,100
Impairment of natural gas and oil properties	935,899				935,899
Taxes, other than income taxes	11,648		13,568		28,646		27,475
Total operating costs and expenses	1,412,406		499,462		1,903,908		957,248
Operating Income (loss)	(854,932)		228,968		(731,989)		413,025
Other income (loss), net	(65)		16		(239)		361
Interest expense	4,505		1,748		8,260		5,393
Income (loss) before income taxes	(859,502)		227,236		(740,488)		407,993
Provision for income taxes	(330,499)		89,651		(283,607)		161,013
Net income (loss)	(529,003)		137,585		(456,881)		246,980
Other comprehensive income (loss)	(152,805)		48,619		(86,970)		23,627
Comprehensive income (loss)	(681,808)		186,204		(543,851)		270,607
Non-Guarantors [Member]
Operating Revenues	115,596		100,108		228,721		193,766
Operating expenses	27,203		28,793		55,184		56,777
General and administrative expenses	6,685		5,728		14,598		11,577
Depreciation, depletion and amortization	11,585		9,921		22,375		18,967
Taxes, other than income taxes	2,832		2,092		6,256		4,277
Total operating costs and expenses	48,305		46,534		98,413		91,598
Operating Income (loss)	67,291		53,574		130,308		102,168
Other income (loss), net	2,642		53		2,616		82
Interest expense	3,856		4,422		7,439		8,213
Income (loss) before income taxes	66,077		49,205		125,485		94,037
Provision for income taxes	25,174		19,336		49,000		36,954
Net income (loss)	40,903		29,869		76,485		57,083
Other comprehensive income (loss)	(516)		126		(35)		388
Comprehensive income (loss)	40,387		29,995		76,450		57,471
Eliminations [Member]
Operating Revenues	(73,342)		(63,372)		(144,443)		(122,538)
Gas purchases - midstream services	(143)		(368)		(370)		(720)
Operating expenses	(72,405)		(62,216)		(142,484)		(120,254)
General and administrative expenses	(794)		(788)		(1,589)		(1,564)
Total operating costs and expenses	(73,342)		(63,372)		(144,443)		(122,538)
Equity in earnings of subsidiaries	488,100		(167,454)		380,396		(304,063)
Income (loss) before income taxes	488,100		(167,454)		380,396		(304,063)
Net income (loss)	488,100		(167,454)		380,396		(304,063)
Comprehensive income (loss)	$ 488,100		$ (167,454)		$ 380,396		$ (304,063)

[1] The operating loss for the E&P segment for the three and six- months ended June 30, 2012 includes a $935.9 million non-cash ceiling test impairment of our natural gas and oil properties.

[2] (2) Interest income, interest expense and the provision for income taxes by segment are allocated as they are incurred at the corporate level.

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Earnings Per Share

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
Net income (loss) (in thousands)	$	(488,100)	$	167,454	$	(380,396)	$	304,063
Number of common shares:
Weighted average outstanding		348,162,723		347,132,830		348,081,399		346,984,194
Issued upon assumed exercise of outstanding stock options		–		2,583,711		–		2,643,537
Effect of issuance of nonvested restricted common stock		–		254,278		–		212,313
Weighted average and potential dilutive outstanding(1)		348,162,723		349,970,819		348,081,399		349,840,044
Earnings (loss) per share:
Basic	$	(1.40)	$	0.48	$	(1.09)	$	0.88
Diluted	$	(1.40)	$	0.48	$	(1.09)	$	0.87

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Commitments and Contingencies (Details)	1 Months Ended			3 Months Ended	6 Months Ended	12 Months Ended
	Dec. 31, 2010 USD ($)	Mar. 31, 2010 CAD	Feb. 28, 2009	Mar. 31, 2010 CAD	Jun. 30, 2012 USD ($)	Dec. 31, 2010 USD ($)	Mar. 23, 2012	Nov. 30, 2011 USD ($)	Jul. 12, 2011 USD ($)	Jun. 02, 2011 USD ($)	Mar. 11, 2011	Feb. 28, 2009 Seventh Amended Petition [Member] USD ($)	Feb. 28, 2009 Sixth Amended Petition [Member] USD ($)
Unrecorded capital investments obligation, Exploration program acres coverage (acres in millions)		2.5		2.5
Unrecorded capital investments obligation		47,000,000		47,000,000
Period licenses require capital investments be made, years				3 years
Unrecorded promissory note payable		44,500,000		44,500,000
Length of pipeline proposal, miles							121
Duration of firm transportation agreement, years							15 years
SES transportation agreement, capacity per day in MMcf							150
Obligation under transportation agreements					1,200,000,000
Guarantee obligations relative to the firms transportation agreements and gathering project and services					100,000,000
Litigation, Allegations			plaintiff alleged that, in 2005, they provided SEPCO with proprietary data regarding two prospects in the James Lime formation pursuant to a confidentiality agreement and that SEPCO refused to return the proprietary data to the plaintiff, subsequently acquired leases based upon such proprietary data and profited therefrom.  Among other things, the plaintiff's allegations in the Sixth Petition included various statutory and common law claims, including, but not limited to claims of misappropriation of trade secrets, violation of the Texas Theft Liability Act, breach of fiduciary duty and confidential relationships, various fraud based claims and breach of contract, including a claim of breach of a purported right of first refusal on all interests acquired by SEPCO between February 15, 2005 and February 15, 2006.
Litigation, Monetary damages claimed by plaintiffs												46,000,000	55,000,000
Litigation settlement, gross	11,400,000
Litigation, Interest and Attorney's Fees claimed by plaintiffs										11,400,000
Litigation, portion of profits considered for disgorgement						381,500,000
Disgorgement damages awarded in favor of the plantiff and intervenor									23,900,000
Number of wells for constructive trust profits											143
Number of horizontal wells operated by SEECO in Arkansas		27
Value of SEPCO's supersedeas bond								14,100,000
Pre-judgement interest covered by SEPCO's supersedeas bond								1,300,000
Post-judgement interest covered by SEPCO's supersedeas bond								1,300,000
Litigation, SEPCO's estimated gross liability including interest and attorney's fees.					$ 44,200,000

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Derivatives and Risk Management (Before Tax Effect of all Cash Flow Hedges on the Condensed Consolidated Financial Statements) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Fixed Price Swaps [Member]
Derivative Instruments, Gain Recognized in Other Comprehensive Income, Effective Portion	$ (47,829)	$ 120,510	$ 171,128	$ 129,579
Costless Collar [Member]
Derivative Instruments, Gain Recognized in Other Comprehensive Income, Effective Portion	(12,370)	14,875	44,141	16,829
Gas Sales [Member] | Fixed Price Swaps [Member]
Derivative Instruments, Gain Reclassified from Accumulated Other Comprehensive Income into Earnings, Effective Portion	128,894	41,736	235,205	78,537
Derivative Instruments, Gain (Loss) Recognized in Earnings, Ineffective Portion	(2,303)	3,066	1,996	999
Gas Sales [Member] | Costless Collar [Member]
Derivative Instruments, Gain Reclassified from Accumulated Other Comprehensive Income into Earnings, Effective Portion	65,732	11,962	121,042	27,060
Derivative Instruments, Gain (Loss) Recognized in Earnings, Ineffective Portion	$ (371)	$ (1,083)	$ 540	$ 1,078

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Natural Gas and Oil Properties (Narrative) (Details) (USD $)	6 Months Ended
	Jun. 30, 2012
Discount rate of natural gas and oil reserves	10.00%
Period of time needed to calculate ceiling value of reserves	12 months
Impairment Of Oil And Gas Properties Net Of Tax	$ 578,900,000
Cash flow hedges impact on ceiling value	354,800,000
West Texas Intermediate Oil [Member]
Full cost ceiling test, Price	92.17
Henry Hub Natural Gas [Member]
Full cost ceiling test, Price	$ 3.15

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Pension Plan and Other Postretirement Benefits (Details) (USD $)			3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 Pension Benefits [Member]	Jun. 30, 2011 Pension Benefits [Member]	Jun. 30, 2012 Pension Benefits [Member]	Jun. 30, 2011 Pension Benefits [Member]	Jun. 30, 2012 Other Postretirement Benefits [Member]	Jun. 30, 2011 Other Postretirement Benefits [Member]	Jun. 30, 2012 Other Postretirement Benefits [Member]	Jun. 30, 2011 Other Postretirement Benefits [Member]
Service cost			$ 2,735,000	$ 2,331,000	$ 5,471,000	$ 4,662,000	$ 458,000	$ 339,000	$ 916,000	$ 677,000
Interest cost			1,012,000	918,000	2,025,000	1,835,000	99,000	63,000	199,000	126,000
Expected return on plan assets			(1,356,000)	(1,100,000)	(2,713,000)	(2,199,000)
Amortization of transition obligation							16,000	16,000	32,000	32,000
Amortization of prior service cost			72,000	86,000	143,000	172,000	4,000	3,000	7,000	7,000
Amortization of net loss			305,000	214,000	610,000	428,000	23,000	3,000	46,000	6,000
Net periodic benefit cost			2,768,000	2,449,000	5,536,000	4,898,000	600,000	424,000	1,200,000	848,000
Defined benefit plan, Expected employer contributions			10,000,000		10,000,000		100,000		100,000
Employer contributions					$ 9,500,000				$ 100,000
Common stock purchased under non-qualified plan, Treasury stock, Shares	101,659	98,889

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Fair Value Measurements (Assets Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3), Reconciliation) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Fair Value Measurements [Abstract]
Balance at beginning of period	$ 184,543	$ 85,580	$ 182,119	$ 97,677
Total gains or losses (realized/unrealized): Included in earnings	65,274	11,682	123,736	27,592
Total gains or losses (realized/unrealized): Included in other comprehensive income (loss)	(77,731)	3,996	(77,441)	(11,310)
Purchases, issuances, and settlements:
Purchases
Issuances
Settlements	(65,864)	(11,863)	(122,192)	(24,706)
Transfers into/out of Level 3				142
Balance at end of period	106,222	89,395	106,222	89,395
Change in unrealized gain (loss) included in earnings relating to derivatives still held as of June 30	$ (590)	$ (181)	$ 1,544	$ 2,886

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Divestiture

6 Months Ended

Jun. 30, 2012

Divestiture [Abstract]

Divestiture

(2) DIVESTITURES

In May 2012, we sold certain oil and natural gas leases, wells and gathering equipment in East Texas for approximately $168.0 million, excluding typical purchase price adjustments.The proceeds were deposited with a qualified intermediary to facilitate potential like-kind exchange transactions pursuant to Section 1031 of the Internal Revenue Code and, unless utilized for one or more like-kind exchange transactions, are restricted in their use until October 2012. The assets included in the sale represented all of the Company’s interests and related assets in the Overton Field in Smith County. The net production from the sold assets was approximately 24.0 MMcfe per day as of the closing date and our net proved reserves were approximately 143.0 Bcfe at December 31, 2011.

In May 2011, we sold certain oil and natural gas leases, wells and gathering equipment in East Texas for approximately $118.1 million.The sale included only the producing rights to the Haynesville and Middle Bossier Shale intervals in approximately 9,717 net acres. The net production from the Haynesville and Middle Bossier Shale intervals in this acreage was approximately 7.0 MMcf per day and proved net reserves were approximately 37.1 Bcf when the sale was closed in May 2011.

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Derivatives and Risk Management (Before Tax Effect of Basis Swaps that do not Qualify for Hedge Accounting Consolidated Statements of Operations) (Details) (Gas Sales [Member], Basis Swaps [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Gas Sales [Member] | Basis Swaps [Member]
Derivative Instruments, Unrealized Gain (Loss) Recognized in Earnings	$ (218)	$ 902	$ 1,005	$ 1,808
Derivative Instruments, Realized Gain (Loss) Recognized in Earnings	$ 131	$ (99)	$ 1,149	$ (2,355)

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Supplemental Disclosures of Cash Flow Information (Tables)

6 Months Ended

Jun. 30, 2012

Supplemental Disclosures of Cash Flow Information [Abstract]

Schedule of Supplemental Disclosures of Cash Flow Information

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Cash paid during the year for interest	$	3,368	$	6,991	$	29,820	$	31,848
Cash paid during the year for income taxes		–		1,000		68		17,000
Noncash property additions		3,220		58,741		20,789		62,870

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Debt (Tables)

6 Months Ended

Jun. 30, 2012

Debt [Abstract]

Components Of Debt

	June 30,		December 31,
	2012		2011
	(in thousands)
Short-term debt:
7.15% Senior Notes due 2018	$	1,200	$	1,200
Total short-term debt		1,200		1,200
Long-term debt:
Variable rate (2.200%and 2.276% at June 30, 2012 and December 31, 2011, respectively) unsecured revolving credit facility, expires February 2016		–		671,500
7.5% Senior Notes due 2018		600,000		600,000
7.35% Senior Notes due 2017		15,000		15,000
7.125% Senior Notes due 2017		25,000		25,000
7.15% Senior Notes due 2018		30,000		30,600
4.10% Senior Notes due 2022		1,000,000		–
Unamortized discount		(1,189)		–
Total long-term debt		1,668,811		1,342,100
Total debt	$	1,670,011	$	1,343,300

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Segment Information (Details) (USD $)	3 Months Ended				6 Months Ended
	Jun. 30, 2012		Jun. 30, 2011		Jun. 30, 2012		Jun. 30, 2011		Dec. 31, 2011
Revenues from external customers	$ 599,728,000		$ 765,166,000		$ 1,256,197,000		$ 1,441,501,000
Intersegment revenues	318,759,000		526,104,000		676,572,000		1,005,983,000
Operating income (loss)	(787,641,000)		282,542,000		(601,681,000)	[1]	515,193,000	[1]
Other income (loss), net	2,577,000	[1]	69,000	[1]	2,377,000	[1]	443,000
Depreciation, depletion and amortization expense	207,830,000		171,620,000		401,457,000		335,067,000	[1]
Impairment of natural gas and oil properties	935,899,000				935,899,000
Interest expense	8,361,000	[1]	6,170,000	[1]	15,699,000	[2]	13,606,000	[2]
Provision for income taxes	(305,325,000)	[1]	108,987,000	[1]	(234,607,000)	[2]	197,967,000	[2]
Assets	7,503,963,000	[3]	6,742,101,000	[3]	7,503,963,000	[3]	6,742,101,000	[3]	7,902,897,000
Capital investments	588,633,000	[3]	555,974,000	[3]	1,161,745,000		1,086,503,000	[3]
Change in accrued expenditures	200,000		56,400,000		15,500,000		57,900,000
Intersegment revenues for marketing company's E&P sales	245,500,000		456,700,000		531,600,000		867,900,000
Capital investment related to companys E&P segment related to Canada for June 30, 2012 and 2011	2,300,000		5,400,000		4,700,000		7,800,000
Assets related to E&P program in Canada	33,200,000		18,400,000		33,200,000		18,400,000
Exploration and Production [Member]
Revenues from external customers	430,687,000		526,969,000		896,952,000		997,625,000
Intersegment revenues	(1,448,000)		2,899,000		(735,000)		8,413,000
Operating income (loss)	(859,872,000)		222,539,000		(743,629,000)	[1]	400,822,000	[1]
Other income (loss), net	(64,000)	[1]	6,000	[1]	(247,000)	[1]	349,000
Depreciation, depletion and amortization expense	196,201,000		161,929,000		378,940,000		316,739,000	[1]
Impairment of natural gas and oil properties	935,899,000				935,900,000
Interest expense	4,430,000	[1]	799,000	[1]	7,752,000	[2]	3,703,000	[2]
Provision for income taxes	(331,772,000)	[1]	87,492,000	[1]	(286,934,000)	[2]	156,874,000	[2]
Assets	5,985,450,000	[3]	5,366,199,000	[3]	5,985,450,000	[3]	5,366,199,000	[3]
Capital investments	531,845,000	[3]	476,040,000	[3]	1,064,984,000		944,252,000	[3]
Midstream Services [Member]
Revenues from external customers	169,004,000		238,197,000		359,177,000		443,876,000
Intersegment revenues	319,391,000		522,412,000		675,672,000		996,001,000
Operating income (loss)	71,821,000		59,644,000		141,110,000	[1]	113,561,000	[1]
Other income (loss), net	(5,000)	[1]	52,000	[1]	(23,000)	[1]	81,000
Depreciation, depletion and amortization expense	11,309,000		9,365,000		21,879,000		17,756,000	[1]
Impairment of natural gas and oil properties
Interest expense	3,578,000	[1]	5,371,000	[1]	7,245,000	[2]	9,903,000	[2]
Provision for income taxes	25,414,000	[1]	21,349,000	[1]	51,262,000	[2]	40,769,000	[2]
Assets	1,114,364,000	[3]	1,095,685,000	[3]	1,114,364,000	[3]	1,095,685,000	[3]
Capital investments	47,719,000	[3]	59,862,000	[3]	73,883,000		105,840,000	[3]
Other [Member]
Revenues from external customers	37,000				68,000
Intersegment revenues	816,000		793,000		1,635,000		1,569,000
Operating income (loss)	410,000		359,000		838,000	[1]	810,000	[1]
Other income (loss), net	2,646,000	[1]	11,000	[1]	2,647,000	[1]	13,000
Depreciation, depletion and amortization expense	320,000		326,000		638,000		572,000	[1]
Impairment of natural gas and oil properties
Interest expense	353,000	[1]			702,000	[2]
Provision for income taxes	1,033,000	[1]	146,000	[1]	1,065,000	[2],[4]	324,000	[2],[4]
Assets	404,149,000	[3],[4]	280,217,000	[3],[4]	404,149,000	[3],[4]	280,217,000	[3],[4]
Capital investments	$ 9,069,000	[3]	$ 20,072,000	[3]	$ 22,878,000		$ 36,411,000	[3]

[1] The operating loss for the E&P segment for the three and six- months ended June 30, 2012 includes a $935.9 million non-cash ceiling test impairment of our natural gas and oil properties.

[2] (2) Interest income, interest expense and the provision for income taxes by segment are allocated as they are incurred at the corporate level.

[3] Capital investments include an increase of $0.2 million and a reduction of $56.4 million for the three-month periods ended June 30, 2012 and 2011, respectively, and increases of $15.5 million and $57.9 million for the six-month periods ended June 30, 2012 and 2011, respectively, relating to the change in accrued expenditures between periods.

[4] Other assets represent corporate assets not allocated to segments and assets, including restricted cash and investments in cash equivalents, for non-reportable segments.

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Fair Value Measurements (Narrative) (Details)	Jun. 30, 2012
7.5% Senior Notes due 2018 [Member]
Debt instrument , interest rate percentage	7.50%
4.10% Senior Notes Due 2022 [Member]
Debt instrument , interest rate percentage	4.10%

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Pension Plan and Other Postretirement Benefits (Tables)

6 Months Ended

Jun. 30, 2012

Pension Plan And Other Postretirement Benefits [Abstract]

Net Periodic Pension and Other Postretirement Benefit Costs

	Pension Benefits
	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Service cost	$	2,735	$	2,331	$	5,471	$	4,662
Interest cost		1,012		918		2,025		1,835
Expected return on plan assets		(1,356)		(1,100)		(2,713)		(2,199)
Amortization of prior service cost		72		86		143		172
Amortization of net loss		305		214		610		428
Net periodic benefit cost	$	2,768	$	2,449	$	5,536	$	4,898
	Postretirement Benefits
	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Service cost	$	458	$	339	$	916	$	677
Interest cost		99		63		199		126
Amortization of transition obligation		16		16		32		32
Amortization of prior service cost		4		3		7		7
Amortization of net loss		23		3		46		6
Net periodic benefit cost	$	600	$	424	$	1,200	$	848

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Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2012

Stock-Based Compensation [Abstract]

Employee Stock-Based Compensation Costs

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Stock-based compensation cost – expensed	$	2,705	$	2,236	$	5,549	$	4,686
Stock-based compensation cost – capitalized	$	2,442	$	1,905	$	5,306	$	3,815

Summary of Stock Option Activity, Options Outstanding

		Weighted
		Average
	Number	Exercise
	of Options	Price
Outstanding at December 31, 2011	4,741,732	$	21.24
Granted	17,450		29.31
Exercised	(207,023)		13.76
Forfeited or expired	(61,852)		37.64
Outstanding at June 30, 2012	4,490,307	$	21.39
Exercisable at June 30, 2012	3,319,207	$	15.94

Summary of Restricted Stock Activity and Unvested Shares

		Weighted
		Average
	Number	Grant Date
	of Shares	Fair Value
Unvested shares at December 31, 2011	1,019,737	$	36.71
Granted	10,874		29.78
Vested	(31,421)		39.90
Forfeited	(58,280)		37.12
Unvested shares at June 30, 2012	940,910	$	36.50

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Basis of Presentation and New Accounting Standards

6 Months Ended

Jun. 30, 2012

Basis of Presentation and New Accounting Standards [Abstract]

Basis of Presentation and New Accounting Standards

(1) BASIS OF PRESENTATION AND NEW ACCOUNTING STANDARDS

Southwestern Energy Company (including its subsidiaries, collectively, “We”, “Southwestern” or the “Company”) is an independent energy company engaged in natural gas and oil exploration, development and production. The Company engages in natural gas and oil exploration and production, natural gas gathering and natural gas marketing through its subsidiaries. Southwestern’s exploration, development and production (“E&P”) activities are principally focused within the United States on development of an unconventional gas reservoir located on the Arkansas side of the Arkoma Basin, which the Company refers to as the Fayetteville Shale play.The Company is actively engaged in exploration and production activities in Pennsylvania, where we are targeting the unconventional gas reservoir known as the Marcellus Shale, and to a lesser extent in Texas and in Arkansas and Oklahoma in the Arkoma Basin.The Company also actively seeks to find and develop new oil and natural gas plays with significant exploration and exploitation potential.Southwestern’s natural gas gathering and marketing (“Midstream Services”) activities primarily support the Company’s E&P activities in Arkansas, Pennsylvania and Texas.

The accompanying unaudited condensed consolidated financial statements were prepared using accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission. Certain information relating to the Company’s organization and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been appropriately condensed or omitted in this Quarterly Report on Form 10-Q. The Company believes the disclosures made are adequate to make the information presented not misleading.

The unaudited condensed consolidated financial statements contained in this report include all normal and recurring material adjustments that, in the opinion of management, are necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods presented herein. It is recommended that these unaudited condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 (“2011 Annual Report on Form 10-K”).

The Company’s significant accounting policies, which have been reviewed and approved by the Audit Committee of the Company’s Board of Directors, are summarized in Note 1 in the Notes to the Consolidated Financial Statements included in the Company’s 2011 Annual Report on Form 10-K. The Company evaluates subsequent events through the date the financial statements are issued.

Certain reclassifications have been made to the prior year financial statements to conform to the 2012 presentation. The effects of the reclassifications were not material to the Company’s unaudited condensed consolidated financial statements

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2012

Segment Information [Abstract]

Summary Financial Information for Company's Reportable Segments Table

	Exploration
	and		Midstream
	Production		Services		Other			Total
	(in thousands)
Three months ended June 30, 2012:
Revenues from external customers	$	430,687	$	169,004	$	37		$	599,728
Intersegment revenues		(1,448)		319,391		816			318,759
Operating income (loss)(1)		(859,872)		71,821		410			(787,641)
Other income (loss), net		(64)		(5)		2,646			2,577
Depreciation, depletion and amortization expense		196,201		11,309		320			207,830
Impairment of natural gas and oil properties		935,899		–		–			935,899
Interest expense(2)		4,430		3,578		353			8,361
Provision for income taxes(2)		(331,772)		25,414		1,033			(305,325)
Assets		5,985,450		1,114,364		404,149	(3)		7,503,963
Capital investments(4)		531,845		47,719		9,069			588,633
Three months ended June 30, 2011:
Revenues from external customers	$	526,969	$	238,197	$	–		$	765,166
Intersegment revenues		2,899		522,412		793			526,104
Operating income(1)		222,539		59,644		359			282,542
Other income, net		6		52		11			69
Depreciation, depletion and amortization expense		161,929		9,365		326			171,620
Interest expense(2)		799		5,371		–			6,170
Provision for income taxes(2)		87,492		21,349		146			108,987
Assets		5,366,199		1,095,685		280,217	(3)		6,742,101
Capital investments(4)		476,040		59,862		20,072			555,974

	Exploration
	and		Midstream
	Production		Services		Other			Total
	(in thousands)
Six months ended June 30, 2012:
Revenues from external customers	$	896,952	$	359,177	$	68		$	1,256,197
Intersegment revenues		(735)		675,672		1,635			676,572
Operating income (loss)(1)		(743,629)		141,110		838			(601,681)
Other income (loss), net		(247)		(23)		2,647			2,377
Depreciation, depletion and amortization expense		378,940		21,879		638			401,457
Impairment of natural gas and oil properties		935,899		–		–			935,899
Interest expense(2)		7,752		7,245		702			15,699
Provision for income taxes(2)		(286,934)		51,262		1,065			(234,607)
Assets		5,985,450		1,114,364		404,149	(3)		7,503,963
Capital investments(4)		1,064,984		73,883		22,878			1,161,745
Six months ended June 30, 2011:
Revenues from external customers	$	997,625	$	443,876	$	–		$	1,441,501
Intersegment revenues		8,413		996,001		1,569			1,005,983
Operating income(1)		400,822		113,561		810			515,193
Other income, net		349		81		13			443
Depreciation, depletion and amortization expense		316,739		17,756		572			335,067
Interest expense(2)		3,703		9,903		–			13,606
Provision for income taxes(2)		156,874		40,769		324			197,967
Assets		5,366,199		1,095,685		280,217	(3)		6,742,101
Capital investments(4)		944,252		105,840		36,411			1,086,503

(1)The operating loss for the E&P segment for the three and six- months ended June 30, 2012 includes a $935.9 million non-cash ceiling test impairment of our natural gas and oil properties.

(2)Interest income, interest expense and the provision for income taxes by segment are allocated as they are incurred at the corporate level.

(3)Other assets represent corporate assets not allocated to segments and assets, including restricted cash and investments in cash equivalents, for non-reportable segments.

(4)Capital investments include an increase of $0.2 million and a reduction of $56.4 million for the three-month periods ended June 30, 2012 and 2011, respectively, and increases of $15.5 million and $57.9 million for the six-month periods ended June 30, 2012 and 2011, respectively, relating to the change in accrued expenditures between periods.

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Derivatives and Risk Mangement (Balance Sheet Classification) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Total derivative assets	$ 571,962	$ 717,343
Total derivative liabilities	7,255	12,513
Designated as Hedging Instrument [Member]
Derivative Asset Designated as Hedging Instrument, Fair Value	567,546	713,640
Derivative Liability Designated as Hedging Instrument, Fair Value	7,091	12,058
Designated as Hedging Instrument [Member] | Fixed and Floating Price Swaps [Member] | Hedging Asset [Member]
Derivative Asset Designated as Hedging Instrument, Fair Value	338,499	333,479
Designated as Hedging Instrument [Member] | Fixed and Floating Price Swaps [Member] | Other Assets
Derivative Asset Designated as Hedging Instrument, Fair Value	127,072	201,081
Designated as Hedging Instrument [Member] | Fixed and Floating Price Swaps [Member] | Hedging Liability [Member]
Derivative Liability Designated as Hedging Instrument, Fair Value	7,086	11,849
Designated as Hedging Instrument [Member] | Costless Collar [Member] | Hedging Asset [Member]
Derivative Asset Designated as Hedging Instrument, Fair Value	101,975	179,080
Designated as Hedging Instrument [Member] | Costless Collar [Member] | Hedging Liability [Member]
Derivative Liability Designated as Hedging Instrument, Fair Value	5	209
Not Designated as Hedging Instrument [Member]
Derivative Asset Not Designated as Hedging Instrument, Fair Value	4,416	3,703
Derivative Liability Not Designated as Hedging Instrument, Fair Value	164	455
Not Designated as Hedging Instrument [Member] | Basis Swaps [Member] | Hedging Asset [Member]
Derivative Asset Not Designated as Hedging Instrument, Fair Value	2,987	1,906
Not Designated as Hedging Instrument [Member] | Basis Swaps [Member] | Other Assets
Derivative Asset Not Designated as Hedging Instrument, Fair Value	1,429	1,797
Not Designated as Hedging Instrument [Member] | Basis Swaps [Member] | Hedging Liability [Member]
Derivative Liability Not Designated as Hedging Instrument, Fair Value	104	400
Not Designated as Hedging Instrument [Member] | Basis Swaps [Member] | Long-Term Hedging Liability [Member]
Derivative Liability Not Designated as Hedging Instrument, Fair Value	$ 60	$ 55

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Stock-Based Compensation (Employee Stock-Based Compensation Costs) (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Stock-Based Compensation [Abstract]
Stock-based compensation costs - expensed	$ 2,705,000	$ 2,236,000	$ 5,549,000	$ 4,686,000
Stock-based compensation costs - capitalized	2,442,000	1,905,000	5,306,000	3,815,000
Unrecognized compensation cost related to unvested stock option and restricted stock grants	$ 41,300,000		$ 41,300,000
Weighted average period over which cost is recognized, years			2 years 6 months 0 days

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2012		Jun. 30, 2011		Jun. 30, 2012		Jun. 30, 2011
Operating Revenues:
Gas sales	$ 429,044		$ 524,466		$ 892,812		$ 992,395
Gas marketing	126,688		201,358		274,739		372,456
Oil sales	1,680		2,503		4,208		5,230
Gas gathering	42,316		36,839		84,438		71,420
Total Operating Revenues	599,728		765,166		1,256,197		1,441,501
Operating Costs and Expenses:
Gas purchases - midstream services	127,614		200,052		274,290		370,282
Operating expenses	56,614		55,054		117,572		111,852
General and administrative expenses	44,932		40,238		93,758		77,355
Depreciation, depletion and amortization	207,830		171,620		401,457		335,067
Impairment of natural gas and oil properties	935,899				935,899
Taxes, other than income taxes	14,480		15,660		34,902		31,752
Total operating costs and expenses	1,387,369		482,624		1,857,878		926,308
Operating Income (loss)	(787,641)		282,542		(601,681)	[1]	515,193	[1]
Interest Expense:
Interest on debt	23,956		16,640		43,691		31,684
Other interest charges	1,047		1,001		2,038		2,512
Interest capitalized	(16,642)		(11,471)		(30,030)		(20,590)
Total Interest Expense	8,361	[1]	6,170	[1]	15,699	[2]	13,606	[2]
Other Income, Net	2,577	[1]	69	[1]	2,377	[1]	443
Income (loss) before income taxes	(793,425)		276,441		(615,003)		502,030
Provision for Income Taxes:
Current	100		100		268		200
Deferred	(305,425)		108,887		(234,875)		197,767
Total provision for income taxes	(305,325)	[1]	108,987	[1]	(234,607)	[2]	197,967	[2]
Net Income (Loss)	$ (488,100)		$ 167,454		$ (380,396)		$ 304,063
Earnings (Loss) Per Share:
Basic	$ (1.40)		$ 0.48		$ (1.09)		$ 0.88
Diluted	$ (1.40)		$ 0.48		$ (1.09)		$ 0.87
Weighted Average Common Shares Outstanding:
Basic	348,162,723		347,132,830		348,081,399		346,984,194
Diluted	348,162,723		349,970,819		348,081,399		349,840,044

[1] The operating loss for the E&P segment for the three and six- months ended June 30, 2012 includes a $935.9 million non-cash ceiling test impairment of our natural gas and oil properties.

[2] (2) Interest income, interest expense and the provision for income taxes by segment are allocated as they are incurred at the corporate level.

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Fair Value Measurements (Carrying Amount and Estimated Fair Values of Financial Instruments) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Restricted cash	$ 144,384
Parent [Member]
Restricted cash	144,384
Carrying Amount [Member]
Cash and cash equivalents	41,499	15,627
Restricted cash	144,384
Unsecured revolving credit facility		671,500
Senior notes	1,670,011	671,800
Derivative instruments	564,707	704,830
Fair Value [Member]
Cash and cash equivalents	41,499	15,627
Restricted cash	144,384
Unsecured revolving credit facility		671,500
Senior notes	1,852,847	773,578
Derivative instruments	$ 564,707	$ 704,830

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Cash Flows From Operating Activities
Net income (loss)	$ (380,396)	$ 304,063
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization	403,250	337,035
Impairment of natural gas and oil properties	935,899
Deferred income taxes	(234,875)	197,767
Unrealized gain on derivatives	(4,567)	(3,975)
Stock-based compensation	5,549	4,686
Other	487	170
Change in assets and liabilities:
Accounts receivable	69,166	14,856
Inventories	8,088	6,761
Accounts payable	(1,349)	(7,380)
Taxes payable	20,762	(12,340)
Interest payable	4,762	(164)
Advances from partners	31,995	7,949
Other assets and liabilities	(21,381)	7,502
Net cash provided by operating activities	837,390	856,930
Cash Flows From Investing Activities
Capital investments	(1,140,661)	(1,024,658)
Proceeds from sale of property and equipment	174,337	121,133
Transfers to restricted cash	(167,750)	(85,002)
Transfers From Restricted Cash	23,366
Other	8,895	3,879
Net cash used in investing activities	(1,101,813)	(984,648)
Cash Flows From Financing Activities
Payment on current portion of long-term debt	(600)	(600)
Payments on revolving long-term debt	(1,273,700)	(1,717,600)
Borrowings under revolving long-term debt	602,200	1,840,600
Change in bank drafts outstanding	(30,730)	9,260
Proceeds from issuance of long-term debt	998,780
Debt Issuance Costs	(8,338)
Revolving credit facility costs		(10,210)
Proceeds from exercise of common stock options	2,698	3,365
Net cash provided by (used in) financing activities	290,310	124,815
Effect of exchange rate changes on cash	(15)	127
Increase (decrease) in cash and cash equivalents	25,872	(2,776)
Cash and cash equivalents at beginning of year	15,627	16,055
Cash and cash equivalents at end of period	$ 41,499	$ 13,279

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Condensed Consolidating Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Net cash provided by (used in) operating activities	$ 837,390	$ 856,930
Capital investments	(1,140,661)	(1,024,658)
Proceeds from sale of property and equipment	174,337	121,133
Transfers to restricted cash	(167,750)	(85,002)
Transfers From Restricted Cash	23,366
Other	8,895	3,879
Net cash used in investing activities	(1,101,813)	(984,648)
Payment on current portion of long-term debt	(600)	(600)
Payments on revolving long-term debt	(1,273,700)	(1,717,600)
Borrowings under revolving long-term debt	602,200	1,840,600
Proceeds from issuance of long-term debt	998,780
Other Items	(36,370)	2,415
Net cash provided by (used in) financing activities	290,310	124,815
Effect of exchange rate changes on cash	(15)	127
Increase (decrease) in cash and cash equivalents	25,872	(2,776)
Cash and cash equivalents at beginning of year	15,627	16,055
Cash and cash equivalents at end of period	41,499	13,279
Parent [Member]
Net cash provided by (used in) operating activities	(51,093)	(29,781)
Capital investments	(18,079)	(35,347)
Transfers to restricted cash	(167,750)	(85,002)
Transfers From Restricted Cash	23,366
Other	10,584	7,244
Net cash used in investing activities	(151,879)	(113,105)
Intercompany activities	(65,161)	22,870
Payment on current portion of long-term debt	(600)	(600)
Payments on revolving long-term debt	(1,273,700)	(1,717,600)
Borrowings under revolving long-term debt	602,200	1,840,600
Proceeds from issuance of long-term debt	998,780
Other Items	(36,370)	2,415
Net cash provided by (used in) financing activities	225,149	147,685
Increase (decrease) in cash and cash equivalents	22,177	4,799
Cash and cash equivalents at beginning of year	14,711	8,381
Cash and cash equivalents at end of period	36,888	13,180
Guarantors [Member]
Net cash provided by (used in) operating activities	624,945	763,933
Capital investments	(1,032,169)	(889,700)
Proceeds from sale of property and equipment	168,391	120,892
Other	(10,809)	(11,339)
Net cash used in investing activities	(874,587)	(780,147)
Intercompany activities	253,851	8,583
Net cash provided by (used in) financing activities	253,851	8,583
Increase (decrease) in cash and cash equivalents	4,209	(7,631)
Cash and cash equivalents at beginning of year		7,631
Cash and cash equivalents at end of period	4,209
Non-Guarantors [Member]
Net cash provided by (used in) operating activities	263,538	122,778
Capital investments	(90,413)	(99,611)
Proceeds from sale of property and equipment	5,946	241
Other	9,120	7,974
Net cash used in investing activities	(75,347)	(91,396)
Intercompany activities	(188,690)	(31,453)
Net cash provided by (used in) financing activities	(188,690)	(31,453)
Effect of exchange rate changes on cash	(15)	127
Increase (decrease) in cash and cash equivalents	(514)	56
Cash and cash equivalents at beginning of year	916	43
Cash and cash equivalents at end of period	$ 402	$ 99

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Prepaid Expenses (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Prepaid Expenses [Abstract]
Prepaid drilling costs	$ 53,442	$ 42,775
Prepaid insurance	2,295	7,275
Total	$ 55,737	$ 50,050

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New Accounting Pronouncements Not Yet Adopted

6 Months Ended

Jun. 30, 2012

New Accounting Pronouncements Not Yet Adopted [Abstract]

New Accounting Pronouncements Not Yet Adopted

(15) NEW ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED

In December 2011, the FASB issued guidance on offsetting assets and liabilities and disclosure requirements in Accounting Standards Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities (“Update 2011-11”).Update 2011-11 requires that entities disclose both gross and net information about instruments and transactions eligible for offset in the statement of financial position as well as instruments and transactions subject to an agreement similar to a master netting agreement.In addition, the standard requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements.Update 2011-11 is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods.The implementation of the disclosure requirement is not expected to have a material impact on the Company’s consolidated results of operations, financial position or cash flows.

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Inventory (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Inventory [Abstract]
Current assets inventory, underground storage	$ 5.4	$ 7.8
Current assets inventory, tubulars & other equipment	29.2	38.4
Other assets non-current inventory, gathering systems pipe	$ 15.6	$ 19.5

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Prepaid Expenses (Tables)

6 Months Ended

Jun. 30, 2012

Prepaid Expenses [Abstract]

Prepaid Expenses Table

	June 30,		December 31,
	2012		2011
		(in thousands)
Prepaid drilling costs	$	53,442	$	42,775
Prepaid insurance		2,295		7,275
Total	$	55,737	$	50,050

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CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (USD $) In Thousands, except Share data, unless otherwise specified	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Common Stock in Treasury	Total
Balance at Dec. 31, 2011	$ 3,491	$ 903,399	$ 2,656,214	$ 408,428	$ (2,228)	$ 3,969,304
Balance, shares at Dec. 31, 2011	349,059
Comprehensive loss:
Net loss			(380,396)			(380,396)
Other comprehensive loss				(86,497)		(86,497)
Total comprehensive loss						(466,893)
Stock-based compensation		10,855				10,855
Exercise of stock options, shares	207
Exercise of stock options	2	2,696				2,698
Issuance of restricted stock, shares	8
Cancellation of restricted stock, shares	(59)
Cancellation of restricted stock	(1)	1
Treasury stock - non-qualified plan					(87)	(87)
Balance at Jun. 30, 2012	$ 3,492	$ 916,951	$ 2,275,818	$ 321,931	$ (2,315)	$ 3,515,877
Balance, shares at Jun. 30, 2012	349,215

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) In Thousands, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2012		Jun. 30, 2011		Jun. 30, 2012		Jun. 30, 2011
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$ (488,100)		$ 167,454		$ (380,396)		$ 304,063
Change in derivatives:
Reclassification to earnings	(117,944)	[1]	(32,756)	[1]	(215,886)	[1]	(64,414)	[1]
Ineffectiveness	1,620	[2]	(1,209)	[2]	(1,537)	[2]	(1,267)	[2]
Change in fair value of derivative instruments	(36,481)	[3]	82,584	[3]	130,453	[3]	89,308	[3]
Total change in derivatives	(152,805)		48,619		(86,970)		23,627
Change value of pension and other postretirement liabilities:
Amortization of prior service cost included in net periodic pension cost	254	[4]	196	[4]	508	[4]	393	[4]
Change in currency translation adjustment	(516)		126		(35)		388
Comprehensive income (loss)	$ (641,167)		$ 216,395		$ (466,893)		$ 328,471

[1] Net of ($76.7), ($20.9), ($140.4) and ($41.2) million in taxes for the three months ended June 30, 2012 and 2011, and the six months ended June 30, 2012 and 2011, respectively.Net of $ 1.1, ($0.8), ($1.0) and ($0.8) million in taxes for the three months ended June 30, 2012 and 2011, and the six months ended June 30, 2012 and 2011, respectively.

[2] Net of $ 1.1, ($0.8), ($1.0) and ($0.8) million in taxes for the three months ended June 30, 2012 and 2011, and the six months ended June 30, 2012 and 2011, respectively.

[3] Net of ($23.7), $ 52.8, $ 84.8 and $ 57.1 million in taxes for the three months ended June 30, 2012 and 2011, and the six months ended June 30, 2012 and 2011, respectively.

[4] Net of $ 0.1, $ 0.1, $ 0.3 and $ 0.2 million in taxes for the three months ended June 30, 2012 and 2011, and the six months ended June 30, 2012 and 2011, respectively.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2012

Commitments and Contingencies [Abstract]

Commitments and Contingencies

(10) COMMITMENTS AND CONTINGENCIES

Commitments

In the first quarter of 2010, the Company was awarded exclusive licenses by the Province of New Brunswick in Canada to conduct an exploration program covering approximately 2.5 million acres in the province. The licenses require the Company to make certain capital investments in New Brunswick of approximately $47.0 million Canadian dollars (“CAD”) in the aggregate over a three year period. In order to obtain the licenses, the Company provided promissory notes payable on demand to the Minister of Finance of the Province of New Brunswick with an aggregate principal amount of CAD $44.5 million. The promissory notes secure the Company's capital expenditure obligations under the licenses and are returnable to the Company to the extent the Company performs such obligations. If the Company fails to fully perform, the Minister of Finance may retain a portion of the applicable promissory notes in an amount equal to any deficiency. The Company commenced its Canada exploration program in 2010 and no liability has been recognized in connection with the promissory notes due to the Company’s investments in New Brunswick as of June 30, 2012 and its future investment plans.

On March 23, 2012, SES entered into a precedent agreement with Constitution Pipeline Co. LLC for a proposed 121-mile pipeline connecting to the Iroquois Gas Transmission and Tennessee Gas Pipeline systems in Schoharie County, New York. Subject to the receipt of regulatory approvals and satisfaction of other conditions, SES has agreed to enter a fifteen year firm transportation agreement with a total capacity of 150 MMcf per day.The project is expected to be in-service by the second quarter of 2015.

SES and SEPCO have entered into a number of short and long term firm transportation service and gathering agreements in support of our growing Marcellus Shale operations in Pennsylvania. As of June 30, 2012, SES and SEPCO’s aggregate obligations under gathering agreements and firm transportation agreements (including precedent agreements assuming completion of the pipeline projects) for the Marcellus Shale operations totaled approximately $1.2 billion and the Company has guarantee obligations of up to $100.0million of that amount.

Environmental Risk

The Company is subject to laws and regulations relating to the protection of the environment. Environmental and

cleanup related costs of a non-capital nature are accrued when it is both probable that a liability has been incurred and when the amount can be reasonably estimated. Management believes any future remediation or other compliance related costs will not have a material effect on the financial position or reported results of operations of the Company.

Litigation

In February 2009, SEPCO was added as a defendant in a Third Amended Petition in the matter of Tovah Energy, LLC and Toby Berry-Helfand v. David Michael Grimes, et, al.  In the Sixth Amended Petition, filed in July 2010, in the 273rd District Court in Shelby County, Texas (collectively, the “Sixth Petition”), plaintiff alleged that, in 2005, they provided SEPCO with proprietary data regarding two prospects in the James Lime formation pursuant to a confidentiality agreement and that SEPCO refused to return the proprietary data to the plaintiff, subsequently acquired leases based upon such proprietary data and profited therefrom.  Among other things, the plaintiff’s allegations in the Sixth Petition included various statutory and common law claims, including, but not limited to claims of misappropriation of trade secrets, violation of the Texas Theft Liability Act, breach of fiduciary duty and confidential relationships, various fraud based claims and breach of contract, including a claim of breach of a purported right of first refusal on all interests acquired by SEPCO between February 15, 2005 and February 15, 2006.  In the Sixth Petition, plaintiff sought actual damages of over $55.0 million as well as other remedies, including special damages and punitive damages of four times the amount of actual damages established at trial.

Immediately before the commencement of the trial in November 2010, plaintiff was permitted, over SEPCO’s objections, to file a Seventh Amended Petition claiming actual damages of $46.0 million and also seeking the equitable remedy of disgorgement of all profits for the misappropriation of trade secrets and the breach of fiduciary duty claims. In December 2010, the jury found in favor of the plaintiff with respect to all of the statutory and common law claims and awarded $11.4 million in compensatory damages. The jury did not, however, award the plaintiff any special, punitive or other damages. In addition, the jury separately determined that SEPCO’s profits for purposes of disgorgement were $381.5 million. This profit determination does not constitute a judgment or an award. The plaintiff’s entitlement to disgorgement of profits as an equitable remedy will be determined by the judge and it is within the judge’s discretion to award none, some or all the amount of profit to the plaintiff.  On December 31, 2010, the plaintiff filed a motion to enter the judgment based on the jury’s verdict.  On February 11, 2011, SEPCO filed a motion for a judgment notwithstanding the verdict and a motion to disregard certain findings.  On March 11, 2011, the plaintiff filed an amended motion for judgment and intervenor filed its motion for judgment seeking not only the monetary damages and the profits determined by the jury but also seeking, as a new remedy, a constructive trust for profits from 143 wells as well as future drilling and sales of properties in the prospect areas.  A hearing on the post-verdict motions was held on March 14, 2011.  At the suggestion of the judge, all parties voluntarily agreed to participate in non-binding mediation efforts.  The mediation occurred on April 6, 2011 and was unsuccessful. On June 6, 2011, SEPCO received by mail a letter dated June 2, 2011 from the judge, in which he made certain rulings with respect to the post-verdict motions and responses filed by the parties. In his rulings, the judge denied SEPCO’s motion for judgment, judgment notwithstanding the verdict and to disregard certain findings. Plaintiff’s and intervenor’s claim for a constructive trust was denied but the judge ruled that plaintiff and intervenor shall recover from SEPCO $11.4 million and a reasonable attorney’s fee of 40% of the total damages awarded and are entitled to recover on their claim for disgorgement.  The judge instructed that SEPCO calculate the profit on the designated wells for each respective period.  SEPCO performed the calculation and provided it to the judge in June 2011.  On July 5, 2011, plaintiff and intervenor filed a letter with the court raising objections to the accounting provided by SEPCO, to which SEPCO filed a response on July 11, 2011.  On July 12, 2011, the judge sent a letter to the parties in which he ruled that after reviewing the parties’ respective position letters, he was awarding $23.9 million in disgorgement damages in favor of the plaintiff and intervenor.  In the July 12, 2011 letter, the judge instructed the plaintiff and intervenor to prepare a judgment for his approval prior to July 21, 2011 consistent with his findings in his June 2, 2011 letter and the disgorgement award.  On August 24, 2011, a judgment was entered pursuant to which plaintiff and intervenor are entitled to recover approximately $11.4 million in actual damages and approximately $23.9 million in disgorgement as well as prejudgment interest and attorneys' fees which currently are estimated to be up to $8.9 million and all costs of court of the plaintiff and intervenor.On September 23, 2011, SEPCO filed a motion for a new trial and on November 18, 2011 filed a notice of appeal.On November 30, 2011, the court approved SEPCO’s supersedeas bond in the amount of $14.1 million, which stays execution on the judgment pending appeal.The bond covers the $11.4 million judgment for actual damages, plus $1.3 million in pre-judgment interest, $1.3 million in post-judgment interest (estimating two years for the duration of appeal), and court costs.On April 17, 2012, SEPCO filed an unopposed motion for the appellate court’s permission to extend the deadline for filing its appeal to May 23, 2012.

On June 22, 2012, SEPCO filed its appellate brief and, on June 25, 2012, plaintiff and intervenor filed a cross-appellate brief seeking limited remand to reassess the disgorgement determination.On July 18, 2012, SEPCO filed a motion to extend the deadline for filing its response to plaintiff’s brief to August 22, 2012, which was approved on the same date.Following the approval of a similar motion, the filing deadline for plaintiff’s response to SEPCO’s brief was extended to August 24, 2012.Assuming no further extensions of the filing deadlines or any other delays, oral arguments are expected to occur in the Fall of 2012.  Based on the Company's understanding and judgment of the facts and merits of this case, including appellate defenses, and after considering the advice of counsel, the Company has determined that, although reasonably possible after exhaustion of all appeals, an adverse final outcome to this lawsuit is not probable.  As such, the Company has not accrued any amounts with respect to this lawsuit.  If the plaintiff and intervenor were to ultimately prevail in the appellate process, the Company currently estimates, based on the judgments to date, that SEPCO’s potential liability would be up to $44.2 million, including interest and attorney’s fees.  The Company’s assessment may change in the future due to occurrence of certain events, such as denied appeals, and such re-assessment could lead to the determination that the potential liability is probable and could be material to the Company's results of operations, financial position or cash flows.

On February 20, 2012, the Company became aware that SEPCO was named as a defendant in the matter of Gery Muncey v. Southwestern Energy Production Company, et al filed in the District Court of San Augustine County in Texas on January 31, 2012.The plaintiff in this case is also the intervenor in the Tovah Energy matter described above and alleges various claims including fraud, misappropriation and breach of fiduciary duty that are purported as independent of the claims alleged in the Tovah Energy matter but arise from the substantially same circumstances involved in the Tovah Energy matter.The plaintiff is seeking value for various royalty and override ownership interests in wells drilled, disgorgement of profits and punitive damages.The Company has not accrued any amounts with respect to this lawsuit and cannot reasonably estimate the amount of any potential liability based on the Company’s understanding and judgment of the facts and merits of this case. SEPCO’s motion for summary judgment was granted on July 9, 2012.SEPCO will file a motion for entry of final judgment, which will include a motion for recovery of attorney’s fees.Once the final judgment is signed, Plaintiff will have 30 days in which to file an appeal to the Tyler Court of Appeals, or file a motion for rehearing/reconsideration.

In March 2010, the Company’s subsidiary, SEECO, Inc., was served with a subpoena from a federal grand jury in Little Rock, Arkansas.  Based on the documents requested under the subpoena and subsequent discussions described below, the Company believes the grand jury is investigating matters involving approximately 27 horizontal wells operated by SEECO in Arkansas, including whether appropriate leases or permits were obtained therefore and whether royalties and other production attributable to federal lands have been properly accounted for and paid.  The Company believes it has fully complied with all requests related to the federal subpoena and delivered its affidavit to that effect. The Company and representatives of the Bureau of Land Management and the U.S. Attorney have had discussions since the production of the documents pursuant to the subpoena.  In January 2011, the Company voluntarily produced additional materials informally requested by the government arising from these discussions.  Although, to the Company’s knowledge, no proceeding in this matter has been initiated against SEECO, the Company cannot predict whether or when one might be initiated. The Company intends to fully comply with any further requests and to cooperate with any related investigation. No assurance can be made as to the time or resources that will need to be devoted to this inquiry or the impact of the final outcome of the discussions or any related proceeding.

We are subject to various litigation, claims and proceedings that have arisen in the ordinary course of business. Management believes, individually or in aggregate, such litigation, claims and proceedings will not have a material adverse impact on our financial position, results of operations or cash flows but these matters are subject to inherent uncertainties and management’s view may change in the future. If an unfavorable final outcome were to occur, there exists the possibility of a material impact on our financial position, results of operations or cash flows for the period in which the effect becomes reasonably estimable. We accrue for such items when a liability is both probable and the amount can be reasonably estimated.

XML

Document and Entity Information	3 Months Ended
	Jun. 30, 2012	Jul. 31, 2012
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Entity Registrant Name	Southwestern Energy Co
Entity Central Index Key	0000007332
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		349,110,361

XML

Supplemental Disclosures of Cash Flow Information

6 Months Ended

Jun. 30, 2012

Supplemental Disclosures of Cash Flow Information [Abstract]

Supplemental Disclosures of Cash Flow Information

(11) SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Supplemental disclosures of cash flow information:

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Cash paid during the year for interest	$	3,368	$	6,991	$	29,820	$	31,848
Cash paid during the year for income taxes		–		1,000		68		17,000
Noncash property additions		3,220		58,741		20,789		62,870

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012		Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 41,499		$ 15,627
Restricted cash	144,384
Accounts receivable	272,750		341,915
Inventories	34,529		46,234
Hedging asset	443,461		514,465
Other	66,890		60,037
Total current assets	1,003,513		978,278
Property and Equipment:
Natural gas and oil properties, using the full cost method, including $1,035.6 million in 2012 and $942.9 million in 2011 excluded from amortization	10,428,993		9,544,708
Gathering systems	1,055,614		980,647
Other	568,775		535,464
Less: Accumulated depreciation, depletion and amortization	(5,763,882)		(4,415,339)
Total property and equipment, net	6,289,500		6,645,480
Other Assets	210,950		279,139
TOTAL ASSETS	7,503,963	[1]	7,902,897
Current liabilities:
Accounts payable	484,146		514,071
Taxes payable	61,453		40,691
Interest payable	34,435		20,565
Advances from partners	116,077		84,082
Current deferred income taxes	167,888		194,163
Other	21,950		31,341
Total current liabilities	885,949		884,913
Long-term debt	1,668,811		1,342,100
Other Liabilities:
Deferred income taxes	1,321,980		1,586,798
Pension and other postretirement liabilities	16,716		20,338
Other long-term liabilities	94,630		99,444
Total long term liabilities	3,102,137		3,048,680
Equity:
Common stock, $0.01 par value; authorized 1,250,000,000 shares; issued 349,214,796 shares in 2012 and 349,058,501 in 2011	3,492		3,491
Additional paid-in capital	916,951		903,399
Retained earnings	2,275,818		2,656,214
Accumulated other comprehensive income	321,931		408,428
Common stock in treasury, 101,659 shares in 2012 and 98,889 in 2011	(2,315)		(2,228)
Total equity	3,515,877		3,969,304
TOTAL LIABILITIES AND EQUITY	$ 7,503,963		$ 7,902,897

[1] Capital investments include an increase of $0.2 million and a reduction of $56.4 million for the three-month periods ended June 30, 2012 and 2011, respectively, and increases of $15.5 million and $57.9 million for the six-month periods ended June 30, 2012 and 2011, respectively, relating to the change in accrued expenditures between periods.

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Natural Gas and Oil Properties

6 Months Ended

Jun. 30, 2012

Natural Gas And Oil Properties [Abstract]

Natural Gas and Oil Properties

(5) NATURAL GAS AND OIL PROPERTIES

The Company utilizes the full cost method of accounting for costs related to the exploration, development and acquisition of natural gas and oil reserves. Under this method, all such costs (productive and nonproductive), including salaries, benefits and other internal costs directly attributable to these activities are capitalized on a country by country basis and amortized over the estimated lives of the properties using the units-of-production method. These capitalized costs, less accumulated amortization and related deferred income taxes, are subject to a ceiling test that limits such pooled costs to the aggregate of the present value of future net revenues attributable to proved natural gas and oil reserves, net of taxes, discounted at 10 percent plus the lower of cost or market value of unproved properties. Any costs in excess of the ceiling are written off as a non-cash expense. The expense may not be reversed in future periods, even though higher natural gas and oil prices may subsequently increase the ceiling. Full cost companies must use the average quoted price from the first day of each month from the previous 12 months, including the impact of derivatives qualifying as cash flow hedges, to calculate the ceiling value of their reserves.

Using the average quoted price from the first day of each month from the previous 12 months for Henry Hub natural gas of $3.15 per MMBtu and $92.17 per barrel for West Texas Intermediate oil, adjusted for market differentials, the Company’s net book value of its United States natural gas and oil properties exceeded the ceiling by approximately $578.9 million (net of tax) at June 30, 2012 and resulted in a non-cash ceiling test impairment.Cash flow hedges of natural gas production in place increased the ceiling by $354.8 million at June 30, 2012. Decreases in average quoted prices from June 30, 2012 levels as well as changes in production rates, levels of reserves, capitalized costs, the evaluation of costs excluded from amortization, future development costs, service costs and taxes could result in future ceiling test impairments.

All of the Company’s costs directly associated with the acquisition and evaluation of properties in New Brunswick, Canada relating to its exploration program at June 30, 2012 were unproved and did not exceed the ceiling amount.If the exploration program in Canada is unsuccessful on all or a portion of these properties, a ceiling test impairment may result in the future.

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Inventory

6 Months Ended

Jun. 30, 2012

Inventory [Abstract]

Inventory

(4) INVENTORY

Inventory recorded in current assets includes $5.4 million at June 30, 2012 and $7.8 million at December 31, 2011, for natural gas in underground storage owned by the Company’s E&P segment, and $29.2 million at June 30, 2012 and $38.4 million at December 31, 2011, for tubular and other equipment used in the E&P segment.

Other Assets include $15.6 million at June 30, 2012 and $19.5 million December 31, 2011, respectively, for inventory held by the Midstream Services segment consisting primarily of pipe that will be used to construct gathering systems for the Fayetteville Shale play.

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Condensed Consolidating Financial Information

6 Months Ended

Jun. 30, 2012

Condensed Consolidating Financial Information [Abstract]

Condensed Consolidating Financial Information

(16) CONDENSED CONSOLIDATING FINANCIAL INFORMATION

The Company is providing condensed consolidating financial information for SEECO, SEPCO and SES, its subsidiaries that are currently guarantors of the Company’s registered public debt, and for its other subsidiaries that are not guarantors of such debt. These wholly owned subsidiary guarantors have jointly and severally, fully and unconditionally guaranteed the Company’s 7.35% Senior Notes and 7.125% Senior Notes. The subsidiary guarantees (i) rank equally in right of payment with all of the existing and future senior debt of the subsidiary guarantors; (ii) rank senior to all of the existing and future subordinated debt of the subsidiary guarantors; (iii) are effectively subordinated to any future secured obligations of the subsidiary guarantors to the extent of the value of the assets securing such obligations; and (iv) are structurally subordinated to all debt and other obligations of the subsidiaries of the guarantors.

The Company has not presented separate financial and narrative information for each of the subsidiary guarantors because it believes that such financial and narrative information would not provide any additional information that would be material in evaluating the sufficiency of the guarantees. The following condensed consolidating financial information summarizes the results of operations, financial position and cash flows for the Company’s guarantor and non-guarantor subsidiaries.

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Three months ended June 30, 2012:
Operating revenues	$	–	$	557,474	$	115,596	$	(73,342)	$	599,728
Operating costs and expenses:
Gas purchases – midstream services		–		127,757		–		(143)		127,614
Operating expenses		–		101,816		27,203		(72,405)		56,614
General and administrative expenses		–		39,041		6,685		(794)		44,932
Depreciation, depletion and amortization		–		196,245		11,585		–		207,830
Impairment of natural gas and oil properties		–		935,899		–		–		935,899
Taxes, other than income taxes		–		11,648		2,832		–		14,480
Total operating costs and expenses		–		1,412,406		48,305		(73,342)		1,387,369
Operating income (loss)		–		(854,932)		67,291		–		(787,641)
Other income (loss), net		–		(65)		2,642		–		2,577
Equity in earnings of subsidiaries		(488,100)		–		–		488,100		–
Interest expense		–		4,505		3,856		–		8,361
Income (loss) before income taxes		(488,100)		(859,502)		66,077		488,100		(793,425)
Provision for income taxes		–		(330,499)		25,174		–		(305,325)
Net income (loss)		(488,100)		(529,003)		40,903		488,100		(488,100)
Other comprehensive income (loss)		254		(152,805)		(516)		–		(153,067)
Comprehensive income (loss)	$	(487,846)	$	(681,808)	$	40,387	$	488,100	$	(641,167)
Three months ended June 30, 2011:
Operating revenues	$	–	$	728,430	$	100,108	$	(63,372)	$	765,166
Operating costs and expenses:
Gas purchases – midstream services		–		200,420		–		(368)		200,052
Operating expenses		–		88,477		28,793		(62,216)		55,054
General and administrative expenses		–		35,298		5,728		(788)		40,238
Depreciation, depletion and amortization		–		161,699		9,921		–		171,620
Taxes, other than income taxes		–		13,568		2,092		–		15,660
Total operating costs and expenses		–		499,462		46,534		(63,372)		482,624
Operating income		–		228,968		53,574		–		282,542
Other income, net		–		16		53		–		69
Equity in earnings of subsidiaries		167,454		–		–		(167,454)		–
Interest expense		–		1,748		4,422		–		6,170
Income (loss) before income taxes		167,454		227,236		49,205		(167,454)		276,441
Provision for income taxes		–		89,651		19,336		–		108,987
Net income (loss)		167,454		137,585		29,869		(167,454)		167,454
Other comprehensive income		196		48,619		126		–		48,941
Comprehensive income (loss)	$	167,650	$	186,204	$	29,995	$	(167,454)	$	216,395

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Six months ended June 30, 2012:
Operating revenues	$	–	$	1,171,919	$	228,721	$	(144,443)	$	1,256,197
Operating costs and expenses:
Gas purchases – midstream services		–		274,660		–		(370)		274,290
Operating expenses		–		204,872		55,184		(142,484)		117,572
General and administrative expenses		–		80,749		14,598		(1,589)		93,758
Depreciation, depletion and amortization		–		379,082		22,375		–		401,457
Impairment of natural gas and oil properties		–		935,899		–		–		935,899
Taxes, other than income taxes		–		28,646		6,256		–		34,902
Total operating costs and expenses		–		1,903,908		98,413		(144,443)		1,857,878
Operating income (loss)		–		(731,989)		130,308		–		(601,681)
Other income (loss), net		–		(239)		2,616		–		2,377
Equity in earnings of subsidiaries		(380,396)		–		–		380,396		–
Interest expense		–		8,260		7,439		–		15,699
Income (loss) before income taxes		(380,396)		(740,488)		125,485		380,396		(615,003)
Provision for income taxes		–		(283,607)		49,000		–		(234,607)
Net income (loss)		(380,396)		(456,881)		76,485		380,396		(380,396)
Other comprehensive income (loss)		508		(86,970)		(35)		–		(86,497)
Comprehensive income (loss)	$	(379,888)	$	(543,851)	$	76,450	$	380,396	$	(466,893)
Six months ended June 30, 2011:
Operating revenues	$	–	$	1,370,273	$	193,766	$	(122,538)	$	1,441,501
Operating costs and expenses:
Gas purchases – midstream services		–		371,002		–		(720)		370,282
Operating expenses		–		175,329		56,777		(120,254)		111,852
General and administrative expenses		–		67,342		11,577		(1,564)		77,355
Depreciation, depletion and amortization		–		316,100		18,967		–		335,067
Taxes, other than income taxes		–		27,475		4,277		–		31,752
Total operating costs and expenses		–		957,248		91,598		(122,538)		926,308
Operating income		–		413,025		102,168		–		515,193
Other income, net		–		361		82		–		443
Equity in earnings of subsidiaries		304,063		–		–		(304,063)		–
Interest expense		–		5,393		8,213		–		13,606
Income (loss) before income taxes		304,063		407,993		94,037		(304,063)		502,030
Provision for income taxes		–		161,013		36,954		–		197,967
Net income (loss)		304,063		246,980		57,083		(304,063)		304,063
Other comprehensive income		393		23,627		388		–		24,408
Comprehensive income (loss)	$	304,456	$	270,607	$	57,471	$	(304,063)	$	328,471

CONDENSED CONSOLIDATING BALANCE SHEETS
(Unaudited)
	Parent		Guarantors		Non- Guarantors		Eliminations		Consolidated
	(in thousands)
June 30, 2012:
ASSETS
Cash and cash equivalents	$	36,888	$	4,209	$	402	$	–	$	41,499
Restricted cash		144,384		–		–		–		144,384
Accounts receivable		2,322		246,742		23,686		–		272,750
Inventories		–		33,562		967		–		34,529
Other current assets		6,040		499,095		5,216		–		510,351
Total current assets		189,634		783,608		30,271		–		1,003,513
Intercompany receivables		2,114,806		40		24,265		(2,139,111)		–
Property and equipment		203,486		10,625,280		1,224,616		–		12,053,382
Less: Accumulated depreciation, depletion and amortization		(67,749)		(5,535,735)		(160,398)		–		(5,763,882)
		135,737		5,089,545		1,064,218		–		6,289,500
Investments in subsidiaries (equity method)		2,794,486		–		–		(2,794,486)		–
Other assets		35,537		157,864		17,549		–		210,950
Total assets	$	5,270,200	$	6,031,057	$	1,136,303	$	(4,933,597)	$	7,503,963
LIABILITIES AND EQUITY
Accounts payable	$	109,858	$	423,901	$	46,275	$	–	$	580,034
Other current liabilities		9,816		293,916		2,183		–		305,915
Total current liabilities		119,674		717,817		48,458		–		885,949
Intercompany payables		10,498		1,832,910		295,703		(2,139,111)		–
Long-term debt		1,668,811		–		–		–		1,668,811
Deferred income taxes		(96,715)		1,128,431		290,264		–		1,321,980
Other liabilities		52,055		53,112		6,179		–		111,346
Total liabilities		1,754,323		3,732,270		640,604		(2,139,111)		3,988,086
Commitments and contingencies
Total equity		3,515,877		2,298,787		495,699		(2,794,486)		3,515,877
Total liabilities and equity	$	5,270,200	$	6,031,057	$	1,136,303	$	(4,933,597)	$	7,503,963

CONDENSED CONSOLIDATING BALANCE SHEETS
(Unaudited)
	Parent		Guarantors		Non- Guarantors		Eliminations		Consolidated
	(in thousands)
December 31, 2011:
ASSETS
Cash and cash equivalents	$	14,711	$	–	$	916	$	–	$	15,627
Accounts receivable		2,914		309,038		29,963		–		341,915
Inventories		–		45,260		974		–		46,234
Other current assets		6,087		563,635		4,780		–		574,502
Total current assets		23,712		917,933		36,633		–		978,278
Intercompany receivables		2,053,132		53		23,517		(2,076,702)		–
Property and equipment		180,300		9,731,944		1,148,575		–		11,060,819
Less: Accumulated depreciation, depletion and amortization		(57,254)		(4,220,205)		(137,880)		–		(4,415,339)
		123,046		5,511,739		1,010,695		–		6,645,480
Investments in subsidiaries (equity method)		3,256,195		–		–		(3,256,195)		–
Other assets		28,641		227,152		23,346		–		279,139
Total assets	$	5,484,726	$	6,656,877	$	1,094,191	$	(5,332,897)	$	7,902,897
LIABILITIES AND EQUITY
Accounts payable	$	206,541	$	332,710	$	37,276	$	–	$	576,527
Other current liabilities		4,712		301,170		2,504		–		308,386
Total current liabilities		211,253		633,880		39,780		–		884,913
Intercompany payables		–		1,628,750		447,952		(2,076,702)		–
Long-term debt		1,342,100		–		–		–		1,342,100
Deferred income taxes		(97,045)		1,442,576		241,267		–		1,586,798
Other liabilities		59,114		54,826		5,842		–		119,782
Total liabilities		1,515,422		3,760,032		734,841		(2,076,702)		3,933,593
Commitments and contingencies
Total equity		3,969,304		2,896,845		359,350		(3,256,195)		3,969,304
Total liabilities and equity	$	5,484,726	$	6,656,877	$	1,094,191	$	(5,332,897)	$	7,902,897

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
(Unaudited)
	Parent		Guarantors		Non-Guarantors		Eliminations		Consolidated
	(in thousands)
Sixmonths ended June 30, 2012:
Net cash provided by (used in) operating activities	$	(51,093)	$	624,945	$	263,538	$	–	$	837,390
Investing activities:
Capital investments		(18,079)		(1,032,169)		(90,413)		–		(1,140,661)
Proceeds from sale of property and equipment		–		168,391		5,946		–		174,337
Transfers to restricted cash		(167,750)		–		–		–		(167,750)
Transfers from restricted cash		23,366		–		–		–		23,366
Other		10,584		(10,809)		9,120		–		8,895
Net cash used in investing activities		(151,879)		(874,587)		(75,347)		–		(1,101,813)
Financing activities:
Intercompany activities		(65,161)		253,851		(188,690)		–		–
Payments on short-term debt		(600)		–		–		–		(600)
Payments on revolving long-term debt		(1,273,700)		–		–		–		(1,273,700)
Borrowing under revolving long-term debt		602,200		–		–		–		602,200
Borrowing under long-term debt		998,780		–		–		–		998,780
Other Items		(36,370)		–		–		–		(36,370)
Net cash provided by (used in) financing activities		225,149		253,851		(188,690)		–		290,310
Effect of exchange rate changes on cash		–		–		(15)		–		(15)
Increase (decrease) in cash and cash equivalents		22,177		4,209		(514)		–		25,872
Cash and cash equivalents at beginning of year		14,711		–		916		–		15,627
Cash and cash equivalents at end of period	$	36,888	$	4,209	$	402	$	–	$	41,499
Six months ended June 30, 2011:
Net cash provided by (used in) operating activities	$	(29,781)	$	763,933	$	122,778	$	–	$	856,930
Investing activities:
Capital investments		(35,347)		(889,700)		(99,611)		–		(1,024,658)
Proceeds from sale of property and equipment		–		120,892		241		–		121,133
Transfers to restricted cash		(85,002)		–		–		–		(85,002)
Other		7,244		(11,339)		7,974		–		3,879
Net cash used in investing activities		(113,105)		(780,147)		(91,396)		–		(984,648)
Financing activities:								–
Intercompany activities		22,870		8,583		(31,453)		–		–
Payments on current portion of long-term debt		(600)		–		–		–		(600)
Payments on revolving long-term debt		(1,717,600)		–		–		–		(1,717,600)
Borrowings under revolving long-term debt		1,840,600		–		–		–		1,840,600
Other items		2,415		–		–		–		2,415
Net cash provided by (used in) financing activities		147,685		8,583		(31,453)		–		124,815
Effect of exchange rate changes on cash		–		–		127		–		127
Increase (decrease) in cash and cash equivalents		4,799		(7,631)		56		–		(2,776)
Cash and cash equivalents at beginning of year		8,381		7,631		43		–		16,055
Cash and cash equivalents at end of period	$	13,180	$	–	$	99	$	–	$	13,279

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Pension Plan And Other Postretirement Benefits

6 Months Ended

Jun. 30, 2012

Pension Plan And Other Postretirement Benefits [Abstract]

Pension Plan and Other Postretirement Benefits

(12) PENSION PLAN AND OTHER POSTRETIREMENT BENEFITS

The Company has defined pension and postretirement benefit plans which cover substantially all of the Company’s employees. Net periodic pension and other postretirement benefit costs include the following components for the three- and six-month periods ended June 30, 2012 and 2011:

	Pension Benefits
	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Service cost	$	2,735	$	2,331	$	5,471	$	4,662
Interest cost		1,012		918		2,025		1,835
Expected return on plan assets		(1,356)		(1,100)		(2,713)		(2,199)
Amortization of prior service cost		72		86		143		172
Amortization of net loss		305		214		610		428
Net periodic benefit cost	$	2,768	$	2,449	$	5,536	$	4,898
	Postretirement Benefits
	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Service cost	$	458	$	339	$	916	$	677
Interest cost		99		63		199		126
Amortization of transition obligation		16		16		32		32
Amortization of prior service cost		4		3		7		7
Amortization of net loss		23		3		46		6
Net periodic benefit cost	$	600	$	424	$	1,200	$	848

The Company currently expects to contribute $10.0 million to its pension plans and $0.1 million to its postretirement benefit plan in 2012. As of June 30, 2012, the Company has contributed $9.5 million to the pension plans and less than $0.1 million to the postretirement benefit plan.

The Company maintains a non-qualified deferred compensation supplemental retirement savings plan (“Non-Qualified Plan”) for certain key employees who may elect to defer and contribute a portion of their compensation, as permitted by the plan. Shares of the Company’s common stock purchased under the terms of the Non-Qualified Plan are presented as treasury stock and totaled 101,659 shares at June 30, 2012 compared to 98,889 shares at December 31, 2011.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2012

Fair Value Measurements [Abstract]

Fair Value Measurements

(8) FAIR VALUE MEASUREMENTS

The carrying amounts and estimated fair values of the Company’s financial instruments as of June 30, 2012 and December 31, 2011 were as follows:

	June 30,				December 31,
	2012				2011
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
	(in thousands)
Cash and cash equivalents	$	41,499	$	41,499	$	15,627	$	15,627
Restricted cash	$	144,384	$	144,384	$	–	$	–
Unsecured revolving credit facility	$	–	$	–	$	671,500	$	671,500
Senior notes	$	1,670,011	$	1,852,847	$	671,800	$	773,578
Derivative instruments	$	564,707	$	564,707	$	704,830	$	704,830

The carrying values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, other current assets and current liabilities on the condensed consolidated balance sheets approximate fair value because of their short-term nature. For debt and derivative instruments, the following methods and assumptions were used to estimate fair value:

Debt: The fair values of the Company’s senior notes were based on the market for the Company’s publicly-traded debt as determined based on yield of the Company’s 7.5% Senior Notes due 2018, which was 3.5% at June 30, 2012 and 4.6% at December 31, 2011, and its 4.10% Senior Notes due 2022, which was 3.9% at June 30, 2012. As such, the Company considers the fair value of its senior notes to be a Level 1 measurement on the fair value hierarchy.The carrying value of the borrowings under the Company’s unsecured revolving credit facility at December 31, 2011 approximate fair value.

Derivative Instruments: The fair value of all derivative instruments is the amount at which the instrument could be exchanged currently between willing parties. The amounts are based on quoted market prices, best estimates obtained from counterparties and an option pricing model, when necessary, for price option contracts.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. As presented in the tables below, this hierarchy consists of three broad levels:

Level 1 valuations - Consist of unadjusted quoted prices in active markets for identical assets and liabilities and have the highest priority.

Level 2 valuations - Consist of quoted market information for the calculation of fair market value.

Level 3 valuations - Consist of internal estimates and have the lowest priority.

Pursuant to GAAP, the Company has classified its derivatives into these levels depending upon the data utilized to determine their fair values. The Company’s Level 2 fair value measurements include fixed-price and floating-price swaps and are estimated using internal discounted cash flow calculations using the NYMEX futures index. The Company’s Level 3 fair value measurements include costless-collars and basis swaps. The Company’s costless-collars are valued using the Black-Scholes model, an industry standard option valuation model, and takes into account inputs such as contract terms, including maturity, and market parameters, including assumptions of the NYMEX futures index, interest rates, volatility and credit worthiness. The Company’s basis swaps are estimated using internal discounted cash flow calculations based upon forward commodity price curves.

The accounting group, reporting to the Chief Accounting Officer, is responsible for determining the Company’s Level 3 fair value measurements.  Inputs to the Black-Scholes model, including the volatility input, which is the significant unobservable input for Level 3 fair value measurements, are obtained from a third-party pricing source, with

independent verification of most significant inputs on a monthly basis. An increase (decrease) in volatility would result in an increase (decrease) in fair value measurement, respectively.

Assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands):

	June 30, 2012
	Fair Value Measurements Using:
	Quoted Prices		Significant
	in Active		Other		Significant
	Markets		Observable Inputs		Unobservable Inputs		Assets (Liabilities)
	(Level 1)		(Level 2)		(Level 3)		at Fair Value
Derivative assets	$	–	$	465,571	$	106,391	$	571,962
Derivative liabilities		–		(7,086)		(169)		(7,255)
Total	$	–	$	458,485	$	106,222	$	564,707
	December 31, 2011
	Fair Value Measurements Using:
	Quoted Prices		Significant
	in Active		Other		Significant
	Markets		Observable Inputs		Unobservable Inputs		Assets (Liabilities)
	(Level 1)		(Level 2)		(Level 3)		at Fair Value
Derivative assets	$	–	$	534,560	$	182,783	$	717,343
Derivative liabilities		–		(11,849)		(664)		(12,513)
Total	$	–	$	522,711	$	182,119	$	704,830

The table below presents reconciliations for the change in net fair value of derivative assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three- and six-month periods ended June 30, 2012. The fair values of Level 3 derivative instruments are estimated using proprietary valuation models that utilize both market observable and unobservable parameters. Level 3 instruments presented in the table consist of net derivatives valued using pricing models incorporating assumptions that, in the Company’s judgment, reflect the assumptions a marketplace participant would have used at June 30, 2012.

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Balance at beginning of period	$	184,543	$	85,580	$	182,119	$	97,677
Total gains or losses (realized/unrealized):
Included in earnings		65,274		11,682		123,736		27,592
Included in other comprehensive income		(77,731)		3,996		(77,441)		(11,310)
Purchases, issuances, and settlements:
Purchases		–		–		–		–
Issuances		–		–		–		–
Settlements		(65,864)		(11,863)		(122,192)		(24,706)
Transfers into/out of Level 3		–		–		–		142
Balance at end of period	$	106,222	$	89,395	$	106,222	$	89,395
Change in unrealized gains included in earnings relating to derivatives still held as of June 30	$	(590)	$	(181)	$	1,544	$	2,886

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Earnings Per Share

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Earnings Per Share

(6) EARNINGS PER SHARE

The following table presents the computation of earnings per share for the three- and six-month periods ended June 30, 2012 and 2011:

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
Net income (loss) (in thousands)	$	(488,100)	$	167,454	$	(380,396)	$	304,063
Number of common shares:
Weighted average outstanding		348,162,723		347,132,830		348,081,399		346,984,194
Issued upon assumed exercise of outstanding stock options		–		2,583,711		–		2,643,537
Effect of issuance of nonvested restricted common stock		–		254,278		–		212,313
Weighted average and potential dilutive outstanding(1)		348,162,723		349,970,819		348,081,399		349,840,044
Earnings (loss) per share:
Basic	$	(1.40)	$	0.48	$	(1.09)	$	0.88
Diluted	$	(1.40)	$	0.48	$	(1.09)	$	0.87

(1) Due to the net loss for the three months ended June 30, 2012, options for 1,723,316 shares and 156,047 shares of restricted stock were antidilutive and excluded from the calculation.Options for 749,910 shares and 3,421 shares of restricted stock were excluded from the calculation for the three months ended June 30, 2011 because they would have had an antidilutive effect. Due to the net loss for the six months ended June 30, 2012, options for 1,783,073 shares and 121,078 shares of restricted stock were antidilutive and excluded from the calculation.Options for 813,878 shares and 3,041 shares of restricted stock were excluded from the calculation for the six months ended June 30, 2011 because they would have had an antidilutive effect.

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Derivatives and Risk Management

6 Months Ended

Jun. 30, 2012

Derivatives And Risk Management [Abstract]

Derivatives and Risk Management

(7) DERIVATIVES AND RISK MANAGEMENT

The Company is exposed to volatility in market prices and basis differentials for natural gas and crude oil which impacts the predictability of its cash flows related to the sale of natural gas and oil. These risks are managed by the Company’s use of certain derivative financial instruments.At June 30, 2012 and December 31, 2011, the Company’s derivative financial instruments consisted of price swaps, costless-collars and basis swaps. A description of the Company’s derivative financial instruments is provided below:

Fixed price swapsThe Company receives a fixed price for the contract and pays a floating market price to the counterparty.

Floating price swapsThe Company receives a floating market price from the counterparty and pays a fixed price.

Costless-collarsArrangements that contain a fixed floor price (put) and a fixed ceiling price (call). If the market price exceeds the call strike price or falls below the put strike price, the Company receives the fixed price and pays the market price. If the market price is between the call and the put strike price, no payments are due from either party.

Basis swapsArrangements that guarantee a price differential for natural gas from a specified delivery point. The Company 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.

GAAP requires that all derivatives be recognized in the balance sheet as either an asset or liability and be measured at fair value. Under GAAP, certain criteria must be satisfied in order for derivative financial instruments to be classified and accounted for as either a cash flow or a fair value hedge. Accounting for qualifying hedges requires a derivative’s gains and losses to be recorded either in earnings or as a component of other comprehensive income. Gains and losses on derivatives that are not elected for hedge accounting treatment or that do not meet hedge accounting requirements are recorded in earnings.

The Company utilizes counterparties for its derivative instruments that it believes are credit-worthy at the time the transactions are entered into and the Company closely monitors the credit ratings of these counterparties. Additionally, the Company performs both quantitative and qualitative assessments of these counterparties based on their credit ratings and credit default swap rates where applicable. However, the events in the financial markets in recent years demonstrate there can be no assurance that a counterparty will be able to meet its obligations to the Company.

The balance sheet classification of the assets related to derivative financial instruments are summarized below at June 30, 2012 and December 31, 2011:

	Derivative Assets
	June 30, 2012			December 31, 2011
	Balance Sheet Classification	Fair Value		Balance Sheet Classification	Fair Value
	(in thousands)
Derivatives designated as hedging instruments:
Fixed and floating price swaps	Hedging asset	$	338,499	Hedging asset	$	333,479
Costless-collars	Hedging asset		101,975	Hedging asset		179,080
Fixed and floating price swaps	Other assets		127,072	Other assets		201,081
Total derivatives designated as hedging instruments		$	567,546		$	713,640
Derivatives not designated as hedging instruments:
Basis swaps	Hedging asset	$	2,987	Hedging asset	$	1,906
Basis swaps	Other assets		1,429	Other assets		1,797
Total derivatives not designated as hedging instruments		$	4,416		$	3,703
Total derivative assets		$	571,962		$	717,343
	Derivative Liabilities
	June 30, 2012			December 31, 2011
	Balance Sheet Classification	Fair Value		Balance Sheet Classification	Fair Value
	(in thousands)
Derivatives designated as hedging instruments:
Fixed and floating price swaps	Other current liabilities	$	7,086	Other current liabilities	$	11,849
Costless-collars	Other current liabilities		5	Other current liabilities		209
Total derivatives designated as hedging instruments		$	7,091		$	12,058
Derivatives not designated as hedging instruments:
Basis swaps	Other current liabilities	$	104	Other current liabilities	$	400
Basis swaps	Other long-term liabilities		60	Other long-term liabilities		55
Total derivatives not designated as hedging instruments		$	164		$	455
Total derivative liabilities		$	7,255		$	12,513

Cash Flow Hedges

The reporting of gains and losses on cash flow derivative hedging instruments depends on whether the gains or losses are effective at offsetting changes in the cash flows of the hedged item. The effective portion of the gains and losses on the derivative hedging instruments are recorded in other comprehensive income until recognized in earnings during the period that the hedged transaction takes place. The ineffective portion of the gains and losses from the derivative hedging instrument is recognized in earnings immediately.

As of June 30, 2012, the Company had cash flow hedges on the following volumes of natural gas production (in Bcf):

Year	Fixed price swaps	Costless-collars
2012	93.2	40.5
2013	185.4	–

As of June 30, 2012, the Company recorded a net gain in accumulated other comprehensive income related to its hedging activities of $337.9 million. This amount is net of a deferred income tax liability recorded as of June 30, 2012 of $219.7 million. The amount recorded in accumulated other comprehensive income will be relieved over time and recognized in the statement of operations as the physical transactions being hedged occur. Assuming the market prices of natural gas futures as of June 30, 2012 remain unchanged, the Company would expect to transfer an aggregate after-tax net gain of $261.3 million from accumulated other comprehensive income to earnings during the next 12 months. Gains or losses from derivative instruments designated as cash flow hedges are reflected as adjustments to gas sales in the unaudited condensed consolidated statements of operations. Volatility in earnings and other comprehensive income may occur in the future as a result of the Company’s derivative activities.

The following tables summarize the before tax effect of all cash flow hedges on the unaudited condensed consolidated financial statements for the three- and six-month periods ended June 30, 2012 and 2011:

		Gain (Loss) Recognized in Other Comprehensive Income
		(Effective Portion)
		For the three months ended				For the six months ended
		June 30,				June 30,
Derivative Instrument		2012		2011		2012		2011
		(in thousands)
Fixed price swaps		$	(47,829)	$	120,510	$	171,128	$	129,579
Costless-collars		$	(12,370)	$	14,875	$	44,141	$	16,829
	Classification of Gain	Gain Reclassified from Accumulated Other Comprehensive
	Reclassified from	Income into Earnings
	Accumulated Other	(Effective Portion)
	Comprehensive Income	For the three months ended				For the six months ended
	into Earnings	June 30,				June 30,
Derivative Instrument	(Effective Portion)	2012		2011		2012		2011
		(in thousands)
Fixed price swaps	Gas Sales	$	128,894	$	41,736	$	235,205	$	78,537
Costless-collars	Gas Sales	$	65,732	$	11,962	$	121,042	$	27,060
		Gain (Loss) Recognized in Earnings
		(Ineffective Portion)
	Classification of Gain (Loss)		For the three months ended			For the six months ended
	Recognized in Earnings	June 30,				June 30,
Derivative Instrument	(Ineffective Portion)	2012		2011		2012		2011
			(in thousands)
Fixed price swaps	Gas Sales	$	(2,303)	$	3,066	$	1,996	$	999
Costless-collars	Gas Sales	$	(371)	$	(1,083)	$	540	$	1,078

Fair Value Hedges

For fair value hedges, the gain or loss on the derivative instrument as well as the offsetting gain or loss on the hedged item are recognized in earnings immediately.As of June 30, 2012 and December 31, 2011, the Company had no material fair value hedges.

Other Derivative Contracts

Although the Company’s basis swaps meet the objective of managing commodity price exposure, these trades are typically not entered into concurrent with the Company’s derivative instruments that qualify as cash flow hedges and therefore do not generally qualify for hedge accounting. Basis swap derivative instruments that do not qualify as cash flow hedges are recorded on the balance sheet at their fair values under hedging assets, other assets and hedging liabilities, as applicable, and all realized and unrealized gains and losses related to these contracts are recognized immediately in the unaudited condensed consolidated statements of operations as a component of gas sales.

As of June 30, 2012, the Company had basis swaps on natural gas production that did not qualify for hedge accounting treatment of 19.0 Bcf, 30.1 Bcf and 9.1 Bcf in 2012, 2013 and 2014, respectively.

The following table summarizes the before tax effect of basis swaps that did not qualify for hedge accounting on the unaudited condensed consolidated statements of operations for the three- and six-month periods ended June 30, 2012 and 2011:

		Unrealized Gain (Loss)
		Recognized in Earnings
	Income Statement	For the three months ended				For the six months ended
	Classification	June 30,				June 30,
Derivative Instrument	of Unrealized Gain (Loss)	2012		2011		2012		2011
		(in thousands)
Basis swaps	Gas Sales	$	(218)	$	902	$	1,005	$	1,808
		Realized Gain (Loss)
		Recognized in Earnings
	Income Statement	For the three months ended				For the six months ended
	Classification	June 30,				June 30,
Derivative Instrument	of Realized Gain (Loss)	2012		2011		2012		2011
		(in thousands)
Basis swaps	Gas Sales	$	131	$	(99)	$	1,149	$	(2,355)

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Debt

6 Months Ended

Jun. 30, 2012

Debt [Abstract]

Debt

(9) DEBT

The components of debt as of June 30, 2012 and December 31, 2011 consisted of the following:

	June 30,		December 31,
	2012		2011
	(in thousands)
Short-term debt:
7.15% Senior Notes due 2018	$	1,200	$	1,200
Total short-term debt		1,200		1,200
Long-term debt:
Variable rate (2.200%and 2.276% at June 30, 2012 and December 31, 2011, respectively) unsecured revolving credit facility, expires February 2016		–		671,500
7.5% Senior Notes due 2018		600,000		600,000
7.35% Senior Notes due 2017		15,000		15,000
7.125% Senior Notes due 2017		25,000		25,000
7.15% Senior Notes due 2018		30,000		30,600
4.10% Senior Notes due 2022		1,000,000		–
Unamortized discount		(1,189)		–
Total long-term debt		1,668,811		1,342,100
Total debt	$	1,670,011	$	1,343,300

Issuance of Senior Notes and Subsidiary Guarantees

The indentures governing the Company’s senior notes contain covenants that, among other things, restrict the ability of the Company and/or its subsidiaries’ ability to incur liens, to engage in sale and leaseback transactions and to merge, consolidate or sell assets.All of the Company’s senior notes are currently guaranteed by its subsidiaries, SEECO, Inc. (“SEECO”), Southwestern Energy Production Company (“SEPCO”) and Southwestern Energy Services Company (“SES”).If no default or event of default has occurred and is continuing, these guarantees will be released (i) automatically upon any sale, exchange or transfer of all of the Company’s equity interests in the guarantor; (ii) automatically upon the liquidation and dissolution of a guarantor; (iii) following delivery of notice to the trustee of the release of the guarantor of its obligations under the Company’s credit facility; and (iv) upon legal or covenant defeasance or other satisfaction of the obligations under the notes.

Please refer to Note 16, “Condensed Consolidating Financial Information” in this Form 10-Q for additional information.

In March 2012, the Company issued $1.0 billion of 4.10% Senior Notes due 2022 in a private placement. The 4.10% Senior Notes are redeemable at the Company’s election, in whole or in part, at any time prior to December 15, 2021, at a redemption price equal to the greater of: (1) 100% of the principal amount of the notes to be redeemed then outstanding; and (2) the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed (not including any portion of such payments of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) as determined in accordance with the Indenture, plus 35 basis points, plus, in either of such cases, accrued and unpaid interest to the date of redemption on the notes to be redeemed. In addition, if the Company undergoes a “change of control,” as defined in the indenture, holders of the 4.10% Senior Notes will have the option to require the Company to purchase all or any portion of the notes at a purchase price equal to 101% of the principal amount of the notes to be purchased plus any accrued and unpaid interest to, but excluding, the change of control date. Payment obligations with respect to the 4.10% Senior Notes are currently guaranteed by the Company’s subsidiaries, SEECO, SEPCO and SES, which guarantees may be unconditionally released in certain circumstances. The Company has agreed to cause to become effective a registration statement with respect to an offer to exchange the 4.10% Senior Notes and related guarantees for freely tradeable notes with identical terms and related guarantees on or prior to the 270^th calendar day after issuance and to cause a shelf registration statement to become effective for resales.The Company will be

obligated to pay additional interest if the exchange offer is not completed or the shelf registration statement, if required, is not effective, on or before the 330^th day after issuance.The indentures governing the 4.10% Senior Notes and the Company’s other senior notes contain covenants that, among other things, restrict the ability of the Company and/or its subsidiaries to incur liens, to engage in sale and leaseback transactions and to merge, consolidate or sell assets.

Credit Facility

In February 2011, the Company amended and restated its unsecured revolving credit facility, increasing the borrowing capacity to $1.5 billion and extending the maturity date to February 2016 (“Credit Facility”).The amount available under the Credit Facility may be increased to $2.0 billion at any time upon the Company’s agreement with its existing or additional lenders. The interest rate on the amended credit facility is calculated based upon our debt rating and is currently 200 basis points over the current London Interbank Offered Rate (LIBOR) and was 200 basis points over LIBOR at June 30, 2012. The Credit Facility is guaranteed by the Company’s subsidiary, SEECO.The Credit Facility requires additional subsidiary guarantors if certain guaranty coverage levels are not satisfied.The revolving credit facility contains covenants which impose certain restrictions on the Company. Under the credit agreement, the Company may not issue total debt in excess of 60% of its total adjusted capital and must maintain a ratio of earnings before interest, taxes, depreciation and amortization (EBITDA) to interest expense of 3.5 or above. The terms of the Credit Facility also include covenants that restrict the ability of the Company and its material subsidiaries to merge, consolidate or sell all or substantially all of their assets, restrict the ability of the Company and its subsidiaries to incur liens and restrict the ability of the Company’s subsidiaries to incur indebtedness.As of June 30, 2012, the Company was in compliance with the covenants of its debt agreements.While the Company believes all of the lenders under the Credit Facility have the ability to provide funds, it cannot predict whether each will be able to meet its obligation under the facility.

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Divestiture (Details) (USD $) In Millions, unless otherwise specified	1 Months Ended
	May 31, 2012	May 31, 2011 MMcf	Dec. 31, 2011
Divestiture [Abstract]
Proceeds from sale of oil and gas property and equipment	$ 168.0	$ 118.1
Divested assets, Production in MMcfe per day	24.0
Divested assets, Proved net reserves in Bcfe			143.0
Divested assets, Haynesville and Middle Bossier Shales, Net acres		9,717
Net production per day of acreage sold in MMcf		7.0
Divested assets, net proved reserves in Bcf		37.1

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Supplemental Disclosures of Cash Flow Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Supplemental Disclosures of Cash Flow Information [Abstract]
Cash paid during the year for interest	$ 3,368	$ 6,991	$ 29,820	$ 31,848
Cash paid during the year for income taxes		1,000	68	17,000
Noncash property additions	$ 3,220	$ 58,741	$ 20,789	$ 62,870

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Segment Information

6 Months Ended

Jun. 30, 2012

Segment Information [Abstract]

Segment Information

(14) SEGMENT INFORMATION

The Company’s reportable business segments have been identified based on the differences in products or services provided. Revenues for the E&P segment are derived from the production and sale of natural gas and crude oil. The Midstream Services segment generates revenue through the marketing of both Company and third-party produced natural gas volumes and through gathering fees associated with the transportation of natural gas to market.

Summarized financial information for the Company’s reportable segments is shown in the following table. The accounting policies of the segments are the same as those described in Note 1 of the Notes to Consolidated Financial Statements included in Item 8 of the 2011 Annual Report on Form 10-K. Management evaluates the performance of its segments based on operating income, defined as operating revenues less operating costs and expenses. Income before income taxes, for the purpose of reconciling the operating income amount shown below to consolidated income before income taxes, is the sum of operating income, interest expense and interest and other income (loss). The “Other” column includes items not related to the Company’s reportable segments including real estate and corporate items.

	Exploration
	and		Midstream
	Production		Services		Other			Total
	(in thousands)
Three months ended June 30, 2012:
Revenues from external customers	$	430,687	$	169,004	$	37		$	599,728
Intersegment revenues		(1,448)		319,391		816			318,759
Operating income (loss)(1)		(859,872)		71,821		410			(787,641)
Other income (loss), net		(64)		(5)		2,646			2,577
Depreciation, depletion and amortization expense		196,201		11,309		320			207,830
Impairment of natural gas and oil properties		935,899		–		–			935,899
Interest expense(2)		4,430		3,578		353			8,361
Provision for income taxes(2)		(331,772)		25,414		1,033			(305,325)
Assets		5,985,450		1,114,364		404,149	(3)		7,503,963
Capital investments(4)		531,845		47,719		9,069			588,633
Three months ended June 30, 2011:
Revenues from external customers	$	526,969	$	238,197	$	–		$	765,166
Intersegment revenues		2,899		522,412		793			526,104
Operating income(1)		222,539		59,644		359			282,542
Other income, net		6		52		11			69
Depreciation, depletion and amortization expense		161,929		9,365		326			171,620
Interest expense(2)		799		5,371		–			6,170
Provision for income taxes(2)		87,492		21,349		146			108,987
Assets		5,366,199		1,095,685		280,217	(3)		6,742,101
Capital investments(4)		476,040		59,862		20,072			555,974

	Exploration
	and		Midstream
	Production		Services		Other			Total
	(in thousands)
Six months ended June 30, 2012:
Revenues from external customers	$	896,952	$	359,177	$	68		$	1,256,197
Intersegment revenues		(735)		675,672		1,635			676,572
Operating income (loss)(1)		(743,629)		141,110		838			(601,681)
Other income (loss), net		(247)		(23)		2,647			2,377
Depreciation, depletion and amortization expense		378,940		21,879		638			401,457
Impairment of natural gas and oil properties		935,899		–		–			935,899
Interest expense(2)		7,752		7,245		702			15,699
Provision for income taxes(2)		(286,934)		51,262		1,065			(234,607)
Assets		5,985,450		1,114,364		404,149	(3)		7,503,963
Capital investments(4)		1,064,984		73,883		22,878			1,161,745
Six months ended June 30, 2011:
Revenues from external customers	$	997,625	$	443,876	$	–		$	1,441,501
Intersegment revenues		8,413		996,001		1,569			1,005,983
Operating income(1)		400,822		113,561		810			515,193
Other income, net		349		81		13			443
Depreciation, depletion and amortization expense		316,739		17,756		572			335,067
Interest expense(2)		3,703		9,903		–			13,606
Provision for income taxes(2)		156,874		40,769		324			197,967
Assets		5,366,199		1,095,685		280,217	(3)		6,742,101
Capital investments(4)		944,252		105,840		36,411			1,086,503

(1)The operating loss for the E&P segment for the three and six- months ended June 30, 2012 includes a $935.9 million non-cash ceiling test impairment of our natural gas and oil properties.

(2)Interest income, interest expense and the provision for income taxes by segment are allocated as they are incurred at the corporate level.

(3)Other assets represent corporate assets not allocated to segments and assets, including restricted cash and investments in cash equivalents, for non-reportable segments.

(4)Capital investments include an increase of $0.2 million and a reduction of $56.4 million for the three-month periods ended June 30, 2012 and 2011, respectively, and increases of $15.5 million and $57.9 million for the six-month periods ended June 30, 2012 and 2011, respectively, relating to the change in accrued expenditures between periods.

Included in intersegment revenues of the Midstream Services segment are $245.5 million and $456.7 million for the three months ended June 30, 2012 and 2011, respectively, and $531.6 million and $867.9 million for the six months ended June 30, 2012 and 2011, respectively, for marketing of the Company’s E&P sales. Corporate assets include cash and cash equivalents, restricted cash, furniture and fixtures, prepaid debt and other costs. Corporate general and administrative costs, depreciation expense and taxes other than income are allocated to the segments. For the three months ended June 30, 2012 and 2011, capital investments within the E&P segment include $2.3 million and $5.4 million, respectively, related to the Company’s activities in Canada. For the six months ended June 30, 2012 and 2011, capital investments within the E&P segment include $4.7 million and $7.8 million, respectively, related to the Company’s activities in Canada. At June 30, 2012, assets include $33.2 million and at June 30, 2011, assets include $18.4 million related to the Company’s activities in Canada.

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Derivatives and Risk Management (Tables)

6 Months Ended

Jun. 30, 2012

Derivatives And Risk Management [Abstract]

Balance Sheet Classification of Derivative Financial Instruments

	Derivative Assets
	June 30, 2012			December 31, 2011
	Balance Sheet Classification	Fair Value		Balance Sheet Classification	Fair Value
	(in thousands)
Derivatives designated as hedging instruments:
Fixed and floating price swaps	Hedging asset	$	338,499	Hedging asset	$	333,479
Costless-collars	Hedging asset		101,975	Hedging asset		179,080
Fixed and floating price swaps	Other assets		127,072	Other assets		201,081
Total derivatives designated as hedging instruments		$	567,546		$	713,640
Derivatives not designated as hedging instruments:
Basis swaps	Hedging asset	$	2,987	Hedging asset	$	1,906
Basis swaps	Other assets		1,429	Other assets		1,797
Total derivatives not designated as hedging instruments		$	4,416		$	3,703
Total derivative assets		$	571,962		$	717,343
	Derivative Liabilities
	June 30, 2012			December 31, 2011
	Balance Sheet Classification	Fair Value		Balance Sheet Classification	Fair Value
	(in thousands)
Derivatives designated as hedging instruments:
Fixed and floating price swaps	Other current liabilities	$	7,086	Other current liabilities	$	11,849
Costless-collars	Other current liabilities		5	Other current liabilities		209
Total derivatives designated as hedging instruments		$	7,091		$	12,058
Derivatives not designated as hedging instruments:
Basis swaps	Other current liabilities	$	104	Other current liabilities	$	400
Basis swaps	Other long-term liabilities		60	Other long-term liabilities		55
Total derivatives not designated as hedging instruments		$	164		$	455
Total derivative liabilities		$	7,255		$	12,513

Cash Flow Hedges, Volumes of Natural Gas Production (in Bcf)

Year	Fixed price swaps	Costless-collars
2012	93.2	40.5
2013	185.4	–

Before Tax Effect of Cash Flow Hedges on Consolidated Financial Statements

		Gain (Loss) Recognized in Other Comprehensive Income
		(Effective Portion)
		For the three months ended				For the six months ended
		June 30,				June 30,
Derivative Instrument		2012		2011		2012		2011
		(in thousands)
Fixed price swaps		$	(47,829)	$	120,510	$	171,128	$	129,579
Costless-collars		$	(12,370)	$	14,875	$	44,141	$	16,829
	Classification of Gain	Gain Reclassified from Accumulated Other Comprehensive
	Reclassified from	Income into Earnings
	Accumulated Other	(Effective Portion)
	Comprehensive Income	For the three months ended				For the six months ended
	into Earnings	June 30,				June 30,
Derivative Instrument	(Effective Portion)	2012		2011		2012		2011
		(in thousands)
Fixed price swaps	Gas Sales	$	128,894	$	41,736	$	235,205	$	78,537
Costless-collars	Gas Sales	$	65,732	$	11,962	$	121,042	$	27,060
		Gain (Loss) Recognized in Earnings
		(Ineffective Portion)
	Classification of Gain (Loss)		For the three months ended			For the six months ended
	Recognized in Earnings	June 30,				June 30,
Derivative Instrument	(Ineffective Portion)	2012		2011		2012		2011
			(in thousands)
Fixed price swaps	Gas Sales	$	(2,303)	$	3,066	$	1,996	$	999
Costless-collars	Gas Sales	$	(371)	$	(1,083)	$	540	$	1,078

Before Tax Effect of Basis Swaps Not Qualifying for Hedge Accounting

		Unrealized Gain (Loss)
		Recognized in Earnings
	Income Statement	For the three months ended				For the six months ended
	Classification	June 30,				June 30,
Derivative Instrument	of Unrealized Gain (Loss)	2012		2011		2012		2011
		(in thousands)
Basis swaps	Gas Sales	$	(218)	$	902	$	1,005	$	1,808
		Realized Gain (Loss)
		Recognized in Earnings
	Income Statement	For the three months ended				For the six months ended
	Classification	June 30,				June 30,
Derivative Instrument	of Realized Gain (Loss)	2012		2011		2012		2011
		(in thousands)
Basis swaps	Gas Sales	$	131	$	(99)	$	1,149	$	(2,355)

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Debt (Components Of Debt) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 Variable Rate 2.276% [Member]	Jun. 30, 2012 7.5% Senior Notes due 2018 [Member]	Dec. 31, 2011 7.5% Senior Notes due 2018 [Member]	Jun. 30, 2012 7.35% Senior Notes due 2017 [Member]	Dec. 31, 2011 7.35% Senior Notes due 2017 [Member]	Jun. 30, 2012 7.125% Senior Notes due 2017 [Member]	Dec. 31, 2011 7.125% Senior Notes due 2017 [Member]	Jun. 30, 2012 7.15% Senior Notes due 2018 [Member]	Dec. 31, 2011 7.15% Senior Notes due 2018 [Member]	Jun. 30, 2012 4.10% Senior Notes Due 2022 [Member]	Mar. 31, 2012 4.10% Senior Notes Due 2022 [Member]
Total short-term debt	$ 1,200	$ 1,200								$ 1,200	$ 1,200
Variable rate (2.200% and 2.276% at June 30, 2012 and December 31, 2011, respectively) unsecured revolving credit facility, expires February 2016		671,500
Unamortized discount	(1,189)
Total long-term debt	1,668,811	1,342,100		600,000	600,000	15,000	15,000	25,000	25,000	30,000	30,600	1,000,000	1,000,000
Total debt	$ 1,670,011	$ 1,343,300
Debt instrument, interest rate, stated percentage			2.276%	7.50%		7.35%		7.125%		7.15%		4.10%

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Derivatives and Risk Management (Cash Flow Hedges on Volumes of Natural Gas Production) (Details)	Jun. 30, 2012
Year 2012 [Member] | Fixed Price Swaps [Member]
Volume of Natural Gas Production (in Bcf), Cash Flow Hedges	93.2
Year 2012 [Member] | Costless Collar [Member]
Volume of Natural Gas Production (in Bcf), Cash Flow Hedges	40.5
Year 2013 [Member] | Fixed Price Swaps [Member]
Volume of Natural Gas Production (in Bcf), Cash Flow Hedges	185.4
Year 2013 [Member] | Costless Collar [Member]
Volume of Natural Gas Production (in Bcf), Cash Flow Hedges

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
CONDENSED CONSOLIDATED BALANCE SHEETS
Natural gas and oil properties, using the full cost method, costs excluded from amortization	$ 1,035.6	$ 942.9
Common Stock, Par Value	$ 0.01	$ 0.01
Common Stock, Authorized, Shares	1,250,000,000	1,250,000,000
Common Stock, Issued, Shares	349,214,796	349,058,501
Common Stock in Treasury, Shares	101,659	98,889

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Prepaid Expenses

6 Months Ended

Jun. 30, 2012

Prepaid Expenses [Abstract]

Prepaid Expenses

(3) PREPAID EXPENSES

The components of prepaid expenses included in other current assets as of June 30, 2012 and December 31, 2011 consisted of the following:

	June 30,		December 31,
	2012		2011
		(in thousands)
Prepaid drilling costs	$	53,442	$	42,775
Prepaid insurance		2,295		7,275
Total	$	55,737	$	50,050

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Condensed Consolidating Financial Information (Condensed Consolidating Balance Sheets) (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012		Dec. 31, 2011	Jun. 30, 2011		Dec. 31, 2010
Cash and cash equivalents	$ 41,499		$ 15,627	$ 13,279		$ 16,055
Restricted cash	144,384
Accounts receivable	272,750		341,915
Inventories	34,529		46,234
Other current assets	510,351		574,502
Total current assets	1,003,513		978,278
Property and equipment	12,053,382		11,060,819
Less: Accumulated depreciation, depletion and amortization	(5,763,882)		(4,415,339)
Total property and equipment, net	6,289,500		6,645,480
Other assets	210,950		279,139
TOTAL ASSETS	7,503,963	[1]	7,902,897	6,742,101	[1]
Accounts and notes payable	580,034		576,527
Other current liabilities	305,915		308,386
Total current liabilities	885,949		884,913
Long-term debt	1,668,811		1,342,100
Deferred income taxes	1,321,980		1,586,798
Other liabilities	111,346		119,782
Total liabilities	3,988,086		3,933,593
Total Equity	3,515,877		3,969,304
TOTAL LIABILITIES AND EQUITY	7,503,963		7,902,897
Parent [Member]
Cash and cash equivalents	36,888		14,711	13,180		8,381
Restricted cash	144,384
Accounts receivable	2,322		2,914
Other current assets	6,040		6,087
Total current assets	189,634		23,712
Intercompany receivables	2,114,806		2,053,132
Property and equipment	203,486		180,300
Less: Accumulated depreciation, depletion and amortization	(67,749)		(57,254)
Total property and equipment, net	135,737		123,046
Investments in subsidiaries (equity method)	2,794,486		3,256,195
Other assets	35,537		28,641
TOTAL ASSETS	5,270,200		5,484,726
Accounts and notes payable	109,858		206,541
Other current liabilities	9,816		4,712
Total current liabilities	119,674		211,253
Intercompany payables	10,498
Long-term debt	1,668,811		1,342,100
Deferred income taxes	(96,715)		(97,045)
Other liabilities	52,055		59,114
Total liabilities	1,754,323		1,515,422
Total Equity	3,515,877		3,969,304
TOTAL LIABILITIES AND EQUITY	5,270,200		5,484,726
Guarantors [Member]
Cash and cash equivalents	4,209					7,631
Restricted cash
Accounts receivable	246,742		309,038
Inventories	33,562		45,260
Other current assets	499,095		563,635
Total current assets	783,608		917,933
Intercompany receivables	40		53
Property and equipment	10,625,280		9,731,944
Less: Accumulated depreciation, depletion and amortization	(5,535,735)		(4,220,205)
Total property and equipment, net	5,089,545		5,511,739
Other assets	157,864		227,152
TOTAL ASSETS	6,031,057		6,656,877
Accounts and notes payable	423,901		332,710
Other current liabilities	293,916		301,170
Total current liabilities	717,817		633,880
Intercompany payables	1,832,910		1,628,750
Deferred income taxes	1,128,431		1,442,576
Other liabilities	53,112		54,826
Total liabilities	3,732,270		3,760,032
Total Equity	2,298,787		2,896,845
TOTAL LIABILITIES AND EQUITY	6,031,057		6,656,877
Non-Guarantors [Member]
Cash and cash equivalents	402		916	99		43
Restricted cash
Accounts receivable	23,686		29,963
Inventories	967		974
Other current assets	5,216		4,780
Total current assets	30,271		36,633
Intercompany receivables	24,265		23,517
Property and equipment	1,224,616		1,148,575
Less: Accumulated depreciation, depletion and amortization	(160,398)		(137,880)
Total property and equipment, net	1,064,218		1,010,695
Other assets	17,549		23,346
TOTAL ASSETS	1,136,303		1,094,191
Accounts and notes payable	46,275		37,276
Other current liabilities	2,183		2,504
Total current liabilities	48,458		39,780
Intercompany payables	295,703		447,952
Deferred income taxes	290,264		241,267
Other liabilities	6,179		5,842
Total liabilities	640,604		734,841
Total Equity	495,699		359,350
TOTAL LIABILITIES AND EQUITY	1,136,303		1,094,191
Eliminations [Member]
Restricted cash
Intercompany receivables	(2,139,111)		(2,076,702)
Investments in subsidiaries (equity method)	(2,794,486)		(3,256,195)
TOTAL ASSETS	(4,933,597)		(5,332,897)
Intercompany payables	(2,139,111)		(2,076,702)
Total liabilities	(2,139,111)		(2,076,702)
Total Equity	(2,794,486)		(3,256,195)
TOTAL LIABILITIES AND EQUITY	$ (4,933,597)		$ (5,332,897)

[1] Capital investments include an increase of $0.2 million and a reduction of $56.4 million for the three-month periods ended June 30, 2012 and 2011, respectively, and increases of $15.5 million and $57.9 million for the six-month periods ended June 30, 2012 and 2011, respectively, relating to the change in accrued expenditures between periods.

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2012

Fair Value Measurements [Abstract]

Carrying Amount and Estimated Fair Values of Financial Instruments

	June 30,				December 31,
	2012				2011
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
	(in thousands)
Cash and cash equivalents	$	41,499	$	41,499	$	15,627	$	15,627
Restricted cash	$	144,384	$	144,384	$	–	$	–
Unsecured revolving credit facility	$	–	$	–	$	671,500	$	671,500
Senior notes	$	1,670,011	$	1,852,847	$	671,800	$	773,578
Derivative instruments	$	564,707	$	564,707	$	704,830	$	704,830

Summary Assets and Liabilities Measured at Fair Value on Recurring Basis

	June 30, 2012
	Fair Value Measurements Using:
	Quoted Prices		Significant
	in Active		Other		Significant
	Markets		Observable Inputs		Unobservable Inputs		Assets (Liabilities)
	(Level 1)		(Level 2)		(Level 3)		at Fair Value
Derivative assets	$	–	$	465,571	$	106,391	$	571,962
Derivative liabilities		–		(7,086)		(169)		(7,255)
Total	$	–	$	458,485	$	106,222	$	564,707
	December 31, 2011
	Fair Value Measurements Using:
	Quoted Prices		Significant
	in Active		Other		Significant
	Markets		Observable Inputs		Unobservable Inputs		Assets (Liabilities)
	(Level 1)		(Level 2)		(Level 3)		at Fair Value
Derivative assets	$	–	$	534,560	$	182,783	$	717,343
Derivative liabilities		–		(11,849)		(664)		(12,513)
Total	$	–	$	522,711	$	182,119	$	704,830

Assets Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3), Reconciliation

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Balance at beginning of period	$	184,543	$	85,580	$	182,119	$	97,677
Total gains or losses (realized/unrealized):
Included in earnings		65,274		11,682		123,736		27,592
Included in other comprehensive income		(77,731)		3,996		(77,441)		(11,310)
Purchases, issuances, and settlements:
Purchases		–		–		–		–
Issuances		–		–		–		–
Settlements		(65,864)		(11,863)		(122,192)		(24,706)
Transfers into/out of Level 3		–		–		–		142
Balance at end of period	$	106,222	$	89,395	$	106,222	$	89,395
Change in unrealized gains included in earnings relating to derivatives still held as of June 30	$	(590)	$	(181)	$	1,544	$	2,886

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Earnings Per Share (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Net income (loss)	$ (488,100)	$ 167,454	$ (380,396)	$ 304,063
Number of common shares, Weighted average outstanding	348,162,723	347,132,830	348,081,399	346,984,194
Number of common shares, Weighted average and potential dilutive outstanding	348,162,723	349,970,819	348,081,399	349,840,044
Basic	$ (1.40)	$ 0.48	$ (1.09)	$ 0.88
Diluted	$ (1.40)	$ 0.48	$ (1.09)	$ 0.87
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,723,316	749,910	1,783,073	813,878
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	156,047	3,421	121,078	3,041

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2012

Stock-Based Compensation [Abstract]

Stock-Based Compensation

(13) STOCK-BASED COMPENSATION

The Company recognized the following amounts in employee stock-based compensation costs for the three and six months ended June 30, 2012 and 2011:

	For the three months ended				For the six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(in thousands)
Stock-based compensation cost – expensed	$	2,705	$	2,236	$	5,549	$	4,686
Stock-based compensation cost – capitalized	$	2,442	$	1,905	$	5,306	$	3,815

As of June 30, 2012, there was $41.3 million of total unrecognized compensation cost related to the Company’s unvested stock option and restricted stock grants. This cost is expected to be recognized over a weighted-average period of 2.6 years.

The following table summarizes stock option activity for the first six months of 2012 and provides information for options outstanding as of June 30, 2012:

		Weighted
		Average
	Number	Exercise
	of Options	Price
Outstanding at December 31, 2011	4,741,732	$	21.24
Granted	17,450		29.31
Exercised	(207,023)		13.76
Forfeited or expired	(61,852)		37.64
Outstanding at June 30, 2012	4,490,307	$	21.39
Exercisable at June 30, 2012	3,319,207	$	15.94

The following table summarizes restricted stock activity for the six months ended June 30, 2012 and provides information for unvested shares as of June 30, 2012:

		Weighted
		Average
	Number	Grant Date
	of Shares	Fair Value
Unvested shares at December 31, 2011	1,019,737	$	36.71
Granted	10,874		29.78
Vested	(31,421)		39.90
Forfeited	(58,280)		37.12
Unvested shares at June 30, 2012	940,910	$	36.50