EXHIBIT 24.1

                                POWER OF ATTORNEY
                                -----------------

         We,  the  undersigned  officers  and  directors  of  Chesapeake  Energy
Corporation  (hereinafter,  the "Company") hereby severally constitute Aubrey K.
McClendon,  Tom L. Ward and Marcus C. Rowland, and each of them, severally,  our
true and  lawful  attorneys  in fact with full power to them and each of them to
sign for us, and in our names as officers or directors, or both, of the Company,
one or more  Registration  Statements  on Form S-8, and any  amendments  thereto
(including post-effective amendments),  for the purpose of registering under the
Securities Act of 1933 (i) shares of the Company's Common Stock,  $.01 par value
per share, to be acquired pursuant to the Chesapeake Energy Corporation  Savings
and Incentive Stock Bonus Plan (the "Plan") and (ii) interests in the Plan, each
as it may be amended from time to time, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and to perform each and
every  act and  thing  requisite  and  necessary  to be done  in and  about  the
premises,  as  fully  to all  intents  and  purposes  as he might or could do in
person,  hereby  ratifying and  confirming all that said  attorneys-in-fact  and
agents, or any of them, may lawfully do or cause to be done by virtue hereof.

DATED this 17th day of August, 2004


/S/ MICHAEL A. JOHNSON
--------------------------------
Michael A. Johnson, Senior
Vice President - Accounting
 (Principal Accounting Officer)


/S/ FRANK KEATING
--------------------------------
Frank Keating, Director


/S/ CHARLES T. MAXWELL
--------------------------------
Charles T. Maxwell, Director