8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 8, 2008

CHESAPEAKE ENERGY CORPORATION

(Exact name of Registrant as specified in its Charter)

Oklahoma	1-13726	73-1395733
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

6100 North Western Avenue, Oklahoma City, Oklahoma	73118
(Address of principal executive offices)	(Zip Code)

(405) 848-8000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

*Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

*Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

*Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

*Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 5 – Corporate Governance and Management

Item 5.03 Amendments to Articles of Incorporation.

Effective July 11, 2008, Chesapeake Energy Corporation (the "Company") filed a Certificate of Elimination with the Oklahoma Secretary of State retiring 10 shares of its 4.125% Cumulative Convertible Preferred Stock, par value $0.01 per share.  Such shares of 4.125% Preferred Stock were acquired by the Company as the result of a conversion of the 4.125% Preferred Stock into 601 shares of common stock, par value $0.01, by a holder.   The Certificate of Elimination is attached hereto as Exhibit 3.1.

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

On July 8, 2008, the Company issued a press release announcing the offering of 25 million shares of Common Stock.  The press release is attached hereto as Exhibit 99.1.

On July 9, 2008, the Company issued a press release announcing the pricing of such offering of 25 million shares of Common Stock.  The press release is attached hereto as Exhibit 99.2.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)   Exhibits

Exhibit No.	Document Description
3.1	Certificate of Elimination dated July 11, 2008
99.1	Chesapeake Energy Corporation press release dated July 8, 2008
99.2	Chesapeake Energy Corporation press release dated July 9, 2008

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CHESAPEAKE ENERGY CORPORATION
By:	/s/ Jennifer M. Grigsby
	Jennifer M. Grigsby
	Senior Vice President, Treasurer and Corporate Secretary

Date:                      July 14, 2008

EXHIBIT INDEX

Exhibit No.	Document Description
3.1	Certificate of Elimination dated July 11, 2008
99.1	Chesapeake Energy Corporation press release dated July 8, 2008
99.2	Chesapeake Energy Corporation press release dated July 9, 2008

EX-3.1

Exhibit 3.1

CERTIFICATE OF ELIMINATION

Chesapeake Energy Corporation (the “Corporation”), a corporation organized and existing under the Oklahoma General Corporation Act,

DOES HEREBY CERTIFY:

FIRST:  That the Corporation has acquired 10 shares of its 4.125% Cumulative Convertible Preferred Stock, par value $.01 per share (the “Acquired Shares”).

SECOND:  That the Board of Directors of the Corporation has adopted resolutions retiring the Acquired Shares.

THIRD:  That the Certificate of Designation for the 4.125% Cumulative Convertible Preferred Stock (the “Certificate of Designation”) prohibits the reissuance of shares when so retired and, pursuant to the provisions of Section 1078 of the Oklahoma General Corporation Act, upon the date of the filing of this Certificate of Elimination, the Certificate of Designation shall be amended so as to reduce the number of authorized shares of the 4.125% Cumulative Convertible Preferred Stock by 10 shares, being the total number of the Acquired Shares retired by the Board of Directors. Accordingly, the number of authorized but undesignated shares of preferred stock of the Company shall be increased by 10 shares. The retired Acquired Shares have a par value of $.01 per share and an aggregate par value of $.10.

IN WITNESS WHEREOF, the Corporation has caused this Certificate to be executed by its Senior Vice President, Treasurer and Corporate Secretary, and attested to by its Assistant Secretary, this 11th day of July, 2008.

CHESAPEAKE ENERGY CORPORATION
By:	/s/ Jennifer M. Grigsby
	Jennifer M. Grigsby
	Senior Vice President, Treasurer &
	Corporate Secretary

ATTEST:

/s/ Anita L. Brodrick

Anita L. Brodrick

Assistant Secretary

EX-99.1

Exhibit 99.1

  N e w s   R e l e a s e     Chesapeake Energy Corporation P. O. Box 18496 Oklahoma City, OK  73154

FOR IMMEDIATE RELEASE

JULY 8, 2008

CONTACTS:

JEFFREY L. MOBLEY, CFA SENIOR VICE PRESIDENT – INVESTOR RELATIONS AND RESEARCH (405) 767-4763 jeff.mobley@chk.com MARC ROWLAND EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER (405) 879-9232 marc.rowland@chk.com

CHESAPEAKE ENERGY CORPORATION ANNOUNCES

COMMON STOCK OFFERING

OKLAHOMA CITY, OKLAHOMA, JULY 8, 2008 – Chesapeake Energy Corporation (NYSE:CHK) today announced that it intends to commence a public offering of 25 million shares of its common stock.  Chesapeake intends to use the net proceeds from the offering to temporarily repay outstanding indebtedness under its revolving bank credit facility which it anticipates reborrowing from time to time to fund its recently announced drilling and leasehold acquisition initiatives and for general corporate purposes.  The common stock will be offered pursuant to an effective registration statement filed with the Securities and Exchange Commission.  The company intends to grant the underwriters a 30-day option to purchase a maximum of 3.75 million additional shares of its common stock.

Lehman Brothers Inc. and UBS Investment Bank will act as joint book-running managers for the offering.  The offering is being made only by means of a prospectus and related prospectus supplement, copies of which, when available, may be obtained by mail from the offices of Lehman Brothers Inc., c/o Broadridge, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY 11717, by fax to (631) 254-7140, by telephone to (888) 603-5847 or by e-mail to qiana.smith@broadridge.com; or by mail from the offices of UBS Investment Bank, Attention: Prospectus Department, 299 Park Avenue, New York, New York 10171 or by telephone to (888) 827-7275.  An electronic copy of the prospectus supplement will be available on the website of the Securities and Exchange Commission at www.sec.gov.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or country in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or country.

Chesapeake Energy Corporation is the third-largest producer of natural gas in the U.S.  Headquartered in Oklahoma City, the company's operations are focused on exploratory and developmental drilling and corporate and property acquisitions in the Fort Worth Barnett Shale, Fayetteville Shale, Haynesville Shale, Mid-Continent, Appalachian Basin, Permian Basin, Delaware Basin, South Texas, Texas Gulf Coast and Ark-La-Tex regions of the United States.

EX-99.2

Exhibit 99.2

  N e w s   R e l e a s e     Chesapeake Energy Corporation P. O. Box 18496 Oklahoma City, OK  73154

FOR IMMEDIATE RELEASE

JULY 9, 2008

CONTACTS:

JEFFREY L. MOBLEY, CFA SENIOR VICE PRESIDENT – INVESTOR RELATIONS AND RESEARCH (405) 767-4763 jeff.mobley@chk.com MARC ROWLAND EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER (405) 879-9232 marc.rowland@chk.com

CHESAPEAKE ENERGY CORPORATION ANNOUNCES

PRICING OF COMMON STOCK OFFERING

OKLAHOMA CITY, OKLAHOMA, JULY 9, 2008 – Chesapeake Energy Corporation (NYSE:CHK) today announced that it has priced a public offering of 25 million shares of its common stock at $57.25 per share.  The company has also granted the underwriters a 30-day option to purchase a maximum of 3.75 million additional shares of its common stock.  Chesapeake expects the issuance and delivery of the shares to occur on July 15, 2008, subject to customary closing conditions.

Chesapeake intends to use the net proceeds from the offering to temporarily repay outstanding indebtedness under its revolving bank credit facility which it anticipates reborrowing from time to time to fund its recently announced drilling and land acquisition initiatives and for general corporate purposes.  The offering is being made pursuant to an effective registration statement filed with the Securities and Exchange Commission.

Lehman Brothers, UBS Investment Bank, ABN AMRO, Banc of America Securities LLC and Wells Fargo Securities are acting as joint book-running managers for the offering.  The offering is being made only by means of a prospectus and related prospectus supplement, copies of which, when available, may be obtained by mail from the offices of Lehman Brothers, c/o Broadridge, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY 11717, by fax to (631) 254-7140, by telephone to (888) 603-5847 or by e-mail to qiana.smith@broadridge.com; or by mail from the offices of UBS Investment Bank, Attention: Prospectus Department, 299 Park Avenue, New York, New York 10171 or by telephone to (888) 827-7275.  An electronic copy of the prospectus will be available on the website of the Securities and Exchange Commission at www.sec.gov.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or country in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or country.

Chesapeake Energy Corporation is the third-largest producer of natural gas in the U.S.  Headquartered in Oklahoma City, the company's operations are focused on exploratory and developmental drilling and corporate and property acquisitions in the Fort Worth Barnett Shale, Fayetteville Shale, Haynesville Shale, Mid-Continent, Appalachian Basin, Permian Basin, Delaware Basin, South Texas, Texas Gulf Coast and Ark-La-Tex regions of the United States.