EXHIBIT 5.1

                           Commercial Law Group, P.C.
                      2725 Oklahoma Tower, 210 Park Avenue
                       Oklahoma City, Oklahoma 73102-5643

April 8, 2003

Chesapeake Energy Corporation
6100 North Western Avenue
Oklahoma City, OK 73118

        Re:     Chesapeake Energy Corporation
                Registration Statement on Form S-3

Ladies and Gentlemen:

     We have examined the Registration Statement on Form S-3 to be filed by you
with the Securities and Exchange Commission on or about April 8, 2003. The
Registration Statement covers the offer and sale of up to 4,600,000 shares of
6.00% cumulative convertible preferred stock of Chesapeake Energy Corporation
(the "Preferred Stock"), and shares of common stock issuable upon conversion of
the Preferred Stock (the "Common Stock"). The Preferred Stock and Common Stock
will be offered for the accounts of the respective holders. We have also
examined your minute books and other corporate records, and have made such other
investigation as we have deemed necessary in order to render the opinions
expressed herein.

     Based on the foregoing, we are of the opinion that:

     (1)  the Preferred Stock is validly issued, fully paid and nonassessable;
          and

     (2)  the Common Stock, when issued, will be validly issued, fully paid and
          nonassessable.

     We are aware that we are referred to under the heading "Legal Matters" in
the prospectus forming a part of the Registration Statement, and we hereby
consent to such use of our name therein and the filing of this opinion as
Exhibit 5.1 to the Registration Statement. In giving this consent, we do not
thereby admit that we are within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933 or the Rules and
Regulations of the Commission promulgated thereunder.


                                                Very truly yours,

                                                /s/ COMMERCIAL LAW GROUP, P.C.

                                                Commercial Law Group, P.C.