Chesapeake Energy (CHK) 8-K/A Other Events

2009 Annual Meeting of
Shareholders
Oklahoma City, OK
June 12, 2009

2

2009 Annual Meeting of Shareholders

CHK Overview

●Leading independent producer of U.S. natural gas

–1Q’09 natural gas production of 2.175 bcf/day; ~3.5% of U.S. production

●Most active driller in U.S. - CHK responsible for 1 of 8 gas wells being drilled in the U.S.

–94 operated rigs currently, down from 158 in 8/08 (~40%); ~50 non-operated rigs & ~15 info only
rigs; collector of ~20% of all daily drilling information generated in the U.S. (~25% in our areas of
interest); ~85% of our operated rigs are in the Big 4 shale plays

●Consistent production growth - 19 consecutive years of sequential production growth

–Increased production by 18% in ’08 to 2.3 bcfe/day and projecting increases of 3-4% in ’09 and
7-8% in ’10 to ~2.4 and ~2.6 bcfe/day, respectively (after curtailments and asset sales)

●Best assets in the industry

–11.9 tcfe of proved reserves at 3/09(1), targeting 13.5-14.0 tcfe by 12/09 and 15-16 tcfe by 12/10

–58 tcfe of risked unproved reserve potential; >10-year inventory of ~36,000 net drilling locations

●Unparalleled inventory of U.S. onshore leasehold and 3-D seismic

–15.2 mm net acres of U.S. onshore leasehold and ~22.3 mm acres of 3-D seismic data

Data above incorporates:

•CHK’s press release and Outlook dated 5/4/09

•Risk disclosures regarding unproved reserve estimates on page 25

(1) 12.6 tcfe of proved reserves using 12/31/08 pricing

2009 Annual Meeting of Shareholders

(1)Independents in green

(2)In mmcf per day

(3)CHK,XTO and BR production numbers are for 2Q ‘04

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2009 Annual Meeting of Shareholders

(a)Based on company reports

(b)In mmcf/day

(c)Independents in blue, majors in black, pipelines in green

(d)Based on 2008 production and reserves

(e)CHK sold BP 92 mmcf/day in two different transactions in 2008

(e)

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2009 Annual Meeting of Shareholders

How Did We Do in 2008?

(1)Before changes in assets and liabilities

(2)Reconciliations of non-GAAP financial measures to comparable GAAP measures appear on pages 22 & 23

(3)Adjusted net income is net income available to common shareholders, as adjusted to remove the effects of certain items that
management believes affect the comparability of operating results

(4)NYMEX front month contract

Moral of the story:

The company’s value creation process and underlying asset values
unfortunately do not always synchronize with our stock price -
natural gas prices and other external factors often outweigh internal
accomplishments during periods as brief as one year.

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2009 Annual Meeting of Shareholders

Other Notable 2008 Accomplishments

●Announced discovery of the Haynesville Shale and further
advanced the Marcellus Shale - potentially two of the ten largest
natural gas fields in the world

●Strengthened industry-leading shale position; only producer with
#1 or #2 positionin “Big 4” U.S. shale plays

–#1 in Haynesville Shale; 470,000 net acres

–#1 in Marcellus Shale; 1.3 mm net acres

–#2 in Barnett Shale (Core and Tier 1 area); 280,000 net acres

–#2 in Fayetteville Shale; 440,000 net acres

●Secured advantageous joint venture arrangements

–$8.6 billion of value captured vs. cost basis of $1.2 billion

●Sold other producing properties and leasehold for $1.7 billion vs.
cost basis of $420 million

●Raised $2.7 billion of equity and $2.2 billion of senior notes to
properly capitalize the company before the stock market crashed
and debt markets stopped functioning in 2H’08

●Secured strong margins for 2009 through proactive hedging
program

–$0.5 billion realized hedging gain in 1Q’09

–~$1.2 billion in MTM unrealized hedging gain at 5/31/09

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2009 Annual Meeting of Shareholders

CHK JV Scorecard

●CHK was early to recognize shale gas would become the biggest game changer in
the past 50 years within the U.S. natural gas industry

●Initiated 2004 - 08 shale science analysis and aggressive land acquisition program

●Emerged with the best assets in the industry and then sold off minority interests at
a large profit

●CHK acquired $8.6 billion of leasehold in the Big 4 shale plays and later sold ~25%
for $8.6 billion resulting in a net cost basis of zero in the best plays in America

●The $4.0 billion of remaining JV drilling carries will enable CHK to add an estimated
2.5 - 3.0 tcfe of future reserves at no cost to the company

(1)Cash and drilling carry

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2009 Annual Meeting of Shareholders

Enormous Value Creation Through
2008 Transactions

These four transactions created $10 billion in immediate direct value and
highlighted $26 billion of value in the interests Chesapeake retained

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2009 Annual Meeting of Shareholders

Additional Benefits of 2008 Shale JVs

●Upfront cash received provided additional capital to CHK and minimized issuance
of public securities

–Allowed CHK to buy a larger position, net of JV sales, than it otherwise would have been
able to fund

●Drilling carries provide valuable capital to enable CHK to more quickly develop
acreage and hold leases by production

–Carries will likely prove to be even more valuable in the current lower service cost
environment

ØWill lead to more wells being drilled and reserves added than would have been developed
under last year’s service cost environment

●Promote structure on incremental leasehold purchases by the JVs may reduce
CHK’s net cost on additional leasehold in the plays

●Formed partnership with well respected U.S. and international companies

–Entered into an international strategic alliance with StatoilHydro to jointly explore
unconventional natural gas opportunities worldwide

●Economic gain from JVs not included in 2008 financial results - will be reflected in
CHK’s financial results over time

–Full cost accounting does not allow the recognition of a gain on sale of natural gas and
oil properties, so the value is not included in 2008 net income and earnings per share

–The value will be reported over time through lower depletion rates and lower future
finding and development costs

–Under successful efforts accounting, CHK estimates it would have recognized a pre-tax
gain in excess of ~$2.0 billion in 2008 on the cash portion of the sales

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2009 Annual Meeting of Shareholders

2009 Net Finding Cost Outlook

Drilling carries should give CHK one of the
lowest finding costs and highest returns on
capital in 2009 and 2010 (at least) in the U.S.
E&P industry

<$2.00

~$0.75

~$1.25

Powerful Assets Create Powerful Value

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2009 Annual Meeting of Shareholders

Location of CHK Properties

●Natural gas focused

●Well-diversified

●All onshore U.S.

●Not in the GOM (high and dry)

●Not in the Rockies (fewer political/environmental
hassles, better natural gas prices)

●Not international (lower political risk)

Scale: 1 inch = ≈275 miles

CHK field offices

Counties with CHK leasehold

Thrust Belt

CHK OKC headquarters

CHK operated rigs (94)

Mississippian & Devonian black shales

CHK non-operated rigs (50)

Anadarko

Basin

Barnett

Shale

Permian

Basin

Delaware

Basin

Barnett and
Woodford Shale
Plays

Fayetteville

Shale

Haynesville Shale

Ark-La-Tex

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2009 Annual Meeting of Shareholders

●CHK has built the nation’s largest resource
base through a #1 or #2 position in the
“Big 4” premier shale plays

–They account for >60% of the company’s
proved and risked unproved reserve base

●Science and technology have transformed
these premier shale plays into predictable,
low-cost, high rate of return assets

–Only 10 or so companies have captured
meaningful positions in the plays

–The remainder of the E&P industry is
challenged to generate acceptable returns
in higher cost, less-efficient plays

–Industry supply is determined by the
marginal cost of the high-cost, not low-
cost, plays

●Natural gas prices will ultimately rise to
levels supporting drilling on higher cost
assets and lead to strong margins in CHK’s
low cost shale plays

(1)Size of bubble corresponds to relative size of CHK proved and risked unproved reserves in each play

Marcellus Shale

Haynesville Shale

Barnett Shale

Sahara

Colony Granite Wash

Granite & Atoka Washes

Misc Mid-cont

Gulf Coast

Deep Haley

E. TX. Tight Gas Sands

Permian

Delaware Shales

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2009 Annual Meeting of Shareholders

Haynesville Shale Summary

●CHK discovered this play in 2007, potentially largest
field in the U.S. (Marcellus Shale may possibly
become #1 post-2020)

–Play encompasses a ~3.0 mm acre area in NW
Louisiana and E. TX

●80/20 JV with PXP in 7/08; received $1.65 billion
in cash and $1.65 billion in carry in a $3.3 billion
deal

●Drilled and completed 49 operated wells to date

–Currently producing ~140 mmcfe net/day from the
play and anticipate reaching ~300 mmcfe net/day
by year-end 2009

●CHK is the largest leasehold owner in the core area
of the play, ~470,000 net acres (after 110,000 net
acres sold to PXP)

●2009 planned activity

–~$875 mm budget (~50% funded by JV partner PXP)

–Average of ~28 operated rigs

–~610 bcfe of reserve additions

–~$0.70/mcfe finding cost net to CHK

●Four recent wells have tested >22 mmcfe/day

Prospective Area = ~3.0 Million Acres

~95 miles

Note:Risk disclosure regarding unproved reserve estimates appears on page 25

Chesapeake
Operated Rigs

CHK Non-op
Rigs

CHK Acreage

CHK found the Haynesville through its proprietary shale evaluation
capabilities in its unique Reservoir Technology Center

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2009 Annual Meeting of Shareholders

Marcellus Shale Summary

●CHK acquired leading position in this play in 2005
through $2.2 billion acquisition of CNR

●67.5/32.5 JV with StatoilHydro in 11/08; received
$1.25 billion in cash and $2.125 billion in carry in a
$3.375 billion deal

●CHK is the largest leasehold owner in the Marcellus
Shale play with ~1.3 million net acres of leasehold
(after 600,000 net acres sold to STO)

●The Marcellus Shale may ultimately become the
largest natural gas field in the U.S.

●Currently producing ~30 mmcfe net/day from the
play and anticipates reaching ~100 mmcfe net/day
by year-end 2009

●2009 planned activity

–~$350 mm budget (~75% funded by JV partner STO)

–Average of ~15 operated rigs (adding ~1 rig per
month in 2009)

–~270 bcfe reserve additions

–~$0.30/mcfe finding cost net to CHK

CHK Operated Rigs

CHK Acreage

~300 miles

Prospective Area = ~15 Million Acres

Note:Risk disclosure regarding unproved reserve estimates appears on page 25

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2009 Annual Meeting of Shareholders

Barnett Shale Summary

●CHK is the second-largest producer, most active
driller and largest leasehold owner in the Core and
Tier 1 sweet spot of Tarrant and Johnson counties

●In shale plays, as in all others, it’s the core acreage
that is the best and CHK always focuses on
acquiring core acreage rather than fringe acreage

●Currently producing ~700 mmcfe net/day

●2009 planned activity

–~$800 mm budget

–Average of ~20 operated rigs

–~620 bcfe of reserve additions

–~$1.30/mcfe net finding cost to CHK

●CHK’s Donna Ray #1-H well in Johnson County
produced an average of 9.6 mmcfe per day during
its first 30 days

–This well has registered the highest first 30-day
average daily production rate of any well in the
entire Barnett Shale play to date

Core &

Tier 1

Outline

Prospective Area= ~1.5 Million Acres

~67 miles

CHK Operated
Rigs

CHK Acreage

Note:Risk disclosure regarding unproved reserve estimates appears on page 25

17

2009 Annual Meeting of Shareholders

Fayetteville Shale Summary

●75/25 JV with BP in 9/08; $1.1 billion in cash
received, $0.8 billion in carry in a $1.9 billion deal

●CHK is the second-largest producer in the
Fayetteville Shale and second-largest leasehold
owner in the Core area of the play with ~440,000
net acres (after 135,000 net acres sold to BP)

●Currently producing ~200 mmcfe net/day from
the play and anticipates reaching ~280 mmcfe
net per day by year-end 2009

●2009 planned activity

–~$500 mm budget nearly all funded by JV
partner BP

–Average of ~20 operated rigs

–~300 bcfe of reserve additions

–<$0.20/mcfe finding cost net to CHK

●CHK’s most recent 30 operated wells appear to be
30% more productive than its targeted reserve
estimate of 2.2 bcfe per well; geological and
engineering advances are on the march

~115 miles

Prospective Area= ~1.7 Million Acres

CHK Non-op Rigs

Chesapeake Operated Rigs

CHK Acreage

Note:Risk disclosure regarding unproved reserve estimates appears on page 25

18

2009 Annual Meeting of Shareholders

CHK Stock Price vs. Natural Gas Prices

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2009 Annual Meeting of Shareholders

CHK Among the 20 Best Stocks
of the Past Decade

Source: Business Week, May 28, 2009

Note: BW restricted the list to S&P 500 members with betas less than 1. Total return and beta
as of May 1, 1999 to May 1, 2009.

Summary

21

2009 Annual Meeting of Shareholders

CHK: Positioned for Success
in 2009 and Beyond

●Great Assets

–Only company with a Top-2 leasehold position in each of the Big 4 shale plays

–12.6 tcfe of proved reserves all onshore in the U.S., east of the Rockies(1)

–58 tcfe of risked unproved reserves

●Great People

–Over 7,600 CHK employees

●Innovative Shale Joint Ventures

–$4 billion of joint venture carry receivables not on the books that likely add 2.5-3.0 tcfe of
future reserves at no cost to CHK

●Well-Hedged

–82% of 2009 production hedged at average prices of $7.56, plus best industry track
record in the past 10 years

●Well Structured Balance Sheet

–Staggered long-term maturity structure with no senior notes due until 2013

●Attractive Valuation

–Trade at a substantial discount to estimated NAV

●Still Growing Strong

–Total production growth of 18% in 2008

–Projecting production growth of 3-4% in ’09 and 7-8% in ’10 to ~2.4 and ~2.6 bcfe/day,
respectively (after curtailments and asset sales)

Data above incorporates:

•CHK’s press release and Outlook dated 5/4/09

•Risk disclosures regarding unproved reserve estimates on page 25

(1) 12.6 tcfe of proved reserves using 12/31/08 pricing

22

2009 Annual Meeting of Shareholders

Reconciliation of Adjusted Net Income
Available to Common Shareholders

*Adjusted net income available to common shareholders excludes certain items that management believes affect the
comparability of operating results.The company discloses this non-GAAP financial measure as a useful adjunct to GAAP
earnings because:

a.Management uses adjusted net income available to common shareholders to evaluate the company’s operational trends
and performance relative to other natural gas and oil producing companies.

b.Adjusted net income available to common shareholders is more comparable to earnings estimates provided by securities
analysts.

c.Items excluded generally are one-time items or items whose timing or amount cannot be reasonably estimated.
Accordingly, any guidance provided by the company generally excludes information regarding these types of items.

($ in millions, except per-share data) (unaudited)

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2009 Annual Meeting of Shareholders

Reconciliation of Operating Cash Flow

*Operating cash flow represents net cash provided by operating activities before changes in assets and liabilities.Operating
cash flow is presented because management believes it is a useful adjunct to net cash provided by operating activities
under accounting principles generally accepted in the United States (GAAP).Operating cash flow is widely accepted as a
financial indicator of a natural gas and oil company's ability to generate cash which is used to internally fund exploration and
development activities and to service debt.This measure is widely used by investors and rating agencies in the valuation,
comparison, rating and investment recommendations of companies within the natural gas and oil exploration and production
industry.Operating cash flow is not a measure of financial performance under GAAP and should not be considered as an
alternative to cash flows from operating, investing or financing activities as an indicator of cash flows, or as a measure of
liquidity.

24

2009 Annual Meeting of Shareholders

Corporate Information

Chesapeake Headquarters

6100 N. Western Avenue

Oklahoma City, OK73118

Web site: www.chk.com

Contacts:

Jeffrey L. Mobley, CFA

Senior Vice President -
Investor Relations and Research

(405) 767-4763

jeff.mobley@chk.com

Marcus C. Rowland

Executive Vice President and

Chief Financial Officer

(405) 879-9232

marc.rowland@chk.com

Other Publicly Traded SecuritiesCUSIPTicker

7.5% Senior Notes due 2013#165167BC0CHK13

7.625% Senior Notes due 2013#165167BY2CHKJ13

7.5% Senior Notes due 2014#165167BG1CHK14

7.0% Senior Notes due 2014#165167BJ5CHKA14

6.375% Senior Notes due 2015#165167BL0CHKJ15

9.5% Senior Notes due 2015 #165167CD7CHK15K

6.625% Senior Notes due 2016#165167BN6CHKJ16

6.875% Senior Notes due 2016#165167BE6CHK16

6.50% Senior Notes due 2017#165167BS5CHK17

6.25% Senior Notes due 2017#027393390 N/A

6.25% Senior Notes due 2018#165167BQ9CHK18

7.25% Senior Notes due 2018#165167CC9CHK18A

6.875% Senior Notes due 2020#165167BU0CHK20

2.75% Contingent Convertible Senior Notes due 2035#165167BW6CHK35

2.50% Contingent Convertible Senior Notes due 2037#165167BZ9/165167CA3      CHK37/CHK37A

2.25% Contingent Convertible Senior Notes due 2038#165167CB1CHK38

5.0% Cumulative Convertible Preferred Stock (Series 2005)   #165167859 N/A

4.5% Cumulative Convertible Preferred Stock #165167842 CHK PrD

5.0% Cumulative Convertible Preferred Stock (Series 2005B) #165167826 N/A

Common Stock -NYSE: CHK

25

2009 Annual Meeting of Shareholders

Certain Reserve & Production
Information

●The Securities and Exchange Commission has generally permitted oil and gas companies, in their
filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual
production or conclusive formation tests to be economically and legally producible under existing
economic and operating conditions.We use the terms “unproved” reserves, including both “risked” and
“unrisked” unproved reserves, reserve “potential” or “upside”, “ultimate recovery” and other
descriptions of volumes of reserves potentially recoverable through additional drilling or recovery
techniques that the SEC’s guidelines may prohibit us from including in filings with the SEC.To estimate
unproved reserves, the company uses a probability-weighted statistical approach to estimate the
potential number of drillsites and potential unproved reserves associated with such drillsites.These
estimates are by their nature more speculative than estimates of proved reserves and accordingly are
subject to substantially greater risk of being actually realized by the company. The company's
methodology for estimating "unproved" reserves is different from the methodology and guidelines used
by the Society of Petroleum Engineers for estimating "probable" and "possible" reserves.

●Our production forecasts are dependent upon many assumptions, including estimates of production
decline rates from existing wells and the outcome of future drilling activity.Also, our estimates of
reserves, particularly those in our recent acquisitions where we may have limited review of data or
experience with the properties, may be subject to revision and may be different from those estimates
at year end.Although we believe the expectations, estimates and forecasts reflected in these and
other forward-looking statements are reasonable, we can give no assurance they will prove to have
been correct. They can be affected by inaccurate assumptions and data or by known or unknown risks
and uncertainties.

26

2009 Annual Meeting of Shareholders

Forward-Looking Statements

●This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward-looking statements give our current expectations or forecasts of
future events.  They include estimates of future natural gas and oil reserves, expected natural gas and oil production and future
expenses, assumptions regarding future natural gas and oil prices, planned asset sales, budgeted capital expenditures for
drilling and acquisitions of leasehold and producing property, and other anticipated cash outflows, as well as statements
concerning anticipated cash flow and liquidity, business strategy and other plans and objectives for future operations. 
Disclosures concerning the fair value of derivative contracts and their estimated contribution to our future results of operations
are based upon market information as of a specific date. These market prices are subject to significant volatility.

●Factors that could cause actual results to differ materially from expected results are described under “Risk Factors” in Item 1A
of our 2008 Form 10-K filed with the U.S. Securities and Exchange Commission on March 2, 2009. These risk factors include
the volatility of natural gas and oil prices; the limitations our level of indebtedness may have on our financial flexibility;
unanticipated adverse effects the current financial crisis may have on our business and financial condition; declines in the
values of our natural gas and oil properties resulting in ceiling test write-downs; the availability of capital on an economic basis,
including through planned asset monetization transactions, to fund reserve replacement costs; our ability to replace reserves
and sustain production; uncertainties inherent in estimating quantities of natural gas and oil reserves and projecting future
rates of production and the amount and timing of development expenditures; exploration and development drilling that does
not result in commercially productive reserves; expiration of natural gas and oil leases that are not held by production; hedging
activities resulting in lower prices realized on natural gas and oil sales and the need to secure hedging liabilities; uncertainties
in evaluating natural gas and oil reserves of acquired properties and potential liabilities; the negative impact lower natural gas
and oil prices could have on our ability to borrow; drilling and operating risks, including potential environmental liabilities;
transportation capacity constraints and interruptions that could adversely affect our cash flow; adverse effects of governmental
and environmental regulation; and losses possible from pending or future litigation. Our production forecasts are dependent
upon many assumptions, including estimates of production decline rates from existing wells and the outcome of future drilling
activity. Although we believe the expectations and forecasts reflected in these and other forward-looking statements are
reasonable, we can give no assurance they will prove to have been correct. They can be affected by inaccurate assumptions or
by known or unknown risks and uncertainties.

●We caution you not to place undue reliance on our forward-looking statements, which speak only as of the date of this
presentation, and we undertake no obligation to update this information.