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                                                                  EXHIBIT 24.1



                                POWER OF ATTORNEY

     We, the undersigned officers and directors of Chesapeake Energy Corporation
(hereinafter, the "Company"), hereby severally constitute and appoint Aubrey K.
McClendon, Tom L. Ward and Marcus C. Rowland, and each of them, severally, our
true and lawful attorneys-in-fact and agents, each with full power to act
without the other and with full power of substitution and resubstitution, to
sign for us, in our names as officers or directors, or both, of the Company, and
file with the Securities and Exchange Commission and any state securities
regulatory board or commission any documents relating to the securities offered
pursuant to this Registration Statement on Form S-4, including any amendments to
this Registration Statement on Form S-4 or otherwise (including post-effective
amendments) and any registration statement for the same offering that is to be
effective upon filing pursuant to Rule 462(b) under the Securities Act of 1933
and any documents required to be filed with respect thereto, 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 each of us
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their substitutes, may lawfully
do or cause to be done by virtue hereof.

DATED this 4th day of October, 2000.




/s/ Aubrey K. McClendon                          /s/ Tom L. Ward
- -------------------------------------            ------------------------------
Aubrey K. McClendon, Chairman                    Tom L. Ward, President, Chief
of the Board and Chief Executive                 Operating Officer and Director
Officer (Principal Executive Officer)            (Principal Executive Officer)

/s/ Marcus C. Rowland                            /s/ Michael A. Johnson
- -------------------------------------            ------------------------------
Marcus C. Rowland, Executive                     Michael A. Johnson, Senior
Vice President and Chief                         Vice President - Accounting
Financial Officer (Principal                     (Principal Accounting Officer)
Financial Officer)

/s/ E.F. Heizer                                  /s/ Breene M. Kerr
- -------------------------------------            ------------------------------
E.F. Heizer, Jr., Director                       Breene M. Kerr, Director


/s/ Shannon T. Self                              /s/ Frederick B. Whittemore
- -------------------------------------            ------------------------------
Shannon T. Self, Director                        Frederick B. Whittemore,
                                                 Director