EXHIBIT 99.2
CHESAPEAKE ENERGY CORPORATION
LETTER TO CLIENTS
FOR
TENDER OF ALL OUTSTANDING
9% SENIOR NOTES DUE 2012
IN EXCHANGE FOR
9% SENIOR NOTES DUE 2012
THAT HAVE BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
__________________, 2002, UNLESS EXTENDED (THE "EXPIRATION DATE").
NOTES TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR
TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE UNLESS PREVIOUSLY
ACCEPTED FOR EXCHANGE.
To Our Clients:
We have enclosed herewith a Prospectus, dated _________________, 2002,
of Chesapeake Energy Corporation, an Oklahoma corporation (the "Company"), and a
related Letter of Transmittal, which together constitute the Company's offer
(the "Exchange Offer") to exchange its 9% Senior Notes due 2012 (the "New
Notes"), which have been registered under the Securities Act of 1933, as amended
(the "Securities Act"), for a like principal amount of its issued and
outstanding 9% Senior Notes due 2012 (the "Outstanding Notes"), upon the terms
and subject to the conditions set forth in the Exchange Offer.
The Exchange Offer is not conditioned upon any minimum number of
Outstanding Notes being tendered.
We are the holder of record of Outstanding Notes held by us for your
own account. A tender of such Outstanding Notes can be made only by us as the
record holder and pursuant to your instructions. The Letter of Transmittal is
furnished to you for your information only and cannot be used by you to tender
Outstanding Notes held by us for your account.
We request instructions as to whether you wish to tender any or all of
the Outstanding Notes held by us for your account pursuant to the terms and
conditions of the Exchange Offer. We also request that you confirm that we may,
on your behalf, make the representations and warranties contained in the Letter
of Transmittal.
Very truly yours,
PLEASE RETURN YOUR INSTRUCTIONS TO US IN THE ENCLOSED ENVELOPE WITHIN AMPLE TIME
TO PERMIT US TO SUBMIT A TENDER ON YOUR BEHALF PRIOR TO THE EXPIRATION DATE.
INSTRUCTION TO REGISTERED HOLDER AND /OR
BOOK-ENTRY TRANSFER PARTICIPANT
To Registered Holder and/or Participant in the Book-Entry Transfer Facility:
The undersigned hereby acknowledges receipt of the Prospectus, dated
____________, 2002 (the "Prospectus"), of Chesapeake Energy Corporation, an
Oklahoma corporation (the "Company"), and the accompanying Letter of Transmittal
(the "Letter of Transmittal"), that together constitute the Company's offer (the
"Exchange Offer") to exchange its 9% Senior Notes due 2012 (the "New Notes") for
all of its outstanding 9% Senior Notes due 2012 (the "Outstanding Notes").
Capitalized terms used, but not defined herein have the meanings ascribed to
them in the Prospectus.
This will instruct you, the registered holder and/or book-entry
transfer facility participant, as to the action to be taken by you relating to
the Exchange Offer with respect to the Outstanding Notes held by you for the
account of the undersigned.
- --------------------------------------------------------------------------------
The aggregate face amount of the Outstanding Notes held by you for the account
of the undersigned is (FILL IN AMOUNT):
$____________ of the 9% Senior Notes due 2012
With respect to the Exchange Offer, the undersigned hereby instructs you (CHECK
APPROPRIATE BOX):
[ ] To TENDER the following Outstanding Notes held by you for the account
of the undersigned (INSERT PRINCIPAL AMOUNT OF OUTSTANDING NOTES TO BE
TENDERED) (IF ANY):
$__________ of the 9% Senior Notes due 2012
[ ] NOT to TENDER any Outstanding Notes held by you for the account of the
undersigned.
- --------------------------------------------------------------------------------
If the undersigned instructs you to tender the Outstanding Notes held
by you for the account of the undersigned, it is understood that you are
authorized to make, on behalf of the undersigned (and the undersigned by its
signature below, hereby makes to you), the representations and warranties
contained in the Letter of Transmittal that are to be made with respect to the
undersigned as a beneficial owner, including, but not limited to, the
representations, that (i) the New Notes acquired in exchange for the Outstanding
Notes pursuant to the Exchange Offer are being acquired in the ordinary course
of business of the person receiving such New Notes, (ii) the undersigned is not
engaging in and does not intend to engage in a distribution of the New Notes,
(iii) the undersigned does not have any arrangement or understanding with any
person to participate in the distribution of New Notes, and (iv) neither the
undersigned nor any such other person is an "affiliate" (within the meaning of
Rule 405 under the Securities Act of 1933, as amended) of the Company. If the
undersigned is a broker-dealer that will receive New Notes for its own account
in exchange for Outstanding Notes, it acknowledges that it will deliver a
prospectus in connection with any resale of such New Notes.
SIGN HERE
Name of beneficial owner(s):____________________________________________________
Signature(s)
Name(s):________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
(Please Print)
Address:________________________________________________________________________
Telephone number:_______________________________________________________________
Taxpayer Identification or Social Security Number:______________________________
Date:___________________________________________________________________________