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EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF ALL OUTSTANDING
9 5/8% SERIES A SENIOR NOTES DUE 2005
IN EXCHANGE FOR
9 5/8% SERIES B SENIOR NOTES DUE 2005
OF
CHESAPEAKE ENERGY CORPORATION
Registered holders of outstanding 9 5/8% Series A Senior Notes Due 2005
(the "Old Notes") of Chesapeake Energy Corporation ("Chesapeake") who wish to
tender their Old Notes in exchange for a like principal amount of 9 5/8% Series
B Senior Notes Due 2005 (the "New Notes") of Chesapeake and, in each case, whose
Old Notes are not immediately available or who cannot deliver their Old Notes
and Letter of Transmittal (and any other documents required by the Letter of
Transmittal) to United States Trust Company of New York (the "Exchange Agent"),
prior to the Expiration Date, may use this Notice of Guaranteed Delivery or one
substantially equivalent hereto. This Notice of Guaranteed Delivery may be
delivered by hand or sent by facsimile transmission (receipt confirmed by
telephone and an original delivered by guaranteed overnight delivery) or mail to
the Exchange Agent. See "The Exchange Offer -- Terms of the Exchange
Offer -- Guaranteed Delivery Procedures" in the Prospectus.
The Exchange Agent for the Exchange Offer is:
UNITED STATES TRUST COMPANY OF NEW YORK
By Mail: By Overnight Courier: By Hand: By Facsimile:
United States Trust United States Trust United States Trust (212) 420-6152 (For
Company of New York Company of New York Company of New York Eligible Institutions
P.O. Box 844 Corporate Trust Operations 111 Broadway Only)
Cooper Station Department Lower Level
New York, NY 10276-0844 770 Broadway-13th Floor New York, NY 10006 Confirm by telephone:
Attention: Corporate New York, NY 10003 Attention: Corporate (800) 548-6565
Trust Services Trust Services
(registered or certified
mail recommended)
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA A FACSIMILE TRANSMISSION TO
A NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an Eligible Institution, such signature guarantee must appear in
the applicable space provided on the Letter of Transmittal for Guarantee of
Signatures.
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Ladies & Gentlemen:
The undersigned hereby tender(s) to Chesapeake upon the terms and subject
to the conditions set forth in the Exchange Offer and the Letter of Transmittal,
receipt of which is hereby acknowledged, the aggregate principal amount of Old
Notes set forth below pursuant to the guaranteed delivery procedures set forth
in the Prospectus.
The undersigned understands that tenders of Old Notes will be accepted only
in principal amounts equal to $1,000 or integral multiples thereof. The
undersigned understands that tenders of Old Notes pursuant to the Exchange Offer
may not be withdrawn after 5:00 p.m., New York City time on the Expiration Date.
Tenders of Old Notes may also be withdrawn if the Exchange Offer is terminated
without any such Old Notes being exchanged thereunder or as otherwise provided
in the Prospectus.
All authority herein conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall survive the death, bankruptcy or incapacity of the
undersigned and every obligation of the undersigned under this Notice of
Guaranteed Delivery shall be binding upon the heirs, personal representatives,
executors, administrators, successors, assigns, trustees in bankruptcy and other
legal representatives of the undersigned.
PLEASE SIGN AND COMPLETE
Signature(s) of Registered Owner(s) or Authorized Signatory:
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Principal Amount of Old Notes Tendered:
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Certificate No(s). of Old Notes (if available):
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Name(s) of Registered Holder(s):
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Address:
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Area Code and Telephone No.:
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Date:
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This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of Old Notes exactly as its (their) name(s) appear on certificates for
Old Notes or on a security position listing the owners of Old Notes, or by
person(s) authorized to become registered Holder(s) by endorsements and
documents transmitted with this Notice of Guaranteed Delivery. If signature is
by a trustee, executor, administrator, guardian, attorney-in-fact, officer or
other person acting in a fiduciary or representative capacity, such person must
provide the following information.
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s):
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Capacity:
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Address(es):
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DO NOT SEND OLD NOTES WITH THIS FORM. OLD NOTES SHOULD BE SENT TO THE
EXCHANGE AGENT TOGETHER WITH A PROPERLY COMPLETED AND DULY EXECUTED LETTER OF
TRANSMITTAL.
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, an eligible guarantor institution which is a member of one
of the following signature guarantee programs (an "Eligible Institution"): (i)
The Securities Transfer Agents Medallion Program (STAMP), (ii) The New York
Stock Exchange Medallion Signature Program (MSF), or (iii) The Stock Exchange
Medallion Program (SEMP), hereby (a) represents that each holder of Old Notes on
whose behalf this tender is being made "own(s)" the Old Notes covered hereby
within the meaning of Rule 14e-4 under the Securities Exchange Act of 1934, as
amended, (b) represents that such tender of Old Notes complies with such Rule
14e-4, and (c) guarantees that, within three New York Stock Exchange trading
days from the date of this Notice of Guaranteed Delivery, a properly completed
and duly executed Letter of Transmittal (or a facsimile thereof), together with
certificates representing the Old Notes covered hereby in proper form for
transfer and required documents will be deposited by the undersigned with the
Exchange Agent.
THE UNDERSIGNED ACKNOWLEDGES THAT IT MUST DELIVER THE LETTER OF TRANSMITTAL
AND OLD NOTES TENDERED HEREBY TO THE EXCHANGE AGENT WITHIN THE TIME SET FORTH
ABOVE AND THAT FAILURE TO DO SO COULD RESULT IN FINANCIAL LOSS TO THE
UNDERSIGNED.
AUTHORIZED SIGNATURE:
Name of Firm: Name:
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Address: Title:
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Area Code and Telephone No.: Date:
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