WASHINGTON, D.C. 20549

                                    FORM 8-K

                         SECURITIES EXCHANGE ACT OF 1934

                      DECEMBER 23, 2003 (DECEMBER 22, 2003)

                          CHESAPEAKE ENERGY CORPORATION
             (Exact name of Registrant as specified in its Charter)

          OKLAHOMA                    1-13726                     73-1395733
  (State or other jurisdiction   (Commission File No.)         (IRS Employer
        of incorporation)                                   Identification No.)

     (Address of principal executive offices)                     (Zip Code)

                                 (405) 848-8000
              (Registrant's telephone number, including area code)



Chesapeake  Energy  Corporation  ("Chesapeake")  issued  two press  releases  on
December 22, 2003 that disclosed the following matters:

1. Chesapeake Announces $510 Million of Acquisitions

Chesapeake announced that it has entered into agreements to acquire $510 million
of  Mid-Continent,  Permian  Basin and  onshore  Gulf Coast oil and  natural gas
assets through recent  agreements to acquire  privately-owned  Concho  Resources
Inc.  for $420  million  and two  smaller  property  acquisitions  totaling  $90
million. In these transactions,  Chesapeake has acquired or agreed to acquire an
internally  estimated 320 billion cubic feet of gas equivalent  proved  reserves
(bcfe),  and  current  production  of 70  million  cubic  feet  of  natural  gas
equivalent  production  (mmcfe) per day.

After  allocating $70 million of the purchase  price to  unevaluated  leasehold,
including   probable  and  possible   reserves,   and  gas  gathering   systems,
Chesapeake's  acquisition cost per thousand cubic feet of gas equivalent  (mcfe)
of proved reserves will be $1.38.

Chesapeake estimates the proved reserves have a reserves-to-production  index of
12.5  years,  are 75% natural gas and are 67% proved  developed.  Initial  lease
operating expenses on the acquired  properties are expected to average $0.56 per
mcfe,  which  compares  favorably to the $0.52 per mcfe  reported by  Chesapeake
during the first three  quarters of 2003 and the $0.65 per mcfe  reported by the
company's peer group during the first three quarters of 2003.

The Concho  acquisition  is expected to close on January 30, 2004 and is subject
to customary closing conditions.  One of the other two transactions has recently
closed and the other will close in January 2004.  Chesapeake  intends to finance
the acquisitions using approximately 50% common equity and 50% short-term and/or
long-term borrowings.

Concho Resources Inc. ("Concho") is a privately-owned  Midland-based independent
oil and natural gas  producer  co-founded  by Timothy A. Leach,  Steven L. Beal,
David W.  Copeland  and David A.  Chroback in  association  with New  York-based
Yorktown Energy Partners and certain other investors.  In 2002,  Concho acquired
the assets of Oklahoma City-based independent oil and natural gas producer Ricks
Exploration,  Inc., which formed the core of Concho's assets.  Ricks Exploration
was formed in 1984 by Art L. Swanson and Ran Ricks, Jr. and it was the successor
to independent  oil and natural gas  operations  first begun in 1970 in Oklahoma
City by Ran Ricks,  Jr. Over the years,  Ricks and Concho's areas of operational
focus have been primarily in the Permian Basin and the Mid-Continent regions.

The assets acquired in the two smaller  transactions  are located in the Permian
Basin and in the Goliad County,  Texas area of  Chesapeake's  onshore Gulf Coast
region.  In Goliad  County,  Chesapeake has agreed to purchase a 50% interest in
and operations of a large  prospect area in which it had  previously  acquired a
37.5% working interest  through its acquisition of Canaan Energy  Corporation in

2. Chesapeake Updates Hedging Positions

During the past several weeks,  Chesapeake has  significantly  increased its oil
and  natural  gas  hedging  positions  for  2004 and  2005.  During  this  time,
Chesapeake  has hedged an additional  108 bcf of natural gas at an average NYMEX
price of $5.38 per mcf and an additional 121 mbo at $31.16. Depending on changes
in oil and natural gas futures markets and  management's  view of underlying oil
and  natural gas supply and demand  trends,  Chesapeake  may either  increase or
decrease its hedging positions at any time in the future without notice.

3. Chesapeake Makes Announcement Concerning the Pending Exchange Offer

Chesapeake made an announcement  regarding its pending  exchange offer for up to
$500  million  aggregate  principal  amount of its 8.125%  Senior Notes due 2011
(CUSIP # 165167AS6).  Chesapeake said that, in light of its recent  announcement
regarding its pending acquisitions of $510 million of oil and gas properties, it
will not consummate the exchange offer without  extending the expiration date of
the offer, as well as withdrawal rights, in order to give holders an opportunity
to review the information  related to the recently  announced  acquisitions  and
related financing plans.

The exchange  offer is  scheduled to expire on December 29, 2003.  Approximately
$380 million in aggregate  principal amount of the 2011 Notes have been tendered
to date. A final  determination  regarding  the exchange  offer will be made and
announced within the next few days.


The Company's Press Release dated December 22, 2003 relating to the announcement
concerning the exchange offer is filed as EXHIBIT 99.1 to this current report on
Form 8-K and is incorporated in its entirety into Item 5 of this report.

This  announcement  shall not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer,  solicitation or
sale in any  jurisdiction in which such offering,  solicitation or sale would be



         (c) Exhibits. The following exhibits are filed herewith:

               99.1 Press Release  issued by the Registrant on December 22, 2003
          concerning senior notes exchange offer.

               99.2 Press Release  issued by the Registrant on December 22, 2003
          concerning  certain  acquisitions,  additions to hedging positions and
          increases in 2004  production  forecasts.  (This Exhibit 99.2 is being
          filed  solely for  purposes  of Item 9 of this report and shall not be
          deemed incorporated in any other Item of this report.)


Chesapeake  issued a press  release on  December  22,  2003  concerning  certain
acquisitions,  increases  in its  hedging  positions  and an  increase  in  2004
production  forecasts.  This  press  release  is filed as  EXHIBIT  99.2 to this
current  report on Form 8-K solely for the  purposes  of Item 9 of this  report.
This press release disclosed the following matters:

1. Additional Information Concerning Proposed Acquisitions

In connection with announcing $510 million of pending  acquisitions,  Chesapeake
estimated that the  acquisitions  also include 195 bcfe of probable and possible
reserves.  Including  leasehold and anticipated  future drilling costs for fully
developing the proved, probable and possible reserves, Chesapeake estimates that
its all-in acquisition cost for the 515 bcfe of estimated reserves will be $1.59
per mcfe.

Chesapeake also believes its year-end 2003 estimated  proved oil and natural gas
reserves, pro forma for the announced  acquisitions,  should exceed 3.4 trillion
cubic feet of natural gas equivalent (tcfe).

In the Mid-Continent  region,  Chesapeake believes it is the largest natural gas
producer  with  approximately  a  14%  market  share  and  daily  production  of
approximately   725  mmcfe  and   internally   estimated   proved   reserves  of
approximately 2,950 bcfe (pro forma for the pending  acquisition  transactions).
In the  Permian  Basin,  Chesapeake  believes  it will rank among the 20 largest
producers in the region after  completion of the Concho  acquisition.  Pro forma
for Concho,  Chesapeake estimates its daily production in the Permian Basin will
exceed 75 mmcfe per day and its proved reserves will exceed 350 bcfe. Chesapeake
believes  its  ownership  of the  acquired  properties  will create  operational
efficiencies,  administrative  expense savings and additional  developmental and
exploratory drilling opportunities.

2. Additional Hedging Information

The press release  dated  December 22, 2003 filed as exhibit 99.2 to this report
also  includes  tables that compare  Chesapeake's  projected  2004-2007  oil and
natural gas production  volumes that have been hedged as of December 19, 2003 to
what had been hedged as of November  12,  2003.  Depending on changes in oil and
natural gas futures markets and management's  view of underlying oil and natural
gas supply and demand trends, Chesapeake may either increase or decrease its
hedging positions at any time in the future without notice.

3. Updated 2004 Production Forecasts

To account for the pending transactions  announced by Chesapeake on December 22,
2003,  Chesapeake  increased its 2004 production  forecast by 9% from a range of
297-303  bcfe (820 mmcfe per day at the  midpoint)  to a range of  323-329  (890
mmcfe per day at the mid-point).  Approximately 89% of the company's  production
is expected to be natural gas with 11% from oil and natural gas liquids.

The press  release dated  December  22,2003 filed as exhibit 99.2 to this report
also  includes a company  outlook as of December 22, 2003 updated for,  among
other  things,  the  pending  acquisitions,   including  some  assumptions,  for
illustrative purposes only, regarding the financing of these acquisitions.

Chesapeake's  forecasts and estimates are forward-looking  statements within the
meaning of the Private Securities  Litigation Reform Act of 1995. Actual results
may  differ  materially  due  to  the  risks  and  uncertainties   described  in
Chesapeake's filings with the Securities and Exchange  Commission.  Furthermore,
these  projections  and  forecasts  do  not  reflect  the  potential  impact  of
unforeseen events that may occur subsequent to December 22, 2003.

With the filing of this report on Form 8-K, we are posting the same  information
on our web site at  We caution you that our outlook is given
as of December 22, 2003 based on currently  available  information,  and that we
are not undertaking any obligation to update our estimates as conditions  change
or other information becomes available.



This report and its exhibits  include  "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 oil and
gas reserves,  expected oil and gas production and future expenses,  projections
of  future  oil and gas  prices,  planned  capital  expenditures  for  drilling,
leasehold  acquisitions and seismic data, and statements concerning  anticipated
cash flow and  liquidity,  business  strategy and other plans and objectives for
future  operations.   Disclosures  concerning  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.  Although we believe  the  expectations  and  forecasts
reflected in these and other forward-looking statements are reasonable as of the
date they are being made, 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.  Factors  that could  cause  actual  results to differ
materially from expected results are described under "Risk Factors" in Item 1 of
our 2002 Form 10-K/A and  subsequent  filings with the  Securities  and Exchange
Commission.  They include the volatility of oil and gas prices;  adverse effects
our substantial indebtedness could have on our operations and future growth; our
ability to compete  effectively against strong independent oil and gas companies
and majors;  the cost and  availability  of drilling  and  production  services;
possible  financial  losses as a result of our commodity price and interest rate
risk management  activities;  uncertainties inherent in estimating quantities of
oil and gas  reserves,  including  reserves  we acquire  or propose to  acquire,
projecting   future  rates  of   production   and  the  timing  of   development
expenditures;  exposure to potential  liabilities  of acquired  properties;  our
ability to replace  reserves;  the availability of capital;  changes in interest
rates;  and  drilling  and  operating  risks.  We caution you not to place undue
reliance on these  forward-looking  statements,  which speak only as of December
22, 2003, and we undertake no obligation to update this 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  "probable"  and  "possible"  reserves  or  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.  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.



         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                              CHESAPEAKE ENERGY CORPORATION

                                           BY:/S/ AUBREY K. MCCLENDON
                                                  AUBREY K. MCCLENDON
                                               Chairman of the Board and
                                                Chief Executive Officer

Dated:        December 23, 2003