SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



                                    FORM 8-K


              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
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                          JULY 26, 2004 (JULY 26, 2004)


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



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


 6100 NORTH WESTERN AVENUE, OKLAHOMA CITY, OKLAHOMA                  73118
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      (Address of principal executive offices)                     (Zip Code)



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



                    INFORMATION TO BE INCLUDED IN THE REPORT


ITEM 12.  DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         We issued a press release on July 26, 2004, which includes  information
regarding our consolidated  results of operations and financial  condition as of
and for the  quarterly  period ended June 30,  2004.  It also  includes  updated
information  on our 2004 outlook.  The text of that press release is attached to
this Report as an exhibit and is incorporated by reference herein.

         The press release contains  information  concerning  financial measures
that  we  use  that  may  be  considered  "non-GAAP  financial  measures"  under
Securities  and  Exchange  Commission  rules.  Specifically,  the press  release
contains  information  concerning operating cash flow (defined as cash flow from
operating  activities before changes in assets and liabilities) and EBITDA, each
of which is reconciled in the press release to cash from  operating  activities,
the most directly comparable financial measure reported under generally accepted
accounting principles.

         With the  filing  of this  report on Form 8-K and the  issuance  of the
attached press release,  we are also updating our future  outlook,  which can be
found on our  website at  WWW.CHKENERGY.COM.  We caution you that our outlook is
given as of July 26, 2004 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 information,  including the exhibit attached hereto,  shall not be
deemed  "filed" for  purposes of Section 18 of the  Securities  Exchange  Act of
1934,  as amended (the  "Exchange  Act"),  or  incorporated  by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as may be  expressly  set forth by specific  reference in this Report other than
under Item 12 hereof.

                                       2


                                    SIGNATURE


         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:        July 26, 2004