8-K

UNITED STATES

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): September 9, 2005

SOUTHWESTERN ENERGY COMPANY

(Exact name of registrant as specified in its charter)

Arkansas

(State or other jurisdiction of incorporation)

1-8246	71-0205415
(Commission File Number)	(IRS Employer Identification No.)

2350 N. Sam Houston Pkwy. E., Suite 300, Houston, Texas	77032
(Address of principal executive offices)	(Zip Code)

(281) 618-4700

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

       o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECTION 8.  Other Events.

Item 8.01 Other Events.

On September 9, 2005 Southwestern Energy Company issued a press release announcing the Company's intention to offer common stock under its shelf registration statement.  This press release is being filed as Exhibit 99.1.  Additionally, Southwestern Energy Company issued a second press release announcing an increase in capital expenditures subject to the proposed common stock offering and updating its production guidance for 2005.  This press release is being filed as Exhibit 99.2.

SECTION 9.  Financial Statements and Exhibits.

(c) Exhibits.

99.1	Press release dated September 9, 2005 announcing the Company's intention to offer common stock under its shelf registration statement.
99.2	Press release dated September 9, 2005 announcing an increase in capital expenditures subject to the proposed common stock offering.

SIGNATURES

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 hereunto duly authorized.

	SOUTHWESTERN ENERGY COMPANY
Dated: September 9, 2005	By:	/s/    GREG D. KERLEY
	Name:	Greg D. Kerley
	Title:	Executive Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release dated September 9, 2005 announcing the Company's intention to offer common stock under its shelf registration statement.
99.2	Press release dated September 9, 2005 announcing an increase in capital expenditures subject to the proposed common stock offering.

EX-99

2350 N. Sam Houston Parkway East
Suite 300
Houston, Texas 77032
(281) 618-4700 Fax: (281) 618-4820

NEWS RELEASE

SOUTHWESTERN ENERGY ANNOUNCES INTENTION TO OFFER COMMON STOCK UNDER SHELF REGISTRATION STATEMENT

Houston, Texas - September 9, 2005...Southwestern Energy Company (NYSE: SWN) announced today that it intends to publicly offer and sell 7,300,000 newly issued shares of its common stock, excluding any option that may be granted to underwriters of the offering to purchase additional shares of common stock to cover over-allotments. The proceeds from the offering will be used to repay upon maturity $125 million of the company's senior notes due in December 2005, to fund the increases in the company's 2005 capital program announced today and to fund future capital expenditures relating to the acceleration of the development of the company's Fayetteville Shale play in Arkansas.

The shares will be issued pursuant to a shelf registration statement that was previously filed and declared effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of Southwestern common stock. An offering of shares of Southwestern common stock will be made only by means of a prospectus. The prospectus shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution.

Contacts:	Greg D. Kerley	Brad D. Sylvester, CFA
	Executive Vice President	Manager, Investor Relations
	and Chief Financial Officer	(281) 618-4897
	(281) 618-4803

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EX-99

2350 N. Sam Houston Parkway East
Suite 300
Houston, Texas 77032
(281) 618-4700 Fax: (281) 618-4820

NEWS RELEASE

SOUTHWESTERN ENERGY ANNOUNCES INCREASE IN 2005 CAPITAL EXPENDITURES SUBJECT TO PROPOSED COMMON STOCK OFFERING

Houston, Texas - September 9, 2005...Southwestern Energy Company (NYSE: SWN) announced today that it is increasing its 2005 capital budget to $499.5 million, up from the $438.8 million capital program announced in July of this year. The $60.7 million increase is targeted for the company's E&P business and is subject to the consummation of the common stock offering announced earlier today. The increase includes $24.0 million for additional drilling, $21.0 million related to the purchase of an additional five drilling rigs and $15.7 million for gathering systems for the Fayetteville Shale play.

On August 31, 2005, Southwestern entered into an option agreement with a rig manufacturer for the fabrication of five additional drilling rigs, which the company estimates will have a total cost of approximately $48.9 million, including required ancillary equipment and supplies. The increased E&P capital program includes $21.0 million that would be paid to the manufacturer in 2005, assuming consummation of the offering and the exercise of the purchase option.

"With the exercise of this purchase option, we would ultimately own and operate a total of ten drilling rigs, which would help facilitate the anticipated acceleration of our Fayetteville Shale drilling program in 2006 in the most cost effective manner," stated Harold M. Korell, President and Chief Executive Officer of Southwestern Energy. "We expect delivery of the first rig in November 2005, and expect delivery of one new rig each month thereafter."

The 2005 capital budget of $499.5 million, including $60.7 million that is contingent upon the consummation of the proposed common stock offering, is allocated as follows:

	Total	Contingent
	(in millions)
E&P:
East Texas	$ 171.0	$ 7.9
Fayetteville Shale	132.3	5.2
Conventional Arkoma	64.9	-
Permian	14.0	5.0
Gulf Coast	4.8	-
New Ventures & Exploration	28.3	5.9
Drilling Rigs	54.8	21.0
Total E&P	470.1	45.0
Gathering	15.7	15.7
Utility	10.4	-
Corporate	3.3	-
Total 2005 Capital Budget	$ 499.5	$ 60.7

Southwestern has increased its full-year 2005 production guidance to 62.0 to 64.0 Bcfe, from its previous guidance of 61.0 to 63.0 Bcfe. The company expects its production for the third quarter of 2005 to range from 16.0 Bcfe to 16.5 Bcfe.

Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution. Additional information on the company can be found on the Internet at http://www.swn.com.

Contacts:	Greg D. Kerley	Brad D. Sylvester, CFA
	Executive Vice President	Manager, Investor Relations
	and Chief Financial Officer	(281) 618-4897
	(281) 618-4803

All statements, other than historical financial information, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Although the company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein include, but are not limited to, the timing and extent of changes in commodity prices for gas and oil, the extent to which the Fayetteville Shale play can replicate the results of other productive shale gas plays, the potential for significant variability in reservoir characteristics of the Fayetteville Shale over such a large acreage po sition, the extent of the company's success in drilling and completing horizontal wells, the company's ability to determine the most effective and economic fracture stimulation for the Fayetteville Shale formation, lack of experience owning and operating drilling rigs, the timing and extent of the company's success in discovering, developing, producing and estimating reserves, property acquisition or divestiture activities, the effects of weather and regulation on the company's gas distribution segment, increased competition, the impact of federal, state and local government regulation, the financial impact of accounting regulations and critical accounting policies, changing market conditions and prices (including regional basis differentials), the comparative cost of alternative fuels, conditions in capital markets and changes in interest rates, availability of oil field personnel, services, drilling rigs and other equipment, and any other factors listed in the reports filed by the company with the Securities and Exchange Commission (the "SEC"). For additional information with respect to certain of these and other factors, see reports filed by the company with the SEC. The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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