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): April 25, 2013

SOUTHWESTERN ENERGY COMPANY

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-08246	71-0205415
(Commission File Number)	(IRS Employer Identification No.)

2350 N. Sam Houston Pkwy. E., Suite 125, 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 1 - Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement.

On April 29, 2013, Southwestern Energy Companyannounced that its subsidiary Southwestern Energy Production Company (together the “Company”) had entered into a definitive purchase agreement with Chesapeake Energy Corporation and one of its partners, dated April 25, 2013, pursuant to which the Company will acquire natural gas properties located in Pennsylvania prospective for the Marcellus Shale for approximately $93 million, subject to customary closing conditions. Pursuant to the purchase agreement, the Company will acquire approximately 162,000 net acres of natural gas properties primarily located in Susquehanna, Wyoming, Tioga and Sullivan counties. Current net production from these properties is approximately 2 MMcf per day from 17 gross wells (1.2 net wells). The purchase agreement contains customary representations, warranties and indemnity obligations with respect to losses relating to, among other things, breaches of representations or warranties and certain retained and assumed obligations. The Company anticipates the acquisition to close on or around May 15, 2013.

Section 8–Other Events

Item 8.01Other Events.  

On April 29, 2013, the Company issued a press release announcing the entry into the purchase agreement referred to in Item 1.01 above. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are filed as part of this report:

Exhibit Number	Description
99.1	Press release issued by Southwestern Energy Company on April 29, 2013.

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: May 1, 2013	By:	/s/  R. CRAIG OWEN
	Name:	R. Craig Owen
	Title:	Senior Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release issued by Southwestern Energy Company on April 29, 2013.

EX-99

NEWS RELEASE

SOUTHWESTERN ENERGY ANNOUNCESACQUISITION OF

MARCELLUS SHALE PROPERTIES

Houston, Texas – April 29, 2013...Southwestern Energy Company (NYSE: SWN) today announced that it has signed a definitive purchase agreement to acquire natural gas properties located in Pennsylvaniaprospective for the Marcellus Shale from Chesapeake Energy Corporation (NYSE:CHK) and its partnersfor approximately $93  million, subject to closing conditions. Upon closing, Southwesternintends to use its revolving credit facility to finance the acquisition.The company anticipates the acquisition to close on or around May 15, 2013.

“2013 is already proving to be an exciting year for Southwestern Energy,” stated Steve Mueller, President and Chief Executive Officer of Southwestern Energy. “This acquisition of approximately 162,000 net acres is near our existing positionand provides Southwestern with even greater exposure to a world-class resource where we can further showcase ouroperational strengths. The key acreage is located in Susquehanna, Wyoming, Tioga and Sullivan counties. Current net production from these properties is approximately 2 MMcf per day from 17 gross wells (1.2 net wells).Upon closing of this transaction, our acreage position of approximately 337,000 net acres in the Marcellus strengthens our ability to provide future double-digit production and reserve growth.”

A  table and map of the company’s approximatepost-closing acreage position in Pennsylvania are shown below:

County	SWN Net Acres Prior to Acquisition	Net Acres Acquired	SWN Total Net Acres
Bradford	21,000	--	21,000
Columbia	--	500	500
Lackawanna	24,700	14,000	38,700
Luzerne	--	3,000	3,000
Lycoming	21,000	--	21,000
Sullivan	--	25,500	25,500
Susquehanna	81,600	51,000	132,600
Tioga	--	15,000	15,000
Wayne	20,000	--	20,000
Wyoming	7,000	53,000	60,000
Total	175,300	162,000	337,300

- MORE -

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

Contacts: R. Craig OwenBrad D. Sylvester, CFA

       Senior Vice President                       Vice President, Investor Relations

         and Chief Financial Officer     (281) 618-4897

       (281) 618-2808

All statements, other than historical facts and 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. All statements that address activities, outcomes and other matters that should or mayoccur in the future, including, without limitation, statements regarding the financial position, business strategy, productionand reserve growth and other plans and objectives for the company’s future operations, are forward-looking statements.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. The company has no obligation and makes no undertaking to publicly update orrevise any forward-looking statements, other than to the extent set forth below. You should not place undue reliance on forward-looking statements. They are subject to known and unknownrisks, uncertainties and other factors that may affect the company’s operations, markets, products, services and prices and cause its actual results, performance or achievements to be materially different from any future results, performance orachievements expressed or implied by the forward-looking statements. In addition to any assumptions and other factorsreferred to specifically in connection with forward-looking statements, risks, uncertainties and factors that could cause the company’s actual results to differ materially from those indicated in any forward-looking statement include, but are not limited to:the timing and extent of changes in market conditions and prices for natural gas and oil (including regional basis differentials); the company’s ability to transport its production to the most favorable markets or at all; the timing and extent of the company’s success in discovering, developing, producing and estimating reserves;the economic viability of, and the company’s success in drilling, the company’s large acreage position in the Fayetteville Shale play, overall as well as relative to other productive shale gas areas; the company’s ability to fund the company’s planned capital investments;the impact of federal, state and local government regulation, including any legislation relating to hydraulic fracturing, the climate or over the counter derivatives;  the company’s ability to determine the most effective and economic fracture stimulation for the Fayetteville Shale play and the Marcellus Shale play;the costs and availability of oil field personnel services and drilling supplies, raw materials, and equipment and services; the company’s future property acquisition or divestiture activities; increased competition; the financial impact of accounting regulations and critical accounting policies;the comparative cost of alternative fuels; conditions in capital markets, changes in interest rates and the ability of the company’s lenders to provide it with funds as agreed; credit risk relating to the risk of loss as a result of non-performance by the company’s counterpartiesandany other factors listed in the reports the company has filed and may file with the Securities and Exchange Commission (SEC).For additional information with respect to certain of these and other factors, see the 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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