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)
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                       JANUARY 16, 2004 (JANUARY 15, 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 5.  OTHER EVENTS

Chesapeake Energy Corporation  ("Chesapeake")  issued a Press Release on January
15, 2004. The following was included in the Press Release:


                     CHESAPEAKE ENERGY CORPORATION ANNOUNCES
                      CLOSING OF COMMON STOCK OFFERING AND
                           SENIOR NOTES EXCHANGE OFFER

OKLAHOMA CITY, JANUARY 15, 2004 - Chesapeake Energy Corporation (NYSE:CHK) today
announced the closing of its previously  announced public offering of 23 million
shares of its common  stock,  including 3 million  shares  issued  pursuant to a
fully exercised underwriters'  over-allotment option, at a public offering price
of $13.51 per  share.  The  Company  also  completed  its  previously  announced
exchange offer for its 8.125% Senior Notes due April 1, 2011 (the "2011 Notes").

The Company  received net proceeds in its common stock offering of approximately
$298 million,  after underwriting  discounts and estimated expenses. The Company
intends  to use  the  net  proceeds  of the  offering  to pay a  portion  of the
aggregate $510 million purchase price for three recently announced acquisitions.
The largest of these, a pending acquisition for $420 million of Concho Resources
Inc., is expected to close by January 31, 2004.

Pursuant to the senior notes exchange  offer,  the Company issued  approximately
$72.8 million aggregate  principal amount of its 7.75% Senior Notes due 2015 and
approximately  $433.5 million  aggregate  principal  amount of its 6.875% Senior
Notes due 2016 in exchange for approximately  $458.5 million aggregate principal
amount  of  2011  Notes.   In  addition,   the  Company  paid  an  aggregate  of
approximately  $4.6 million to the holders who tendered  their 2011 Notes by the
early participation date.

Following the  settlement  of the exchange  offer,  the Company has  outstanding
approximately  $269.7 million  aggregate  principal  amount of its 8.125% Senior
Notes due 2011,  $309.5 million  aggregate  principal amount of its 7.75% Senior
Notes due 2015 and  $633.5  million  aggregate  principal  amount of its  6.875%
Senior Notes due 2016.

In  connection  with the exchange  offer,  the Company  expects to report in the
first  quarter of 2004 a pre-tax  change of  approximately  $6.0  million  ($3.7
million net of income taxes).


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THIS DOCUMENT CONTAINS 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  INCLUDE  ESTIMATES  AND GIVE OUR  CURRENT
EXPECTATIONS   OR   FORECASTS  OF  FUTURE   EVENTS.   ALTHOUGH  WE  BELIEVE  OUR
FORWARD-LOOKING  STATEMENTS ARE  REASONABLE,  THEY CAN BE AFFECTED BY INACCURATE
ASSUMPTIONS OR BY KNOWN OR UNKNOWN RISKS AND UNCERTAINTIES.

CHESAPEAKE ENERGY CORPORATION IS ONE OF THE SIX LARGEST  INDEPENDENT NATURAL GAS
PRODUCERS IN THE UNITED  STATES.  HEADQUARTERED  IN OKLAHOMA CITY, THE COMPANY'S
OPERATIONS ARE FOCUSED ON EXPLORATORY AND  DEVELOPMENTAL  DRILLING AND PRODUCING
PROPERTY  ACQUISITIONS  IN THE  MID-CONTINENT,  GULF COAST,  AND  PERMIAN  BASIN
REGIONS ONSHORE IN THE UNITED STATES.

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                                    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:        January 16, 2004

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