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 29, 2004 (July 28, 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 July 28,
2004  announcing  the pricing of a common  stock  offering.  The  following  was
included in the Press Release:

         Chesapeake today announced that it has priced a public offering of 20.0
million  shares of its common  stock at $14.75  per share.  All shares are being
sold by Chesapeake. Chesapeake has also granted the underwriters a 30-day option
to purchase up to 3.0 million  additional  shares of its common  stock solely to
cover over-allotments, if any.

         Chesapeake  expects the issuance and delivery of the shares to occur on
August 2,  2004,  subject  to  satisfaction  of  customary  closing  conditions.
Chesapeake  intends to use the net proceeds of the offering to finance a portion
of the pending  acquisitions of Bravo Natural  Resources,  Inc.,  certain assets
from Legend Natural Gas, LP and to repay amounts  outstanding under our existing
bank credit facility  incurred to finance the acquisition of certain assets from
Tilford Pinson  Exploration,  LLC. The Bravo acquisition is expected to close by
August 2, 2004 and the Legend  acquisition is expected to close August 31, 2004.
If these acquisitions do not close,  excess net proceeds of the offering will be
used for general  corporate  purposes,  including  repayment of debt or possible
future acquisitions.

         Bank of America  Securities  LLC,  Credit Suisse First  Boston,  Lehman
Brothers  Inc.  and  Raymond  James &  Associates  acted as  joint  book-running
managers for the offering.  Copies of the prospectus and records relating to the
offering  may be obtained  from the offices of Bank of America  Securities  LLC,
Attn:  Prospectus  Department,  100  West  33rd  Street,  New  York,  NY  10001,
646-733-4166;  Credit Suisse First  Boston,  One Madison  Avenue,  Level 1B, New
York, NY 10010, 212-325-2580;  Lehman Brothers Inc., c/o ADP Financial Services,
Integrated Distribution Services,  1155 Long Island Avenue,  Edgewood, NY 11717,
631-254-7106;  Raymond James & Associates, 880 Carillon Parkway, St. Petersburg,
FL 33716, 727-567-2400.

     This  press  release  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 state.


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 FIVE 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,  PERMIAN BASIN,  SOUTH TEXAS, GULF
COAST AND  ARK-LA-TEX  REGIONS  ONSHORE  IN THE  UNITED  STATES.  THE  COMPANY'S
INTERNET ADDRESS IS WWW.CHKENERGY.COM.


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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:        July 29, 2004


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