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)
- --------------------------------------------------------------------------------
                      NOVEMBER 19, 2004 (NOVEMBER 19, 2004)


                          CHESAPEAKE ENERGY CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


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


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


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


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 (see General Instruction A.2. below):

[_] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.1425)

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

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

[_] 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 November  19, 2004,  Chesapeake  Energy  Corporation  issued a press
release  announcing the Mandatory  Conversion of the 6.75% Preferred Stock. This
press release is attached as Exhibit 99.1.


ITEM 9.01 - EXHIBITS

(c)      Exhibits

EXHIBIT NO.             DOCUMENT DESCRIPTION
- -----------             --------------------

   99.1             Press Release dated November 19, 2004





                                   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 hereunto duly authorized.

                                          CHESAPEAKE ENERGY CORPORATION


                                    By:         AUBREY K. MCCLENDON
                                          -------------------------------------
                                                Aubrey K. McClendon
                                              Chairman of the Board and
                                               Chief Executive Officer

Date:         November 19, 2004






                                  EXHIBIT INDEX


EXHIBIT NO.             DOCUMENT DESCRIPTION
- -----------             --------------------

   99.1            Press Release dated November 19, 2004

EX-99

                                                                    EXHIBIT 99.1
                                                                    ------------


                     CHESAPEAKE ENERGY CORPORATION ANNOUNCES
                  MANDATORY CONVERSION OF 6.75% PREFERRED STOCK

OKLAHOMA  CITY,  OKLAHOMA,  NOVEMBER  19, 2004 - Chesapeake  Energy  Corporation
(NYSE:CHK)  today  announced that it will convert all of its  outstanding  6.75%
Cumulative  Convertible  Preferred  Stock,  par  value  $0.01  per  share,  into
Chesapeake  Energy  Corporation  Common  Stock,  par value  $0.01 per share,  on
November 22, 2004 (the "Conversion Date").

On the  Conversion  Date,  6.4935  shares of common  stock  will be issued  upon
conversion of each share of 6.75% preferred stock and dividends on the preferred
stock will cease to accrue.  Cash will be paid in lieu of  fractional  shares of
common  stock.  No payment or  adjustment  will be made upon  conversion  of the
preferred stock for accrued dividends with respect to the preferred stock or for
dividends  with respect to the common stock  issued upon  conversion.  There are
currently 2,714,200 shares of preferred stock outstanding.

From and after November 22, 2004, the preferred  stock not previously  converted
will be deemed to be no longer  outstanding  and all rights of the holders  with
respect to such preferred stock will terminate,  except the right to receive the
whole shares of common stock  issuable upon  conversion  and cash in lieu of any
fractional shares, as described above.

A Notice of Conversion will be mailed to shareholders of record of the preferred
stock as of the close of business on November 17, 2004. The Conversion  Agent is
UMB Bank, N.A., 928 Grand Boulevard,  13th Floor, Kansas City, Missouri,  64106,
telephone (816) 860-7411.


Chesapeake Energy Corporation is one of the six largest independent producers of
natural gas in the U.S. 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, Texas Gulf Coast
and Ark-La-Tex  regions of the United States.  The company's Internet address is
WWW.CHKENERGY.COM.