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)

March 22, 2006 (March 17, 2006)

CHESAPEAKE ENERGY CORPORATION

(Exact name of Registrant as specified in its Charter)

Oklahoma	1-13726	73-1395733
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer 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 230.425)
[_]	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 5 – Corporate Governance and Management

Item 5.03 Amendments to Articles of Incorporation.

Effective March 21, 2006, Chesapeake Energy Corporation (the “Company”) filed a Certificate of Elimination with the Oklahoma Secretary of State retiring 99,126 shares of 6.00% Cumulative Convertible Preferred Stock, par value $0.01 per share (the “Preferred Stock”). Of the 99,126 shares of Preferred Stock, 10,016 were acquired by the Company as the result of a conversion of the Preferred Stock into the Company’s Common Stock, par value $0.01 per share, at the option of holders. The remaining 89,110 shares were acquired by the Company as the result of a mandatory conversion of the Preferred Stock into the Company’s Common Stock. The Certificate of Elimination is attached hereto as Exhibit 3.1.

Section 8 – Other Events

Item 8.01 Other Events.

On March 20, 2006, the Company exercised its right to cause the Preferred Stock to be automatically converted into shares of Common Stock in accordance with the Certificate of Designation for the Preferred Stock. On March 17, 2006, the Company issued a press release announcing this mandatory conversion. This press release is attached hereto as Exhibit 99.1.

Section 9 – Financial Statements and Exhibits
Item 9.01 Final Statements and Exhibits.
	(c)	Exhibits
Exhibit No.				Document Description
3.1			Certificate of Elimination- 6.00% Cumulative Convertible Preferred Stock
99.1			Chesapeake Energy Corporation Press Release dated March 17, 2006.

2

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:	/s/ AUBREY K. MCCLENDON
	Aubrey K. McClendon Chairman of the Board and Chief Executive Officer

Date: March 22, 2006

3

EXHIBIT INDEX
Exhibit No.	Document Description
3.1	Certificate of Elimination- 6.00% Cumulative Convertible Preferred Stock
99.1	Chesapeake Energy Corporation Press Release dated March 17, 2006.

4

EX-3.(I)

EXHIBIT 3.1

CERTIFICATE OF ELIMINATION

Chesapeake Energy Corporation (the “Corporation”), a corporation organized and existing under the Oklahoma General Corporation Act,

DOES HEREBY CERTIFY:

FIRST: That the Corporation has acquired 99,126 shares of its 6.00% Cumulative Convertible Preferred Stock, par value $.01 per share (the “Acquired Shares”). Of the 99,126 shares, 16 shares were acquired through conversion at the option of the shareholder and 99,110 shares were acquired through mandatory conversion.

SECOND: That the Board of Directors of the Corporation has adopted resolutions retiring the Acquired Shares.

THIRD: That the Certificate of Designation for the 6.00% Cumulative Convertible Preferred Stock (the “Certificate of Designation”) prohibits the reissuance of shares when so retired and, pursuant to the provisions of Section 1078 of the Oklahoma General Corporation Act, upon the date of the filing of this Certificate of Elimination, the Certificate of Designation shall be amended so as to reduce the number of authorized shares of the 6.00% Cumulative Convertible Preferred Stock by 99,126 shares, being the total number of the Acquired Shares retired by the Board of Directors. Accordingly, the number of authorized but undesignated shares of preferred stock of the Company shall be increased by 99,126 shares. The retired Acquired Shares have a par value of $.01 per share and an aggregate par value of $991.26.

IN WITNESS WHEREOF, the Corporation has caused this Certificate to be executed by its Treasurer and Senior Vice President - Human Resources and attested to by its Secretary, this 21^st day of March, 2006.

CHESAPEAKE ENERGY CORPORATION

By:	/s/ MARTHA A. BURGER
	Martha A. Burger
	Treasurer & Senior Vice President-
	Human Resources

ATTEST:

/s/ JENNIFER M. GRIGSBY

Jennifer M. Grigsby

Secretary

EX-99

EXHIBIT 99.1

N e w s R e l e a s e Chesapeake Energy Corporation P. O. Box 18496 Oklahoma City, OK 73154

FOR IMMEDIATE RELEASE

MARCH 17, 2006

CONTACTS:

JEFFREY L. MOBLEY, CFA SENIOR VICE PRESIDENT - INVESTOR RELATIONS AND RESEARCH (405) 767-4763 MARC ROWLAND EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER (405) 879-9232

CHESAPEAKE ENERGY CORPORATION ANNOUNCES

MANDATORY CONVERSION OF 6.00% PREFERRED STOCK

OKLAHOMA CITY, OKLAHOMA, MARCH 17, 2006 – Chesapeake Energy Corporation (NYSE:CHK) today announced that it will convert all of its outstanding 6.00% Cumulative Convertible Preferred Stock, par value $0.01 per share, into Chesapeake Energy Corporation Common Stock, par value $0.01 per share, on March 20, 2006 (the “Conversion Date”).

On the Conversion Date, 4.8605 shares of common stock will be issued upon conversion of each share of 6.00% 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 99,110 shares of preferred stock outstanding.

From and after March 20, 2006, 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 has been mailed to shareholders of record of the preferred stock as of the close of business on March 15, 2006. The Conversion Agent is UMB Bank, N.A., 928 Grand Boulevard, 13^th Floor, Kansas City, Missouri, 64106, telephone (816) 860-7411.

Chesapeake Energy Corporation is the second largest independent producer of natural gas in the U.S. Headquartered in Oklahoma City, the company’s operations are focused on exploratory and developmental drilling and corporate and property acquisitions in the Mid-Continent, Permian Basin, South Texas, Texas Gulf Coast, Barnett Shale, Ark-La-Tex and Appalachian Basin regions of the United States. The company’s Internet address is www.chkenergy.com.