CHESAPEAKE ENERGY CORP
8-K, 1997-05-02
CRUDE PETROLEUM & NATURAL GAS
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                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 24, 1997



                       CHESAPEAKE ENERGY CORPORATION
          (Exact name of Registrant as specified in its Charter)



   OKLAHOMA                            1-13726                     73-1395733
(State or other jurisdiction        (Commission                  (IRS Employer 
    of incorporation)               File Number)             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)
<PAGE>

             INFORMATION TO BE INCLUDED IN THE REPORT


ITEM 5.   OTHER EVENTS

     On  April  24, 1997, Chesapeake Energy Corporation ("Chesapeake") issued a
press release reporting  third  quarter  and  first  nine  months  fiscal  1997
results.   The April 24, 1997 press release is filed herewith as Exhibit 99 and
incorporated herein by reference.


ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

     (c)  Exhibits.   The following exhibit is filed herewith:

          99   Press Release issued by the Registrant on April 24, 1997.
<PAGE>

                             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: MARCUS C. ROWLAND
                                  Marcus C. Rowland
                                  Vice President - Chief Financial Officer

Dated: April 28, 1997

<PAGE>

                          EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT   DESCRIPTION                             METHOD OF FILING
<S>       <C>                                     <C>
99        Press Release issued by the Registrant  Filed herewith electronically
          on April 24, 1997.

</TABLE>
<PAGE>
                                 CONTACT: MARC ROWLAND, CHIEF FINANCIAL OFFICER
                                                        (405)848-8000, EXT. 232

FOR IMMEDIATE RELEASE                TOM PRICE, JR.,VICE PRESIDENT-
APRIL 24, 1997                                CORPORATE DEVELOPMENT
                                            (405)848-8000, EXT. 257


                CHESAPEAKE ENERGY CORPORATION REPORTS THIRD QUARTER
                   AND FIRST NINE MONTHS FISCAL 1997 RESULTS

OKLAHOMA CITY, OKLAHOMA, APRIL 24, 1997  -- Chesapeake Energy Corporation today
reported its financial results for the fiscal  1997  third  quarter ended March
31, 1997.  For the quarter, Chesapeake reported net income of  $16  million, or
$0.22  per  common  share,  on  total  revenue  of $83 million.  This is a 100%
increase over fiscal 1996's third quarter net income  of  $8  million, or $0.13
per  common  share, on total revenue of $44 million.  Cash flow from  operating
activities for  the  third  quarter of fiscal 1997 increased 96% to $51 million
from $26 million in the third quarter of fiscal 1996.

For the nine months ended March  31,  1997,  Chesapeake  reported income before
extraordinary items of $41 million, or $0.60 per common share,  on  revenue  of
$206  million. This is a 156% increase over net income of $16 million, or $0.28
per common  share,  on  revenue of $100 million for the nine months ended March
31, 1996.  Cash flow from  operations  for the current nine months increased to
$128 million from $62 million, or a 106%  increase  over  the  comparable  nine
month period.

                       PRODUCTION VOLUMES REACH RECORD LEVELS

For  the  third  quarter  of  fiscal  1997,  Chesapeake's  oil  and natural gas
production totaled 21 billion cubic feet of natural gas equivalent  (Bcfe),  an
increase  of  31%  compared  to  the  16 Bcfe produced in the fiscal 1996 third
quarter.  Average prices received were $2.55 per thousand cubic feet of natural
gas (Mcf) and $21.55 per barrel of oil,  for  a  natural  gas equivalent (Mcfe)
price  of  $2.79,  compared  to  an  Mcfe price of $1.99 in last  year's  third
quarter.

Production  for  the first nine months of  fiscal  1997  totaled  57  Bcfe,  an
increase of 33% compared  to  the  43  Bcfe  produced in last year's first nine
months.  Average prices received during the first  nine  months  of fiscal 1997
were  $2.31 per Mcf and $21.74 per barrel of oil, for an Mcfe price  of  $2.57,
compared to an Mcfe price of $1.81 in last year's first nine months.

                         AUSTIN CHALK ACTIVITY UPDATE

Chesapeake  is currently conducting operations on twelve wells in the Louisiana
Austin Chalk  Trend,  eight  of which are currently drilling horizontally. This
group of wells consist of the  Hays  9,  Vanply 21, Hecht 26, and Vanderlick 33
wells in Masters Creek, the Neil Smith 78,  Zachary  98,  and  Schexnayder 5 in
Baton Rouge and the Weyerhauser 19 in Livingston.  Additionally, the company is
drilling vertically on the Johnson 12 in Masters Creek, the Swanson 28 in Baton
Rouge, and the Vastar 1 and Temple 9 in South Brookeland.

In the Independence portion of the Giddings Field in Texas, Chesapeake's  Brown
#1-H has produced 2.0 Bcfe in its first 24 days of production, and the well  is
currently  producing  approximately  75,000 Mcfe per day. Two miles west of the
Brown, the company is currently drilling  vertically at the Wackman #1-H. Seven
miles east of the Brown, Chesapeake has temporarily  abandoned  its  Bosse #1-H
because of poor hydrocarbon shows.

In  the  Navasota  River portion of the Giddings Field, Chesapeake is currently
utilizing seven rigs to continue developing its leasehold in this area.

                                OTHER ACTIVITY

In other areas, Chesapeake  is  drilling with four rigs in the Knox Field, four
rigs in Sholem Alechem, and one rig  in  each  of  the  Arkoma  Basin, Anadarko
Basin, Lovington area, and Williston Basin.


Chesapeake  Energy  Corporation is an independent oil and natural gas  producer
headquartered in Oklahoma City which specializes in utilizing advanced seismic,
drilling and completion technologies to develop new reserves of oil and natural
gas.  The company's operations  are  focused  on  exploratory and developmental
drilling in major onshore producing areas of the United States.

                               ####

THE  INFORMATION  IN  THIS RELEASE INCLUDES CERTAIN FORWARD-LOOKING  STATEMENTS
THAT ARE BASED ON ASSUMPTIONS  THAT  IN  THE  FUTURE MAY PROVE NOT TO HAVE BEEN
ACCURATE.  THOSE STATEMENTS, AND CHESAPEAKE ENERGY  CORPORATION'S  BUSINESS AND
PROSPECTS,  ARE  SUBJECT  TO  A NUMBER OF RISKS, INCLUDING PRODUCTION VARIANCES
FROM EXPECTATION, VOLATILITY OF  OIL  AND  GAS  PRICES, THE NEED TO DEVELOP AND
REPLACE ITS RESERVES, THE SUBSTANTIAL CAPITAL EXPENDITURES REQUIRED TO FUND ITS
OPERATIONS, ENVIRONMENTAL RISKS, DRILLING AND OPERATING RISKS, RISKS RELATED TO
EXPLORATORY  AND  DEVELOPMENTAL  DRILLING,  UNCERTAINTIES  ABOUT  ESTIMATES  OF
RESERVES, COMPETITION, GOVERNMENT REGULATION, AND THE ABILITY OF THE COMPANY TO
IMPLEMENT ITS BUSINESS STRATEGY.  THESE AND OTHER  RISKS  ARE  DESCRIBED IN THE
COMPANY'S  REPORTS  THAT  ARE  AVAILABLE FROM THE UNITED STATES SECURITIES  AND
EXCHANGE COMMISSION.

<PAGE>
<TABLE>
                             CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES
                                   CONSOLIDATED STATEMENTS OF INCOME
                                  ($ in 000's, except per share data)
                                     
<CAPTION>
THREE MONTHS ENDED:                                      MARCH 31, 1997                    MARCH 31, 1996
                                                   ------------------------------      -------------------------
<S>                                                <C>                     <C>         <C>                <C>
                                                   $                       $/MCFE      $                  $/MCFE
                                                   -------                 ------      --------           ------
REVENUES:
   Oil and gas sales                                57,399                  2.79         30,887           1.99
   Oil and gas marketing sales                      22,410                  1.09         11,558           0.75
   Oil and gas service operations                   -                          -          1,700           0.11
   Interest and other                                3,277                  0.16            250           0.02
                                                   -------                 ------      --------           ------ 
     Total revenues                                 83,086                  4.04         44,395           2.87
                                                   -------                 ------      --------           ------
EXPENSES:
   Production expenses and taxes                     4,308                  0.21          2,136           0.14
   Oil and gas marketing expenses                   21,747                  1.06         10,788           0.70
   Oil and gas service operations                   -                          -          1,244           0.08
   Depreciation, depletion, and
     amortization of oil and gas properties         24,663                  1.20         13,035           0.84
   Depreciation and amortization of other assets       873                  0.04            766           0.05
   General and administrative                        2,481                  0.12          1,435           0.09
   Interest                                          3,654                  0.18          3,173           0.21
                                                   -------                 ------      --------           ------
      Total expenses                                57,726                  2.81         32,577           2.11
                                                   -------                 ------      --------           ------
Income Before Income Tax and Extraordinary Item     25,360                  1.23         11,818           0.76
Provision for Income Tax Expense                     9,255                  0.45          4,195           0.27
                                                   -------                 ------      --------           ------
Income Before Extraordinary Item                    16,105                  0.78          7,623           0.49

EXTRAORDINARY ITEM:
   Loss on early extinguishment of debt,
     net of applicable income tax of $101             (177)                  -              -              -
                                                   -------                 ------      --------           ------

NET INCOME                                          15,928                  0.78          7,623           0.49
                                                   =======                 ======      ========           ======
NET EARNINGS PER COMMON SHARE AND
COMMON EQUIVALENT SHARE (PRIMARY)
  INCOME BEFORE EXTRAORDINARY ITEM                    0.22                   -             0.13            -
  EXTRAORDINARY ITEM                                   -                     -              -              -
                                                   -------                 ------      --------           ------
  NET INCOME                                          0.22                   -             0.13            -
                                                   =======                 ======      ========           ======
NET EARNINGS PER COMMON SHARE AND
COMMON EQUIVALENT SHARE (FULLY DILUTED)
  INCOME BEFORE EXTRAORDINARY ITEM                    0.22                   -             0.13            -
  EXTRAORDINARY ITEM                                   -                     -              -              -
                                                   -------                 ------      --------           ------
  NET INCOME                                          0.22                   -             0.13            -
                                                   =======                 ======      ========           ======
AVERAGE COMMON SHARES AND COMMON
EQUIVALENT SHARES OUTSTANDING
  PRIMARY                                           73,493                   -           58,470            -
  FULLY DILUTED                                     73,493                   -           58,642            -
                                                   =======                 ======      ========           ======
CASH FLOW FROM OPERATING ACTIVITIES<F1>             50,896                  2.48         25,619           1.65
                                                   =======                 ======      ========           ======
THOUSANDS OF BARRELS OF OIL (MBBL):                    801                 + 134%           342
MILLIONS OF CUBIC FEET OF GAS (MMCF):               15,742                 +  17%        13,462
MILLIONS OF CUBIC FEET OF GAS EQUIVALENTS           20,548                 +  32%        15,514
(MMCFE):
AVERAGE PRICE/BARREL                               $ 21.55                 +  17%       $ 18.44
AVERAGE PRICE/MCF                                   $ 2.55                 +  39%       $  1.83
AVERAGE GAS EQUIVALENT PRICE/MCFE                   $ 2.79                 +  40%       $  1.99
_______________

<FN>
<F1>  Income before extraordinary item plus depreciation, depletion and 
      amortization expense, and the provision for deferred income taxes.
</FN>
</TABLE>

<TABLE>
<CAPTION>
NINE MONTHS ENDED:                                       MARCH 31, 1997                    MARCH 31, 1996
                                                   -------------------------------       ---------------------
<S>                                                <C>                     <C>          <C>            <C>         
                                                  $                        $/MCFE       $              $/MCFE
                                                  --------                 ------       -------        -------
REVENUES:
   Oil and gas sales                               147,566                  2.57         77,237           1.81
   Oil and gas marketing sales                      52,429                  0.92         15,345           0.36
   Oil and gas service operations                     -                        -          5,317           0.12
   Interest and other                                5,793                  0.10          2,041           0.05
                                                  --------                  -----        ------        -------
     Total revenues                                205,788                  3.59         99,940           2.34
                                                  --------                  -----        ------        -------
EXPENSES:
   Production expenses and taxes                    10,182                  0.18          5,839           0.14
   Oil and gas marketing expenses                   51,295                  0.89         14,554           0.34
   Oil and gas service operations                     -                      -            4,263           0.10
   Depreciation, depletion, and
     amortization of oil and gas properties         60,906                  1.06         35,268           0.83
   Depreciation and amortization of other assets     2,709                  0.05          2,151           0.05
   General and administrative                        6,220                  0.11          3,347           0.08
   Interest                                          9,870                  0.17          9,717           0.22
                                                  --------                  -----        ------        -------
      Total expenses                               141,182                  2.46         75,139           1.76
                                                  --------                  -----        ------        -------
Income Before Income Tax and Extraordinary Item     64,606                  1.13         24,801           0.58
Provision for Income Tax Expense                    23,580                  0.41          8,804           0.21
Income Before Extraordinary Item                    41,026                  0.72         15,997           0.37

EXTRAORDINARY ITEM:
   Loss on early extinguishment of debt,
     net of applicable income tax of $3,804         (6,620)                (0.12)          -               -
                                                  --------                  -----        ------        -------
NET INCOME                                          34,406                  0.60         15,997           0.37
                                                  ========                  =====        ======        =======

NET EARNINGS PER COMMON SHARE AND
COMMON EQUIVALENT SHARE (PRIMARY)
   INCOME BEFORE EXTRAORDINARY ITEM                   0.60                   -             0.28            -
   EXTRAORDINARY ITEM                                (0.10)                  -              -              -
                                                  --------                  -----        ------        -------
   NET INCOME                                         0.50                   -             0.28            -
                                                  ========                  =====        ======        =======
NET EARNINGS PER COMMON SHARE AND
COMMON EQUIVALENT SHARE (FULLY DILUTED)
   INCOME BEFORE EXTRAORDINARY ITEM                   0.60                   -             0.27            -
   EXTRAORDINARY ITEM                                (0.10)                  -              -              -
                                                  --------                  -----        ------        -------
   NET INCOME                                         0.50                   -             0.27            -
                                                  ========                  =====        ======        =======
AVERAGE COMMON SHARES AND COMMON
EQUIVALENT SHARES OUTSTANDING
   PRIMARY                                          68,683                   -           57,984            -
   FULLY DILUTED                                    68,680                   -           58,692            -
                                                  ========                  =====        ======        =======
CASH FLOW FROM OPERATING ACTIVITIES<F1>            128,221                  2.24         62,220           1.46
                                                  ========                  =====        ======        =======

THOUSANDS OF BARRELS OF OIL (MBbl):                  1,917                  + 85%         1,036
MILLIONS OF CUBIC FEET OF GAS (MMcf):               45,837                  + 26%        36,410
MILLIONS OF CUBIC FEET OF GAS EQUIVALENTS (Mmcfe):  57,339                  + 35%        42,628

AVERAGE PRICE/BARREL                               $ 21.74                  + 25%        $ 17.46
AVERAGE PRICE/MCF                                   $ 2.31                  + 43%         $ 1.62
AVERAGE GAS EQUIVALENT PRICE/MCFE                   $ 2.57                  + 42%         $ 1.81
_________________

<FN>
<F1>
Income before extraordinary item plus depreciation, depletion and amortization
expense, and the provision for deferred income taxes.
</FN>
</TABLE>


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