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EXHIBIT 5.1
[WINSTEAD SECHREST & MINICK LETTERHEAD]
August 30, 2000
Chesapeake Energy Corporation
6100 North Western Avenue
Oklahoma City, OK 73118
Re: Amendment No. 1 to Registration Statement
on Form S-1 (File No. 333-41014)
Ladies and Gentlemen:
We have examined Amendment No. 1 to the Registration Statement on Form
S-1 (File No. 333-41014) to be filed by you with the Securities and Exchange
Commission on or about August 30, 2000. The Registration Statement, as amended,
covers the offer and sale of 9,468,985 shares of common stock, par value $.01
per share, of Chesapeake Energy Corporation by the selling shareholders named in
the Prospectus contained in the Registration Statement. We have also examined
your Certificate of Incorporation, Bylaws and your minute books and other
corporate records, and have made such other investigation as we have deemed
necessary in order to render the opinions expressed herein.
Based on the foregoing, we are of the opinion that the shares covered
by the Registration Statement have been legally issued and are fully paid and
nonassessable in accordance with the Oklahoma General Corporation Act.
Consent is hereby given for the inclusion of this opinion as part of
the Registration Statement.
Very truly yours,
/s/ WINSTEAD SECHREST & MINICK P.C.
WINSTEAD SECHREST & MINICK P.C.
