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)
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                            MAY 2, 2005 (MAY 2, 2005)


                          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)


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 2 - FINANCIAL INFORMATION

ITEM 2.02 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         We issued a press release on May 2, 2005,  which  includes  information
regarding our consolidated  results of operations and financial  condition as of
and for the  quarterly  period ended March 31, 2005.  It also  includes  updated
information  on our 2005 outlook.  The text of that press release is attached to
this Report as an exhibit and is incorporated by reference herein.


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS

(c)     Exhibits.

        Exhibit 99.1    Press release dated May 2, 2005

                                        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

Dated:        May 2, 2005

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                                  EXHIBIT INDEX


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

           99.1                 Press release dated May 2, 2005

                                       4