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Signatures Pursuant to the requirements of Section 13 or 15(d) 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 Date: March 1, 2011 By /s/ AUBREY K. MCCLENDON Aubrey K. McClendon Chairman of the Board and Chief Executive Officer POWER OF ATTORNEY Each person whose signature appears below constitutes and appoints Aubrey K. McClendon and Domenic J. Dell’Osso, Jr., and each of them, either one of whom may act without joinder of the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any or all amendments to this Annual Report on Form 10-K, and to file the same, with all, exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each, and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, or the substitute or substitutes of any or all of them, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Capacity Date /s/ AUBREY K. MCCLENDON Aubrey K. McClendon /s/ DOMENIC J. DELL’OSSO, JR. Domenic J. Dell’Osso, Jr. /s/ MICHAEL A. JOHNSON Michael A. Johnson /s/ RICHARD K. DAVIDSON Richard K. Davidson /s/ KATHLEEN EISBRENNER Kathleen Eisbrenner /s/ V. BURNS HARGIS V. Burns Hargis /s/ FRANK KEATING Frank Keating /s/ CHARLES T. MAXWELL Charles T. Maxwell /s/ ME<strong>RR</strong>ILL A. MILLER, JR. Merrill A. Miller, Jr. /s/ DON NICKLES Don Nickles /s/ FREDERICK B. WHITTEMORE Frederick B. Whittemore Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer) Executive Vice President and Chief Financial Officer (Principal Financial Officer) Senior Vice President – Accounting, Controller and Chief Accounting Officer (Principal Accounting Officer) March 1, 2011 March 1, 2011 March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 Director March 1, 2011 144
CORPORATE INFORMATION Corporate Headquarters 6100 North Western Avenue Oklahoma City, OK 73118 (405) 935-8000 Internet Address Company financial information, public disclosures and other information are available through Chesapeake’s website at www.chk.com. Common Stock Chesapeake Energy Corporation’s common stock is listed on the New York Stock Exchange (NYSE) under the symbol CHK. As of March 31, 2011, there were approximately 415,000 beneficial owners of our common stock. Common Stock Dividends During 2010 the company declared a cash dividend of $0.075 per share on March 8, June 21, September 1 and December 20 for a total dividend declared of $0.30 per share. Independent Public Accountants PricewaterhouseCoopers LLP 6120 South Yale, Suite 1850 Tulsa, OK 74136 (918) 524-1200 Stock Transfer Agent and Registrar Communication concerning the transfer of shares, lost certificates, duplicate mailings or change of address notifications should be directed to our transfer agent: Computershare Trust Company, N.A. 250 Royall Street Canton, MA 02021 (800) 884-4225 www.computershare.com Trustee for the Company’s Senior Notes The Bank of New York Mellon Trust Company, N.A. 101 Barclay Street, 8th Floor New York, NY 10286 www.bnymellon.com Forward-looking Statements This report includes “forward-looking statements” that give our current expectations or forecasts of future events. They include estimates of natural gas and oil reserves, expected production, assumptions regarding future natural gas and oil prices, planned drilling activity and capital expenditures, and future asset sales, as well as statements concerning anticipated cash flow and liquidity, business strategy and other plans and objectives for future operations. Although we believe the expectations and forecasts reflected in these and other forward-looking statements are reasonable, we can give no assurance they will prove to have been correct. They can be affected by inaccurate assumptions or by known or unknown risks and uncertainties. Factors that could cause actual results to differ materially from expected results are described under “Risk Factors” in Item 1A of our 2010 Annual Report on Form 10-K included in this report. We caution you not to place undue reliance on forward-looking statements, and we undertake no obligation to update this information. We urge you to carefully review and consider the disclosures made in this report and our other filings with the Securities and Exchange Commission (SEC) regarding the risks and factors that may affect our business. The SEC requires natural gas and oil companies, in filings made with the SEC, to disclose proved reserves and permits the optional disclosure of probable and possible reserves. While Chesapeake has elected not to report probable and possible reserves in its filings with the SEC, we have pro- vided estimates in this report of what we consider to be our “total resource base.” This term includes our estimated proved reserves as well as “risked and unrisked unproved resources,” which represent Chesapeake’s internal estimates of volumes of natural gas and oil that are not classified as proved reserves but are potentially recoverable through exploratory drilling or additional drilling or recovery techniques. Our estimates of unproved resources are not intended to correspond to probable and possible reserves, as defined by SEC regulations, and are by their nature more speculative than estimates of proved reserves and accordingly are subject to substantially greater risk of being actually realized by the company. 2011 High Low Last First Quarter $ 35.95 $ 25.93 $ 33.52 2010 High Low Last Fourth Quarter $ 26.43 $ 20.97 $ 25.91 Third Quarter 23.00 19.68 22.65 Second Quarter 25.55 19.62 20.95 First Quarter 29.22 22.10 23.64 2009 High Low Last Fourth Quarter $ 30.00 $ 22.06 $ 25.88 Third Quarter 29.49 16.92 28.40 Second Quarter 24.66 16.43 19.83 First Quarter 20.13 13.27 17.06 2008 High Low Last Fourth Quarter $ 35.46 $ 9.84 $ 16.17 Third Quarter 74.00 31.15 35.86 Second Quarter 68.10 45.25 65.96 First Quarter 49.87 34.42 46.15 WWW.CHK.COM
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2010: A YEAR OF TRANSITION AND ACHI
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1 | FINANCIAL REVIEW 2010 ANNUAL RE
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4 | LETTER TO SHAREHOLDERS DEAR FEL
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6 | LETTER TO SHAREHOLDERS vs. an a
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8 | LETTER TO SHAREHOLDERS Growing
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10 | LETTER TO SHAREHOLDERS with th
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12 | LETTER TO SHAREHOLDERS wet nat
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14 | LETTER TO SHAREHOLDERS Rig lig
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16 | OPERATING AREAS AMERICA’S PR
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2010 ANNUAL REPORT | 19 Unconcerned
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What advantages does CHK’s unique
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2010 ANNUAL REPORT | 23 Employees l
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to selected students pursuing caree
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process is saving the company an av
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OFFICERS » Aubrey K. McClendon Cha
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George Bradley Kim Brady David Bran
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Daniel Alford Kenny Alford Jamie Al
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Danny Games Felipe Garcia Melissa G
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Jeff C. Glenn Jeannie Harris Larry
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Allison Earl Shannon Earley Jeremy
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Michael Bowling Jesse Bowman Matthe
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Terrydon Maroney Maria Marquez Ken
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UNITED STATES SECURITIES AND EXCHAN
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ITEM 1. Business Our Business Part
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Information About Us Our principal
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Build Operating Focus and Scale. We
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Eagle Ford Shale. Chesapeake’s Ea
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Production, Sales, Prices and Expen
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are based on prices, costs and disc
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The table below compares our estima
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Exploration and Development, Acquis
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Our marketing activities, along wit
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govern our operations carry substan
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Title to Properties Our title to pr
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Present Value or PV-10. When used w
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ITEM 1A. Risk Factors Natural gas a
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eserves will require significant ca
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least 1.65 times. Under certain cir
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Our operations may be adversely aff
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Part II ITEM 5. Market for Registra
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Years Ended December 31, 2010 2009
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(c) Includes the effects of realize
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Our goal of a 25% reduction in debt
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customary conditions, including fil
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In 2010, we received cash distribut
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Corporate Credit Facility. Our $4.0
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optional repurchase dates, the comm
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The estimated fair values of our na
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For 2010, we realized an average pr
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The following table shows our produ
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Interest Expense. Interest expense
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The selection and application of ac
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Under accounting guidance for incom
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Although we believe the expectation
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As of December 31, 2010, we had the
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We have determined the fair value o
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(a) Month LIBOR has been abbreviate
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MANAGEMENT’S REPORT ON INTERNAL C
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CHESAPEAKE ENERGY CORPORATION AND S
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Compressor Leases CHESAPEAKE ENERGY
Page 139 and 140: 5. Income Taxes CHESAPEAKE ENERGY C
Page 141 and 142: CHESAPEAKE ENERGY CORPORATION AND S
Page 161 and 162: 11. Divestitures CHESAPEAKE ENERGY
Page 165 and 166: 13. Restructuring Costs CHESAPEAKE
Page 181 and 182: Schedule II Description CHESAPEAKE
Page 183 and 184: PART III ITEM 10. Directors, Execut
Page 185 and 186: Exhibit Number Exhibit Description
Page 187 and 188: Exhibit Number Exhibit Description
Page 189: Exhibit Number Exhibit Description
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