Chesapeake Energy Corporation Releases Letter to Shareholders

The Board of Directors of Chesapeake Energy Corporation (NYSE:CHK) today
released a letter to shareholders addressing certain issues recently
raised by the Comptroller of the City of New York, John C. Liu, who
oversees New York City pension funds that beneficially own less than
0.25% of Chesapeake′s common shares outstanding. The letter, which
outlines numerous recent actions the Board has taken to enhance
Chesapeake′s corporate governance and further strengthen its financial
position, was issued in advance of the Company′s Annual Meeting of
Shareholders to be held Friday, June 8, 2012. The full text of the
letter follows:

May 23, 2012

Dear Fellow Shareholder:

You may have recently seen a letter from the Comptroller of the City of
New York, John C. Liu, who oversees New York City pension funds that
beneficially own less than 0.25% of Chesapeake′s common shares
outstanding. While the Board of Directors appreciates constructive input
from our shareholders, we wish to address issues raised by Mr. Liu and
reiterate important steps the Board and Company have been taking as we
approach our 2012 Annual Meeting of Shareholders.

CHESAPEAKE′S BOARD HAS IMPLEMENTED SIGNIFICANT COMPENSATION CHANGES
AND IMPROVED GOVERNANCE WITH INTENTION TO SEPARATE POSITIONS OF CHAIRMAN
AND CEO

As noted in our 2012 proxy statement, we have made significant changes
to the Company′s executive compensation program in consultation with an
independent compensation advisor and, on May 18, 2012, we announced that
the Board adopted a new compensation arrangement for outside directors.
These measures are responsive to shareholder feedback and ensure that
Chesapeake′s compensation programs are fully aligned with peers while
reinforcing the link between directors′ and executive officers′
interests and those of shareholders. Among the measures we have taken
over the past year are:

• 
  Reducing directors′ annual compensation by 20%, to a level that is at
  or below that of the Company′s peers;
  
• 
  Eliminating the use of fractionally owned aircraft for personal travel
  by outside directors;
  
• 
  Reducing the CEO′s total compensation for 2011 by 15%;
  
• 
  Better aligning the entire executive management team′s compensation
  with Company performance for 2012 and beyond by implementing a new
  executive compensation program with the following features:
  
  
  • 
    Nearly 50% of total annual compensation is at risk, based on
    Company performance;
    
  • 
    An average of approximately 35% of total annual compensation will
    be allocated in performance share units that are payable only if
    certain targets are met, based on criteria such as relative and
    absolute total shareholder return and production and proved
    reserve growth;
    
  • 
    Replacing annual cash bonuses with performance based awards;
    
  • 
    Eliminating all tax gross-ups for executive officers;
    
  • 
    Minimum stock ownership guidelines.
    
• 
  Retaining an independent compensation advisor for the Board′s
  compensation committee.
  

Further enhancing corporate governance, the Board recently announced it
is separating the Chairman and CEO roles and is actively engaged in a
search for a new independent Non-Executive Chairman. The Board′s
Nominating and Corporate Governance Committee is considering potential
candidates with no previous substantive relationship with Chesapeake and
is making progress in its search.

CHESAPEAKE′S BOARD OF DIRECTORS HAS TAKEN SWIFT ACTION TO ADDRESS
SHAREHOLDER CONCERNS REGARDING THE FWPP

On May 1, 2012, the Board of Directors and CEO Aubrey K. McClendon
announced that they had agreed to the early termination of the Founder
Well Participation Program (FWPP) on June 30, 2014, 18 months before the
end of its current shareholder-approved 10-year term. Mr. McClendon will
receive no compensation of any kind in connection with the early
termination of the program.

The Board is also conducting a thorough review, through the Audit
Committee and its independent counsel, to determine whether there are
any conflicts with the Company arising from the financing arrangements
between Mr. McClendon (and the entities through which he participates in
the FWPP) and any third party that has had or may have a relationship
with the Company in any capacity.

CHESAPEAKE CONTINUES TO MAKE IMPORTANT PROGRESS TO UNLOCK THE
SUBSTANTIAL VALUE OF ITS ASSETS

We believe that Chesapeake has built the nation′s best collection of E&P
assets, and the Company has a clear strategy to harvest those assets by
focusing on developing the 10 core plays in which Chesapeake has built a
#1 or #2 position while also continuing our transition from natural gas
to liquids, reducing capital expenditures, and paying down long-term
debt.

As an important step in this strategy, we have identified for sale
during the remainder of 2012 certain non-core assets that we believe
will have a value of $9.5 to $11.0 billion. We have already completed
$2.6 billion in asset sales to date in 2012.

We believe successful execution of these initiatives will begin to close
the large gap between our current enterprise value and the total value
of our assets. We also recently completed a $4 billion term loan, which
has provided enhanced financial flexibility and the ability to execute
our planned asset sales from a position of strength.

The asset sales will enable us to pay down long-term debt, with the goal
of lowering our net debt to no more than $9.5 billion by year-end 2012.
At the same time, our strategic shifts to increasing the percentage of
our production that comes from oil and natural gas liquids and to
harvesting existing assets rather than identifying and capturing new
assets will reduce our capital expenditure requirements by allowing us
to reduce leasehold expenses and drilling activity.

DIRECTORS RICHARD K. DAVIDSON AND V. BURNS HARGIS ARE STRONG, HIGHLY
QUALIFIED INDEPENDENT DIRECTORS AND WARRANT SHAREHOLDER SUPPORT

Chesapeake′s Board is comprised of independent, highly qualified and
accomplished professionals who have the skills and experience necessary
to serve on our Board. Specifically, our two directors standing for
election at this year′s annual meeting, Richard K. Davidson and V. Burns
Hargis, have served on our Board for six and three years, respectively.
Both are highly credentialed professionals who bring to the Board
financial, operational and legal expertise that benefits the Board,
Chesapeake as a corporation, and its shareholders.

Mr. Davidson′s distinguished career in the railroad industry spanned
nearly 50 years. He spent the vast majority of his career working for
Union Pacific Corporation, one of America's leading transportation
companies, where he served as Chief Executive Officer for nine years and
as Chairman of the Board of Directors for over ten years before retiring
in 2007. Mr. ?Davidson is currently a member of the board of advisors of
HCI Equity Partners, a private equity firm headquartered in Washington,
D.C., and the board of Impala Asset Management, LLC, an investment fund
headquartered in New Haven, Connecticut. He is a past member of the
Horatio Alger Association of Distinguished Americans and previously
served on the board of the Association of American Railroads, as
chairman of the President′s National Infrastructure Advisory Council,
and as a director and trustee of the Malcolm Baldridge National Quality
Awards Foundation. Mr. ?Davidson graduated from Washburn University in
1966 and has completed the Program for Management Development at Harvard
University.

Mr. Hargis currently serves as the president of Oklahoma State
University (OSU) and the OSU System, a comprehensive land-grant
institution with 35,000 students and 7,400 employees. Prior to becoming
the 18th president of OSU, Mr. Hargis was Vice Chairman of Bank of
Oklahoma, N.A., and BOK Financial Corporation, a financial holding
company based in Tulsa, Oklahoma, from 1997 to 2008. He currently serves
as a director of both entities. Mr. Hargis distinguished himself as an
attorney during the 28 years he practiced law, serving as president of
the Oklahoma Bar Foundation and a fellow of the American Bar Foundation.
He was honorably discharged from the United States Army in 1977 after
serving for seven years. In addition to his juris doctorate from the
University of Oklahoma, Mr. Hargis also holds a degree in accounting
from OSU.

Mr. Davidson and Mr. Hargis, together with the entire Chesapeake Board,
have been taking important actions to benefit our shareholders, and the
Board remains focused on and committed to further serving the interests
of shareholders in the years ahead.

Sincerely,

Chesapeake Energy Corporation (NYSE:CHK) is the second-largest
producer of natural gas, a Top 15 producer of oil and natural gas
liquids and the most active driller of new wells in the U.S.Headquartered
in Oklahoma City, the company's operations are focused on discovering
and developing unconventional natural gas and oil fields onshore in the
U.S.Chesapeake owns leading positions in the Marcellus,
Haynesville, Bossier, and Barnett natural gas shale plays and in the
Eagle Ford, Utica, Mississippi Lime, Granite Wash, Cleveland, Tonkawa,
Niobrara, Bone Spring, Avalon, Wolfcamp and Wolfberry unconventional
liquids plays.The company has also vertically integrated
its operations and owns substantial marketing, midstream and oilfield
services businesses directly and indirectly through its subsidiaries
Chesapeake Energy Marketing, Inc., Chesapeake Midstream Development,
L.P. and Chesapeake Oilfield Services, L.L.C. and its affiliate
Chesapeake Midstream Partners, L.P. (NYSE:CHKM).Further
information is available at www.chk.com
where Chesapeake routinely posts announcements, updates, events,
investor information, presentations and news releases.

This news release includes 'forward-looking statements' that give
Chesapeake's current expectations or forecasts of future events.
Although we believe the expectations and forecasts reflected in our
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, and actual
results may differ from the expectation expressed. We caution you not to
place undue reliance on our forward-looking statements, which speak only
as of the date of this news release, and we undertake no obligation to
update this information.

Additional Information and Where to Find It

On May 11, 2012, the company filed a definitive proxy statement
with the Securities and Exchange Commission in connection with its 2012
annual meeting of shareholders.INVESTORS ARE URGED TO
READ THE DEFINITIVE PROXY STATEMENT, WHICH CONTAINS IMPORTANT
INFORMATION. You may obtain the definitive proxy statement as well as
other relevant documents, free of charge, at the website maintained by
the SEC at www.sec.gov.
Copies of the proxy statement and other filings made by the company with
the SEC can also be obtained, free of charge, at www.chk.com.

Chesapeake Energy Corporation

Jeffrey L. Mobley, CFA, 405-767-4763

jeff.mobley@chk.com

or

John
J. Kilgallon, 405-935-4441

john.kilgallon@chk.com

or

Media
Contacts:

Michael Kehs, 405-935-2560

michael.kehs@chk.com

or

Jim
Gipson, 405-935-1310

jim.gipson@chk.com