Summary of CHESAPEAKE ENERGY CORP

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective June 8, 2012, although the Company's shareholders did not approve a similar shareholder proposal on the subject, the Board of Directors (the "Board") voluntarily approved an amendment to the Company's bylaws to require that all director nominees in uncontested elections receive the affirmative vote of a majority of votes cast in order to be elected or reelected to the Board. If a director does not receive the requisite vote, the bylaws require the director to comply with the Company's director resignation procedures. In addition, the Board approved further amendments to the Company's bylaws, which included:

(1) Revisions to provide that the Chief Executive Officer of the Company may call special meetings of shareholders;

(2) Revisions to provide that the Chief Executive Officer of the Company, in addition to the Chairman of the Board, a majority of the directors then in office and the President of the Company, may call regular or special meetings of the Board;

(3) Revisions to specify the notice requirements for special meetings of the Board;

(4) Revisions to accommodate the separation of the positions of Chairman of the Board and Chief Executive Officer; and

(5) Revisions to remove the requirement that the Board elect officers on a specific date each year.

The foregoing description of the amendments to the Company's bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Company's Amended and Restated Bylaws filed as Exhibit 3.2 to this Current Report on Form 8-K.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its annual meeting of shareholders on Friday, June 8, 2012. The matters voted upon and the final voting results are as stated below.

· The shareholders elected each of the director nominees as set forth below:

                         Votes
Proposal No. 1:           For      Votes Withheld Broker Non-Votes
Election of Directors

Richard K. Davidson   114,634,033   309,368,591     125,975,332
V. Burns Hargis       111,877,012   312,125,612     125,975,332

· The shareholders voted as set forth below on five management proposals:

Votes
Proposal No. 2: For Votes Against Abstentions Broker Non-Votes Proposal to Amend
Bylaws to
Implement 411,870,838 10,268,292 1,863,494 125,975,332 Majority Voting
in Director
Elections

Votes
Proposal No. 3: For Votes Against Abstentions Broker Non-Votes Shareholder
Advisory Vote to
Approve the
Compensation of 84,550,683 337,436,166 2,015,775 125,975,332 the Company's
Named Executive
Officers

Votes
Proposal No. 4: For Votes Against Abstentions Broker Non-Votes Proposal to Amend
Long Term 364,112,628 57,300,479 2,589,517 125,975,332 Incentive Plan

                     Votes
Proposal No. 5:       For      Votes Against Abstentions Broker Non-Votes
Proposal to
Approve Annual    131,830,464  289,182,095   2,990,065     125,975,332
Incentive Plan



                     Votes                                 Broker
Proposal No. 6:       For      Votes Against Abstentions Non-Votes
Ratification
of Appointment of

Independent 510,731,614 24,994,571 14,251,771 -- Registered Public
Accounting Firm

· The shareholders voted as set forth below on four shareholder proposals:

Votes
Proposal No. 7: For Votes Against Abstentions Broker Non-Votes Shareholder
Proposal Relating
to 225,912,663 182,157,627 15,932,334 125,975,332 Re-Incorporation
in Delaware

Votes
Proposal No. 8: For Votes Against Abstentions Broker Non-Votes Shareholder
Proposal Relating
to Political 153,843,362 190,622,817 79,536,445 125,975,332 Lobbying
Expenditures

Votes
Proposal No. 9: For Votes Against Abstentions Broker Non-Votes Shareholder
Proposal Relating
to the 365,348,314 54,732,149 3,922,161 125,975,332 Supermajority
Voting Standard

Votes
Proposal No. 10: For Votes Against Abstentions Broker Non-Votes Shareholder
Proposal Relating 254,125,330 153,667,604 16,209,690 125,975,332 to Proxy Access