Item 8.01 Other Events.

On November 29, 2012, Southwestern Energy Company issued a press release announcing the commencement of an exchange offer for up to $1,000,000,000 aggregate principal amount of its 4.10% Senior Notes due 2022, which are not registered under the Securities Act of 1933, as amended (the "Act"), for an equal principal amount of its 4.10% Senior Notes due 2022, which have been registered under the Act. The exchange offer will commence on November 29, 2012 and expire at 5:00 p.m., New York City time, on December 28, 2012.

The press release announcing the commencement of the exchange offer is filed herewith as exhibit 99.1, and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are filed with this Current Report pursuant to Item 8.01.

(d) Exhibits.

99.1 Press release dated November 29, 2012.

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