Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 29, 2013, Aubrey K. McClendon, Chief Executive Officer, President and a director of Chesapeake Energy Corporation (the "Company"), agreed to retire from the Company. Mr. McClendon will continue to serve as Chief Executive Officer, President and a director until the earlier of April 1, 2013 or the time at which his successor is appointed. Mr. McClendon's departure from the Company will be treated as a termination without cause under his employment agreement, a copy of which was filed as Exhibit 10.2.1 to the Company's Form 10-Q for the quarter ended March 31, 2009, and he will be entitled to termination compensation and benefits accordingly. For purposes of calculating the cash compensation payable to Mr. McClendon thereunder, annual base salary and bonus compensation will be $975,000 and $1,950,000, respectively, payable over the remaining four years of his employment agreement.

Item 7.01 Regulation FD Disclosure.

On January 29, 2013, the Company issued a press release announcing that Mr. McClendon agreed to retire from the Company. A copy of this press release is attached as Exhibit 99.1 to this Current Report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. See "Exhibit Index" attached to this Current Report on Form 8-K, which is incorporated by reference into this Item 9.01.