Brian Grow presents "Chasing Chesapeake" during the Fall 2013 Society of American Business Editors and Writers Conference in New York, Oct. 4, 2013. Grow is a special enterprise correspondent and editor-in-charge based in Atlanta for Reuters. For more information on training for business journalists, please visit http://businessjournalism.org.

1. CHASING
CHESAPEAKE
How
Reuters
mined
SEC
filings
in
its
examina7on
of
Chesapeake
Energy
Corp.’s
tangled
business
By
Brian
Grow,
Anna
Driver,
Joshua
Schneyer,
John
Shiffman
and
Carrick
Mollenkamp

2. Brian
Grow
• Special
enterprise
correspondent
and
editor-­‐in-­‐charge
based
in
Atlanta
for
Reuters.
• Former
project
director
for
business
and
financial
inves=ga=ons
at
The
Center
for
Public
Integrity
in
Washington
• Former
beat
reporter
for
BusinessWeek
covering
retail,
airlines,
cybersecurity
and
immigra=on
and
a
senior
writer
for
its
inves=ga=ons
team.
• Won
22
awards
in
the
last
five
years,
including
Gerald
S.
Loeb
Awards
in
2012
and
2013

3. What
You
Will
Learn
• How
to
iden=fy
red
flags
in
SEC
filings
• How
to
cross-­‐reference
SEC
filings
to
look
for
inconsistencies
• How
to
use
addi=onal
public
data
sources
such
as
land
records
to
verify
and
fact-­‐
check

5. Pursuant
to
the
requirements
of
the
Securi=es
Act
of
1933,
this
Registra=on
Statement
has
been
signed
by
the
following
persons,
in
the
capaci=es
and
on
the
date
indicated.
Signature
Capacity
Date
/S/
AUBREY
K.
MCCLENDON
Aubrey
K.
McClendon
Chief
ExecuJve
Officer
(Principal
ExecuJve
Officer)
of
each
of
Northern
Michigan
ExploraJon
Company,
L.L.C.
and
Winter
Moon
Energy
Company,
L.L.C.
and
Director
of
LA
Land
AcquisiJon
CorporaJon,
the
Sole
Member
of
each
of
Northern
Michigan
ExploraJon
Company,
L.L.C.
and
Winter
Moon
Energy
Company,
L.L.C.
February
8,
2011
Post-­‐EffecJve
Amendment
No.
1
To
Form
S-­‐3
REGISTRATION
STATEMENT
UNDER
THE
SECURITIES
ACT
OF
1933
Chesapeake
Energy
Corpora=on*
February
8,
2011
EXPLANATORY
NOTE
This
Registra=on
Statement
on
Form
S-­‐3
(Registra=on
No.
333-­‐168509)
of
Chesapeake
Energy
Corpora=on
(the
“Company”)
and
its
subsidiary
guarantor
registrants
(the
“Registra=on
Statement”)
is
being
amended
to
(i)
add
Chesapeake
E&P
Holding
CorporaJon,
Chesapeake
VRT,
L.L.C.,
EMLP,
L.L.C.,
Empress,
L.L.C.,
LA
Land
AcquisiJon
CorporaJon,
Northern
Michigan
ExploraJon
Company,
L.L.C.,
and
Winter
Moon
Energy
Company,
L.L.C.,
all
subsidiaries
of
the
Company,
as
co-­‐registrants
that
are,
or
may
poten=ally
be,
guarantors
of
some
or
all
of
the
debt
securi=es
with
respect
to
which
offers
and
sales
are
registered
under
this
Registra=on
Statement

9. TEXT
OF
CHESAPEAKE
EMAIL
Sender:
Chesapeake
Execu=ve
Recipient:
Chesapeake
Execu=ve
Subject:
Michigan
En=ty
Date:
July
13,
2010
Fyi
–
Northern
Michigan
ExploraNon
Company,
LLC
was
the
buyer
on
the
O.I.L.
Energy
deal.
I
do
not
see
this
company
in
our
subsidiary
list.
Should
I
use
Co.
337
in
the
meanNme?
Winter
Moon
(Co.
142)
was
the
buyer
on
the
MarqueZe
ExploraNon
deal.

10. Item
8.01.
Other
Events.
On
February
21,
2011,
Chesapeake
Explora=on,
L.L.C.
("CELLC"),
a
wholly
owned
subsidiary
of
Chesapeake
Energy
Corpora=on
(the
"Company"),
entered
into
a
Purchase
and
Sale
Agreement
(the
"Purchase
Agreement")
with
BHP
Billiton
Petroleum
(North
America
1)
LLC
("BHP"),
a
wholly
owned
subsidiary
of
BHP
Billiton
Limited,
pursuant
to
which
BHP
agreed
to
purchase
the
Company's
interests
in
approximately
487,000
net
acres
of
leasehold,
producing
natural
gas
proper=es
and
related
assets
in
the
Fayeeeville
Shale
play
in
central
Arkansas
(the
"Divested
Proper=es")
for
approximately
$4.75
billion.
…….
Chesapeake
Investments,
an
Oklahoma
Limited
Partnership,
Larchmont
Resources,
L.L.C.
and
Jamestown
Resources,
L.L.C.,
which
are
affiliates
of
Aubrey
K.
McClendon,
the
Company's
Chief
ExecuJve
Officer
and
Chairman,
are
also
parJes
to
the
Purchase
Agreement.
Such
par=es
own
a
working
interest
in
a
por=on
of
the
developed
producing
proper=es
included
in
the
Divested
Proper=es
which
were
acquired
through
par=cipa=on
in
drilling
pursuant
to
the
Company's
Founder
Well
Par=cipa=on
Program.
The
interest
owned
by
such
en==es
will
be
conveyed
to
BHP
in
the
transac=on
at
the
same
price
and
on
the
same
terms
and
condi=ons
as
those
that
apply
to
CELLC.
UNITED
STATES
SECURITIES
AND
EXCHANGE
COMMISSION
Washington,
D.C.
20549
FORM
8-­‐K,
Feb.
21,
2011

11. Reuters
Exclusive:
Chesapeake
CEO
McClendon
cashes
in
on
well
deals
By Anna Driver
HOUSTON | Mon Aug 15, 2011 1:25pm EDT
(Reuters) - Chesapeake Energy Corp Chief Executive Aubrey McClendon is
legendary on Wall Street for his dealmaking prowess, but investors may not realize
the deals put money directly into his pocket.

12. THE
HUNCH
• Could
Chesapeake
be
using
its
vast
assortment
of
LLCs
to
keep
debt
off
the
balance
sheet?
• Could
McClendon,
through
his
LLCs,
be
helping?
• Could
Chesapeake
be
the
next
Enron?

15. 2011
CHESAPEAKE
PROXY

16. 2011
CHESAPEAKE
PROXY
Engineering Support. Mr. McClendon receives support services from certain of the
Company’s reservoir engineering staff who provide reserve data and analysis
related to personal financing transactions entered into by Mr. McClendon with
respect to certain of his interests in the Company’s wells acquired under the
FWPP (such program is described under “Transactions with Related Persons—
Founder Well Participation Program” on page 60).
Mr. McClendon participates in the FWPP through entities in which all equity
interests are owned solely by Mr. McClendon and his immediate family members
as approved by the Compensation Committee in accordance with the FWPP.
Mr. McClendon’s interests are his personal assets and the FWPP does not restrict
sales, other dispositions or financing transactions involving FWPP interests
previously acquired from the Company.

17. QUOTE
FROM
VETERAN
WALL
STREET
ANALYST
“If
they
are
showing
that
kind
of
nega=ve
cash
flow,
the
wells
don’t
have
value,”
said
Phil
Weiss,
oil
analyst
at
Argus
Research
who
has
a
sell
ra=ng
on
the
company’s
shares.
But
given
that
McClendon
has
borrowed
more
than
$1
billion
based
on
the
value
of
his
well
stakes,
“I
really
don’t
think
(the
company’s
disclosures)
tell
me
much,”
Weiss
said.

20. THIRD AMENDED AND RESTATED
EMPLOYMENT AGREEMENT
THIS AGREEMENT is made effective January 1, 2004, between CHESAPEAKE
ENERGY CORPORATION, an Oklahoma corporation (the “Company”), and
AUBREY K. McCLENDON, an individual (the “Executive”).
3. Other Activities. Except for the activities (the “Permitted Activities”) expressly
permitted by paragraphs 3.1 and 3.2 of this Agreement or approved by the board of
directors of the Company, the Executive will not: (a) engage in business
independent of the Executive’s employment by the Company which requires any
substantial portion of the Executive’s time; (b) serve as an officer or director of any
public corporation, partnership, company, or firm; (c) except for passive investments
that do not violate this Agreement and require only a minimal portion of the
Executive’s time, serve as a general partner or member of any corporation,
partnership, company or firm; or (d) directly or indirectly invest in, participate in or
acquire an interest in any oil and gas business, including, without limitation, (i)
producing oil and gas, (ii) drilling, owning or operating oil and gas leases or wells,
(iii) providing services or materials to the oil and gas industry, (iv) marketing or
refining oil or gas, or (v) owning any interest in any corporation, partnership,
company or entity which conducts any of the foregoing activities.

22. THE
LAVISH
AND
LEVERAGED
LIFE
OF
AUBREY
MCCLENDON
(REUTERS)
-­‐-­‐
OKLAHOMA
CITY,
June
7
,
2012
In
an
annex
at
the
headquarters
of
Chesapeake
Energy
Corp,
a
unit
informally
known
as
AKM
Opera=ons
manages
a
top
company
priority:
the
personal
business
of
its
namesake,
Chief
Execu=ve
Aubrey
K.
McClendon.
According
to
internal
documents
reviewed
by
Reuters,
the
unit’s
accountants,
engineers
and
supervisors
handled
about
$3
million
of
personal
work
for
McClendon
in
2010
alone.
Among
other
tasks,
the
unit’s
controller
once
helped
coordinate
the
repair
of
a
McClendon
house
that
was
damaged
by
hailstones.

23. 2011
CHESAPEAKE
PROXY
For safety, security and efficiency, the Company provides Mr. McClendon with the
use of fractionally-owned company aircraft. The Company also provides Mr.
McClendon with certain home security services due to the high profile nature of his
position. Additionally, the Company provides Mr. McClendon with accounting
and engineering support services to enable him to focus on the variety of critical
and complex issues that currently face the U.S. natural gas and oil industry while
remaining actively involved in the oversight of the day-to-day management of the
Company.

24. 2011
CHESAPEAKE
PROXY,
CONT.
(c) This column represents the value of other benefits provided to the NEOs, other
than Mr. McClendon, including compressed natural gas retrofitting for personally
purchased vehicles and monthly country club dues. Also reflected are amounts for
supplemental life insurance premiums for all NEOs and, other than Mr. McClendon
and Mr. Rowland, amounts for financial advisory services. The amounts
reported in this column for Mr. McClendon in 2010 include (i) $250,000 for
the costs related to personal accounting support provided to Mr. McClendon
by our employees, net of reimbursement, and (ii) $119,135 for personal security
provided to Mr. McClendon and his family.

26. Antitrust Investigation. On June 29, 2012, Chesapeake received a
subpoena duces tecum from the Antitrust Division, Midwest Field Office of
the U.S. Department of Justice. The subpoena requires the Company to
produce certain documents before a grand jury in the Western District of
Michigan, which is conducting an investigation into possible violations of
antitrust laws in connection with the purchase and lease of oil and gas
rights. The Company has also received demands for documents and
information from state governmental agencies in connection with other
investigations relating to the Company’s purchase and lease of oil and gas
rights. Chesapeake intends to provide information in response to these
investigations, and its Board of Directors is conducting an internal review of
the matter.

27. WHAT
DOES
THE
LANGUAGE
IN
THE
SEC
STATEMENT
ABOUT
“ANTITRUST
INVESTIGATIONS”
TELL
YOU?

28. TAKE-­‐AWAYS
• SEC
FILINGS
OFTEN
PROVIDE
THE
MINIMUM
AMOUNT
OF
INFORMATION
REQUIRED.
• IN
MORE
RARE
CASES,
SEC
FILINGS
CAN
BE
INTENTIONALLY
MISLEADING.
• REVIEW
SKEPTICALLY,
ASSESS
WHAT’S
MISSING
–
REASON
FOR
A
PERK?
NAME
OF
A
COMPANY?
DEFINITION
OF
A
TERM
LIKE
“FINANCING”?
• CONSIDER
–
WHERE
CAN
I
GO
TO
FIND
MISSING
DATA
INDEPENDENTLY?
WHAT
DATABASES,
SOURCES?
• CORROBORATE
AND
REQUEST
COMMENT.

29. QuesJons?
Brian
Grow
Special
enterprise
correspondent
and
editor-­‐in-­‐
charge
for
Reuters
Based
in
Atlanta
brian.grow@thomsonreuters.com