SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D


                    Under the Securities Exchange Act of 1934

                          CHESAPEAKE ENERGY CORPORATION
                                (Name of Issuer)

                  6.75% Cumulative Convertible Preferred Stock
                         (Title of Class of Securities)

                                   165167 50 3
                                 (CUSIP Number)

                              Shannon Self, Esquire
                           Commercial Law Group, P.C.
                               2725 Oklahoma Tower
                                 210 Park Avenue
                          Oklahoma City, Oklahoma 73102
                                 (405) 232-3001
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                  May 16, 2003
             (Date of Event Which Requires Filing of this Statement)

If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule  because of Rule 13d-1(e),  Rule 13d-1(f) or Rule  13d-1(g),  check the
following box. [ ]

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the  schedule,  including  all  exhibits.  See Rule 13d-7(b) for other
parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).





CUSIP NO. 16517 50 3


   (1)  Names of Reporting Persons, I.R.S. Identification   Aubrey K. McClendon
        Nos. of Above Persons (entities only)

   (2)  Check the Appropriate Box if a Member of a Group              (a)  [  ]
        (See Instructions)                                            (b)  [  ]

   (3)  SEC Use Only

   (4)  Source of Funds (See Instructions)                                   PF

   (5)  Check if Disclosure of Legal Proceedings is Required               [  ]
        Pursuant to Items 2(d) or 2(e)

   (6)  Citizenship or Place of Organization                                USA

        ------------------------------------------------------

Number of Shares     (7)   Sole Voting Power                            211,500

Beneficially Owned   (8)   Shared Voting Power                                0

By Each Reporting    (9)   Sole Disposition                             211,500

Person With:        (10)  Shared Dispositive Power                            0


  (11)  Aggregate Amount Beneficially Owned by Each                     211,500
        Reporting Person

  (12)  Check if the Aggregate Amount in Row (11) Excludes                  [x]
        Certain Shares (See Instructions)

  (13)  Percent of Class Represented by Amount in Row (11)                7.05%

  (14)  Type of Reporting Person (See Instructions)                          IN



                                       2


CUSIP NO. 16517 50 3


   (1)  Names of Reporting Persons, I.R.S. Identification           Tom L. Ward
        Nos. of Above Persons (entities only)

   (2)  Check the Appropriate Box if a Member of a Group              (a)  [  ]
        (See Instructions)                                            (b)  [  ]

   (3)  SEC Use Only

   (4)  Source of Funds (See Instructions)                                   PF

   (5)  Check if Disclosure of Legal Proceedings is                        [  ]
        Required Pursuant to Items 2(d) or 2(e)

   (6)  Citizenship or Place of Organization                                USA

        --------------------------------------------------------

Number of Shares     (7)   Sole Voting Power                            211,500

Beneficially Owned   (8)   Shared Voting Power                                0

By Each Reporting    (9)   Sole Disposition                             211,500

Person With:        (10)  Shared Dispositive Power                            0


  (11)  Aggregate Amount Beneficially Owned by Each                     211,500
        Reporting Person

  (12)  Check if the Aggregate Amount in Row (11)                           [x]
        Excludes Certain Shares (See Instructions)

  (13)  Percent of Class Represented by Amount in Row (11)                7.05%

  (14)  Type of Reporting Person (See Instructions)                          IN



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CUSIP NO. 16517 50 3


                              Preliminary Statement

Mr.  McClendon and Mr. Ward are referred to herein as the  "Reporting  Persons".
Mr. McClendon and Mr. Ward each disclaim beneficial ownership of the shares held
by the other Reporting Person.

Item 1.  Security and Issuer.
         --------------------

         This Schedule 13D relates to the 6.75% Cumulative Convertible Preferred
         Stock,  par value  $.01 per share and  liquidation  preference  $50 per
         share (the "Preferred  Stock"),  of Chesapeake Energy  Corporation,  an
         Oklahoma  corporation  (the "Company")  having its principal  executive
         offices at 6100 North Western  Avenue,  Oklahoma City,  Oklahoma 73118.
         Each share of Preferred Stock is convertible  into 6.4935 shares of the
         Company's Common Stock, par value $.01 per share (the "Common Stock").

Item 2.  Identity and Background.
         ------------------------

         (a)-(c)

         Aubrey K. McClendon
         -------------------

         Mr. McClendon is the Chairman of the Board and Chief Executive  Officer
         of the Company, having a business address of 6100 North Western Avenue,
         Oklahoma City,  Oklahoma  73118.  The Company is engaged in oil and gas
         exploration and development.


         Tom L. Ward
         -----------

         Mr. Ward is the President and Chief  Operating  Officer of the Company,
         having a business address of 6100 North Western Avenue,  Oklahoma City,
         Oklahoma  73118.  The Company is engaged in oil and gas exploration and
         development.


         (d)  During  the past five (5)  years,  no  Reporting  Person  has been
         convicted in a criminal  proceeding  (excluding  traffic  violations or
         similar misdemeanors).

         (e)  During  the past five (5) years,  no  Reporting  Person has been a
         party to a civil proceeding of a judicial or an administrative  body of
         competent  jurisdiction as a result of which a Reporting  Person is, or
         was,  subject to a  judgment,  decree or final order  enjoining  future
         violations of, or prohibiting or mandating activity subject to, federal
         or state  securities laws or finding any violation with respect to such
         laws.

        (f)   Each Reporting Person is a citizen of the United States.

Item 3.  Source and Amount of Funds or Other Consideration.
         --------------------------------------------------

         Mr.  McClendon  and Mr.  Ward  have  each  acquired  211,500  shares of
         Preferred Stock through open market purchases using their own funds.


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CUSIP NO. 16517 50 3


Item 4.  Purpose of Transaction.
         -----------------------

         Each of Mr.  McClendon  and Mr. Ward  acquired  the shares of Preferred
         Stock  reported in this Schedule 13D for  investment  purposes and each
         presently  intends  to add to his  Preferred  Stock  and  common  stock
         position,  subject to  availability  and price of the shares.  Although
         neither has a present  intention to do so, in the future Mr.  McClendon
         or Mr.  Ward may  dispose of any of the  securities  of the  Company he
         owns.  Mr.  McClendon  and Mr. Ward are each  members of the  Company's
         Board  of  Directors  and as such  may  participate  as a  director  in
         decisions  by the  Board of  Directors  enumerated  in  paragraphs  (a)
         through (j) of Item 4 of Schedule 13D. Other than Mr.  McClendon's  and
         Mr.  Ward's  participation  on the  Board of  Directors  and  except as
         otherwise  disclosed in this Item 4, none of the Reporting  Persons has
         any present plans or intentions relating to the transactions  described
         in paragraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5.  Interest in Securities of the Issuer.
         -------------------------------------

         The  aggregate  percentage  of shares of  Preferred  Stock  reported as
         beneficially  owned by each  Reporting  Person was computed  based upon
         2,998,000 shares of Preferred Stock outstanding.

         (a) The following  table sets forth the  aggregate  number of shares of
         Preferred Stock and percentage of the class  beneficially  owned by the
         Reporting Persons:

                  Person               Amount       Percent
                  ------               ------       -------

             Aubrey K. McClendon      211,500       7.05%

             Tom L. Ward              211,500       7.05%
           ---------------------



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CUSIP NO. 16517 50 3

         (b) The following table sets forth for each Reporting Person identified
         under  paragraph  (a),  the number of shares of  Preferred  Stock as to
         which the person  has (1) the sole power to vote or direct the  voting,
         (2) shared  power to vote or direct the  voting,  (3) the sole power to
         dispose or to direct the disposition, or (4) shared power to dispose or
         to direct the disposition:


                                  Sole Voting and          Shared Voting and
             Person or Entity    Power of Disposition    Power of Disposition
             ----------------    --------------------    --------------------

           Aubrey K. McClendon          211,500                    0

           Tom L. Ward                  211,500                    0
          ---------------------

         (c) During the sixty days prior to the date of this  Schedule 13D, the
         following  transactions  were effected in the  Preferred  Stock by each
         Reporting Person:

        ----------------- ---------------- -------------- ---------------------
                             McClendon          Ward            Price per
              Date             Shares          Shares        Preferred Share
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/14/03           50,000           50,000         $72.12
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/16/03              500              500         $73.51
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/16/03           25,000           25,000         $73.99
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/20/03           35,000           35,000         $73.63
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/22/03           71,000           71,000         $77.72
        ----------------- ---------------- -------------- ---------------------
        ----------------- ---------------- -------------- ---------------------
             5/23/03           30,000           30,000         $77.64
        ----------------- ---------------- -------------- ---------------------


         (d) See Item 6, below.

         (e) Not applicable.

Item 6.  Contracts, Agreements, Underwritings or Relationships With Respect to
------------------------------------------------------------------------------
Securities of the Issuer.
-------------------------

         The shares  covered by this  Schedule 13D have been pledged as security
         for the performance of financial  obligations each Reporting Person may
         have from time to time  pursuant to energy  trading  transactions  with
         Kaiser-Francis  Oil Company.  As a result, the shares may be subject to
         transfer  if there  is a  default  in the  obligations  secured  by the
         parties' oral pledge agreement.

Item 7.  Materials to be Filed as Exhibits.
         ----------------------------------

1. Joint Filing Agreement.



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CUSIP NO. 16517 50 3

                                    SIGNATURE


                After  reasonable  inquiry and to the best of my  knowledge  and
belief,  I certify  that the  information  set forth in this  statement is true,
complete and correct.

DATED:   May 29, 2003.

                                             /s/ Aubrey K. McClendon
                                             ----------------------------------
                                             AUBREY K. McCLENDON, an individual



                                            /s/ Tom L. Ward
                                            -----------------------------------
                                            TOM L. WARD, an individual


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                                INDEX TO EXHIBITS
                                -----------------

   Exhibit
     No.                Description                            Method of Filing
   -------              -----------                            ----------------

    99.1       Joint Filing Agreement             Filed herewith electronically



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