Lead Independent Director | Chesapeake Energy - America's Champion of Natural Gas

One of the non-management directors will serve annually as the lead independent director to perform the administrative duties set forth below. The lead independent director position will be filled from each July 1 through the subsequent June 30 by election of the non-management directors after consultation with the Chairman. Pete Miller has served as lead independent director since March 2010, and his current annual term runs from July 1, 2011 to June 30, 2012. The lead independent director will perform the following as appropriate and in accordance with the Corporate Governance Principles:

Chair any meeting of the Board at which the Chairman is not present, including executive sessions of the non-management directors.
May call meetings of the non-management directors.
Serve as a liaison between the non-management directors and the Chairman.
Along with the Chairman, approve: (a) the agenda for Board meetings; (b) the information sent to the Board for such meetings; and (c) the schedule for such meetings to assure there is sufficient time for discussion of the items included on the agenda.
Be available for consultation and direct communication with major shareholders on a reasonable basis.

The information includes forward-looking statements, which are subject to known and unknown risks and uncertainties that could cause actual results to differ materially. We refer you to the discussion of riskfactors that could affect future operating or financial performance in our most recent prospectus and Form 10-K and other SEC Filings. Chesapeake assumes no obligation to update any forward-looking statements made here as a result of new information or future events or developments. You will find a reconciliation of any non-GAAP financial measure, as defined by the SEC in Regulation G, to the most directly comparable GAAP number in Reconciliation of Non-GAAP Financial Measures.

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