Chesapeake Energy (CHK)

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of February 2, 2009, (the “Indenture”), pursuant to which the Company has originally issued $1,000,000,000 in principal amount of 9.50% Senior Notes due 2015 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the addition of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, the Board of Directors of the Company has designated Chesapeake-Clements Acquisition, L.L.C., an Oklahoma limited liability company (“Clements”), Compass Manufacturing, L.L.C., an Oklahoma limited liability company (“Compass”), and Great Plains Oilfield Rental, L.L.C., an Oklahoma limited liability company (“Great Plains”), as Subsidiary Guarantors of the Company; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Second Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto, and the Trustee entered into an Indenture, dated as of August 16, 2005, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.5% Senior Notes due 2017 (the “Notes”);

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Ninth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 27, 2008, (the “Indenture”), pursuant to which the Company has originally issued $800,000,000 in principal amount of 7.25% Senior Notes due 2018 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this First Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

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NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of June 20, 2005, (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.25% Senior Notes due 2018 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Eighth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of April 19, 2005, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.625% Senior Notes due 2016 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Ninth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors party thereto and the Trustee entered into an Indenture, dated as of June 30, 2006, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $500,000,000 in principal amount of 7.625% Senior Notes due 2013 (the “Notes”);

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the

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Subsidiary Guarantors and of the Trustee necessary to make this Fifth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of December 6, 2006, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued €600,000,000 in principal amount of 6.25% Senior Notes due 2017 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Fourth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

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NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 8, 2005, (the “Indenture”), pursuant to which the Company has originally issued $500,000,000 in principal amount of 6.875% Senior Notes due 2020 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Eighth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

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NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of December 8, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.375% Senior Notes due 2015 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Twelfth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors party thereto and the Trustee entered into an Indenture, dated as of March 5, 2003, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.5% Senior Notes due 2013 (the “Notes”);

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Sixteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 27, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.5% Senior Notes due 2014 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Thirteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of August 2, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.00% Senior Notes due 2014 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

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WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Thirteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 26, 2003, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $200,000,000 in principal amount of 6.875% Senior Notes due 2016 (the “Notes”); and

WHEREAS, Section 9.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, each of Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “Midstream Entities”), is a Restricted Subsidiary under the Indenture;

WHEREAS, the Company has taken all action required to designate such entities as Unrestricted Subsidiaries under the Indenture;

WHEREAS, AMGS, Bluestem and TMGS are Subsidiary Guarantors under the Indenture;

WHEREAS, AMGS LLC, CMGS, Midstream Partners, Midstream Management, Midstream Operating, LMGS and OMGS (together, the “New Subsidiaries”) are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 10.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

- 2 -

WHEREAS, upon the effectiveness of their designation as Unrestricted Subsidiaries, the New Subsidiaries will not be required to be Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Fourteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 8, 2005, (the “Indenture”), pursuant to which the Company has originally issued $690,000,000 in principal amount of 2.75% Contingent Convertible Senior Notes due 2035 (the “Notes”);

WHEREAS, Section 10.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 11.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Eighth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

- 2 -

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 27, 2008, (the “Indenture”), pursuant to which the Company has originally issued $1,380,000,000 in principal amount of 2.25% Contingent Convertible Senior Notes due 2038 (the “Notes”);

WHEREAS, Section 10.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 11.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this First Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

- 2 -

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 15, 2007, (the “Indenture”), pursuant to which the Company has originally issued $1,150,000,000 in principal amount of 2.50% Contingent Convertible Senior Notes due 2037 (the “Notes”);

WHEREAS, Section 10.01 of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor, as provided for in the Indenture;

WHEREAS, Arkansas Midstream Gas Services Corp., an Arkansas corporation (“AMGS”), Bluestem Gas Services, L.L.C., an Oklahoma limited liability company (“Bluestem”), and Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“TMGS”), are Subsidiary Guarantors under the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Section 11.04 of the Indenture, of AMGS, Bluestem and TMGS from their guarantees and related obligations under the Indenture;

WHEREAS, AMGS, L.L.C., an Arkansas limited liability company (“AMGS LLC”), Chesapeake Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“CMGS”), Chesapeake Midstream Partners, L.P., a Delaware limited partnership (“Midstream Partners”), Chesapeake Midstream Management, L.L.C., a Delaware limited liability company (“Midstream Management”), Chesapeake Midstream Operating, L.L.C., an Oklahoma limited liability company (“Midstream Operating”), Louisiana Midstream Gas Services, L.L.C., an Oklahoma limited liability company (“LMGS”), and Oklahoma Midstream Gas Services, L.L.C, an Oklahoma limited liability company (“OMGS”) (collectively, the “New Subsidiaries”), are newly formed entities and have not become Subsidiary Guarantors under the Indenture;

WHEREAS, no New Subsidiary guarantees any Indebtedness of the Company or any Subsidiary Guarantor other than a De Minimis Guaranteed Amount and, therefore, such New Subsidiaries are not required to become Subsidiary Guarantors under the Indenture; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Third Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

- 2 -

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of December 8, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.375% Senior Notes due 2015 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Ninth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of March 5, 2003, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.5% Senior Notes due 2013 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Thirteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 26, 2003, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $200,000,000 in principal amount of 6.875% Senior Notes due 2016 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Eleventh Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 27, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.5% Senior Notes due 2014 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Tenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of August 2, 2004, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $300,000,000 in principal amount of 7.00% Senior Notes due 2014 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Tenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of June 20, 2005, (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.25% Senior Notes due 2018 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Sixth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of June 30, 2006, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $500,000,000 in principal amount of 7.625% Senior Notes due 2013 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Third Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 8, 2005, (the “Indenture”), pursuant to which the Company has originally issued $500,000,000 in principal amount of 6.875% Senior Notes due 2020 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Sixth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of December 6, 2006, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued €600,000,000 in principal amount of 6.25% Senior Notes due 2017 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Second Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto, and the Trustee entered into an Indenture, dated as of August 16, 2005, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.5% Senior Notes due 2017 (the “Notes”);

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Seventh Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of April 19, 2005, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $600,000,000 in principal amount of 6.625% Senior Notes due 2016 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Seventh Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of December 20, 2002, as supplemented prior to the date hereof (the “Indenture”), pursuant to which the Company has originally issued $150,000,000 in principal amount of 7.75% Senior Notes due 2015 (the “Notes”); and

WHEREAS, Section 9.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect: (a) the addition of any Subsidiary Guarantor, as provided for in the Indenture, and (b) the release of any Subsidiary Guarantor as provided for in the Indenture; and

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 10.02 and 10.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Fourteenth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of May 15, 2007, (the “Indenture”), pursuant to which the Company has originally issued $1,150,000,000 in principal amount of 2.50% Contingent Convertible Senior Notes due 2037 (the “Notes”);

WHEREAS, Section 10.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 11.02 and 11.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this First Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows:

RECITALS

WHEREAS, the Company, the Subsidiary Guarantors a party thereto and the Trustee entered into an Indenture, dated as of November 8, 2005, (the “Indenture”), pursuant to which the Company has originally issued $690,000,000 in principal amount of 2.75% Contingent Convertible Senior Notes due 2035 (the “Notes”);

WHEREAS, Section 10.01(1) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to cure any ambiguity, defect or inconsistency therein;

WHEREAS, Section 10.01(3) of the Indenture provides that the Company, the Subsidiary Guarantors and the Trustee may amend or supplement the Indenture without notice to or consent of any Holder to reflect the release of any Subsidiary Guarantor as provided for in the Indenture;

WHEREAS, the Company has taken all actions required to effect the release, pursuant to Sections 11.02 and 11.04 of the Indenture, of Chesapeake Eagle Canada Corp. (“Eagle Canada”), a New Brunswick corporation, Chesapeake Acquisition L.L.C. (“Chesapeake Acquisition”), an Oklahoma limited liability company, Chesapeake Exploration Limited Partnership (“CELP”), an Oklahoma limited partnership, and Chesapeake Sigma, L.P. (“Sigma”), an Oklahoma limited partnership; and

WHEREAS, all acts and things prescribed by the Indenture, by law and by the charter and the bylaws (or comparable constituent documents) of the Company, of the Subsidiary Guarantors and of the Trustee necessary to make this Sixth Supplemental Indenture a valid instrument legally binding on the Company, the Subsidiary Guarantors and the Trustee, in accordance with its terms, have been duly done and performed;

NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the above premises, the Company, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows: