<PAGE>   1






THE WARRANTS AND THE ORDINARY SHARES TO BE ISSUED PURSUANT TO THIS WARRANT HAVE
NOT BEEN REGISTERED UNDER ANY FEDERAL OR STATE SECURITIES LAWS AND MAY NOT BE
SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF ABSENT REGISTRATION UNDER
THE SECURITIES ACT OF 1933 AND ANY APPLICABLE STATE SECURITIES LAWS UNLESS AND
UNTIL THE HOLDER HEREOF PROVIDES (i) INFORMATION REASONABLY NECESSARY TO CONFIRM
THAT SUCH REGISTRATION IS NOT REQUIRED OR (ii) AN OPINION OF COUNSEL TO THE
EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED.


                                  WARRANT NO. 1




July 23, 2001                     For the Purchase of 12,612,140 Ordinary Shares
                                  of Seven Seas Petroleum, Inc.


                  FOR VALUE RECEIVED, SEVEN SEAS PETROLEUM, INC., a Cayman
Islands exempted company limited by shares (the "Corporation"), hereby grants to
CHESAPEAKE ENERGY CORPORATION, an Oklahoma corporation, or its registered
assigns (collectively the "Holder"), the right (the "Warrants") to purchase at
any time before the Expiration Date (as hereafter defined) twelve million six
hundred twelve thousand one hundred forth (12,612,140) duly authorized, validly
issued, fully paid and non-assessable shares (the "Warrant Shares") of the
Corporation's ordinary shares, $.0001 par value (the "Ordinary Shares"), at the
Exercise Price (as hereafter defined) and on the terms and conditions herein set
forth. The number of Warrant Shares and the Exercise Price will be subject to
adjustment as provided in this Warrant. This Warrant is issued subject to the
following terms and conditions:

1. Exercise of Warrant. The Warrants are exercisable at the option of the Holder
in whole or in part at any time prior to the Expiration Date by the delivery to
the Corporation of written notice of the exercise of the Warrants specifying the
number of Warrant Shares to be acquired, surrender of this Warrant to the
Corporation and satisfaction of the Exercise Price for the Warrant Shares to be
acquired through such exercise. The Warrants will be deemed exercised
immediately prior to the close of business on the day that all of the foregoing
requirements for the exercise of the Warrants are completed and the person
entitled to receive the Warrant Shares will be treated for all purposes as the
holder of record of such Warrant Shares at such time including, without implied
limitation, the right to vote, receive dividends and to receive distributions
for which the record date falls on or after such date. As promptly as possible
after such date (in any event within five (5) business days) the Corporation
will deliver to the Holder a stock certificate evidencing the Warrant Shares
covered by the exercise. In the case of an exercise for less than all the
Warrant Shares the Corporation will cancel this Warrant on the surrender hereof
and will execute and deliver a new Warrant of like tenor for the balance of the
unexercised Warrant Shares within such five (5) day period. If an exercise of
all or part of the Warrants is to be made in connection with a registered public
offering or a transaction described in paragraph 10 of this Warrant, the
exercise of the Warrants may, at the election of the Holder, be conditioned on
the consummation of the public offering or other



WARRANT-SEVEN SEAS PETROLEUM, INC.
<PAGE>   2



transaction under paragraph 10 of this Warrant. In that case the exercise will
not be deemed to be effective until the consummation of the specified condition.

2. Term. The Warrants may be exercised in full or in part at any time after
September 30, 2001 and on or before 11:59 p.m. Oklahoma City, Oklahoma, time on,
June 30, 2008 (the "Expiration Date"). To the extent not exercised prior to the
Expiration Date, the Warrants and all of the rights of the Holder hereunder will
expire and terminate on such date without any action or notice by the
Corporation.

3. Exercise Price. On the exercise of the Warrants, the Holder agrees to pay to
the Corporation for the Warrant Shares purchased by the Holder pursuant to the
terms of this Warrant an amount (the "Exercise Price") multiplied by the number
of Warrant Shares at the time of determination. The initial Exercise Price per
Warrant Share is equal to the Aggregate Consideration (as hereafter defined)
divided by twelve million six hundred twelve thousand one hundred forty
(12,612,140), but is subject to adjustment pursuant to the terms of this
Warrant. In no event will the aggregate Exercise Price for all of the Warrant
Shares to be acquired under this Warrant, whether as a result of a change in the
par value of the Ordinary Shares or a change in the number of Warrant Shares,
exceed an amount (the "Aggregate Consideration") equal to Twenty-Two Million
Five Hundred Thousand Dollars United States Dollars ($22,500,000.00). The
Exercise Price may be paid as follows, at the election of the Holder: (a) in
lawful money of the United States of America; (b) by the Holder crediting
against unpaid interest and principal due and owing under the Note (as hereafter
defined) an amount equal to the Exercise Price; (c) by the Holder surrendering
or assigning to the Corporation the Warrants under this Warrant with an
aggregate Equity Value (as hereafter defined) equal to the Exercise Price; or
(d) by the Holder surrendering or assigning to the Corporation Ordinary Shares
having a Current Market Price (as hereafter defined) equal to the Exercise
Price. For purposes of this Warrant the term: (y) "Equity Value" means the
difference between the Current Market Price for one Ordinary Share and the
Exercise Price for one Warrant Share; and (z) "Note" means that certain
promissory note of even date herewith executed by the Corporation in favor of
the Holder in the original principal amount of Twenty-Two Million Five Hundred
Thousand United States Dollars ($22,500,000.00).

4. Representations, Warranties and Covenants. The Corporation represents to and
warrants, covenants and agrees with the Holder as follows:

         4.1      Reservation of Shares. At all times while the Warrants are
                  outstanding the Corporation will reserve out of the
                  Corporation's authorized but unissued Ordinary Shares, free
                  from preemptive rights and solely for the purpose of effecting
                  the exercise of the Warrants, a sufficient number of Ordinary
                  Shares to provide for the exercise of the Warrants and all
                  other options, warrants and convertible securities of the
                  Corporation. The Corporation will take all such actions
                  necessary to assure that all such Warrant Shares may be issued
                  without violation of any applicable law, governmental
                  regulation or requirements of any domestic securities exchange
                  or automated quotation system on which the Ordinary Shares are
                  listed or quoted (except for official notice of issuance,
                  which will be immediately delivered by the Corporation upon
                  each such issuance). The Corporation will take all necessary
                  actions to assure that all of the Warrant Shares are
                  authorized, approved for and listed


WARRANT-SEVEN SEAS PETROLEUM, INC.
                                       -2-
<PAGE>   3



                  on any national securities exchange or quotation system on
                  which the Corporation's Ordinary Shares are listed or quoted.
                  The Corporation will not take any action which would cause the
                  number of authorized but unissued Ordinary Shares to be less
                  than the number of Ordinary Shares required to be reserved for
                  issuance on exercise of the Warrants.

         4.2      Valid Issuance. All Warrant Shares that may be issued on
                  exercise of the Warrants will be duly and validly issued,
                  fully paid and nonassessable and free from all taxes, liens,
                  charges and encumbrances on issuance by the Corporation. The
                  Corporation will not take any action or fail to take any
                  action which will cause a contrary result (including, without
                  limitation, any action that would cause the Exercise Price
                  then in effect to be less than the par value, if any, of the
                  Ordinary Shares).

         4.3      Cooperation. The Corporation will: (a) not close its books
                  against the transfer of the Warrants or of any Warrant Shares
                  in any manner which interferes with the timely exercise of the
                  Warrants; (b) assist and cooperate with the Holder should the
                  Holder be required to make any governmental filings or obtain
                  any governmental approvals prior to or in connection with any
                  exercise of the Warrants (including, without limitation,
                  making any filings required to be made by the Corporation).

         4.4      Authority. The Corporation has taken all necessary action to
                  authorize the execution and delivery of this Warrant and the
                  issuance of the Warrant Shares on the exercise of the
                  Warrants. This Warrant is a valid, binding and enforceable
                  obligation of the Corporation subject to applicable
                  bankruptcy, insolvency, fraudulent conveyance, moratorium and
                  similar laws now or hereafter in effect relating to creditors'
                  rights and remedies generally. The execution, delivery and
                  performance of this Warrant will not violate: (a) any
                  provision of the organizational documents or charter of the
                  Corporation; (b) any order, writ, injunction or decree of any
                  court, administrative agency or governmental body applicable
                  to the Corporation or the Ordinary Shares; or (c) any
                  contract, lease, note, bond, mortgage or other agreement to
                  which the Corporation is a party, by which the Corporation is
                  bound or to which any of the Corporation's assets are subject.

         4.5      Capitalization. As of the date of this Warrant: the
                  Corporation's authorized capital stock consists of one hundred
                  fifty million (150,000,000) Ordinary Shares and fifty million
                  (50,000,000) shares of which may be designated by the board of
                  directors of the Corporation, none of which preferred shares
                  have been designated or issued. As of the date of this Warrant
                  the only shares of capital stock issued and outstanding,
                  reserved for issuance or committed to be issued are: (a)
                  thirty-seven million eight hundred thirty-six thousand four
                  hundred twenty (37,836,420) fully paid and non- assessable
                  Ordinary Shares duly issued and outstanding; (b) twelve
                  million six hundred twelve thousand one hundred forty
                  (12,612,140) Ordinary Shares reserved for issuance as a result
                  of the proposed issuance of warrants (the "Series A Warrants")
                  in connection with the sale by the Corporation of Twenty-two
                  million Five Hundred Thousand Dollars ($22,500,000.00) of 12%
                  Senior Secured Series A Notes due 2004; (c) twelve million six
                  hundred twelve thousand one hundred forty


WARRANT-SEVEN SEAS PETROLEUM, INC.
                                       -3-
<PAGE>   4



                  (12,612,140) Ordinary Shares reserved for issuance on exercise
                  of the Warrants; and (d) the remaining unissued Ordinary
                  Shares issuable with respect to five million three hundred
                  fifty-six thousand eight hundred eighty-eight (5,356,888)
                  Ordinary Shares reserved for issuance under the Corporation's
                  1995, 1996 and 1997 stock option plans. The Warrant Shares
                  reserved for issuance represent now less than twenty percent
                  (20%) of the Corporation's fully diluted Ordinary Shares which
                  as of the date of the issuance of this Warrant includes all of
                  the issued and outstanding Ordinary Shares, any Ordinary
                  Shares issuable under this Warrant, the maximum number of
                  Ordinary Shares issuable in connection with the Series A
                  Warrants and any other Options or Convertible Securities (as
                  hereafter defined) excluding only Ordinary Shares issuable as
                  a result Options issued under the Corporation's 1995, 1996 and
                  1997 compensatory stock option plans.

         4.6      Office. The Corporation will maintain an office for the
                  purposes specified in this Warrant (the "Warrant Office"). The
                  Warrant Office will initially be the Corporation's offices at
                  Suite 1700, 5555 San Felipe Houston, Texas, 77056 and may
                  subsequently be any other office of the Corporation or any
                  transfer agent for the Ordinary Shares in the continental
                  United States as to which written notice has previously been
                  given to the Holder. The Corporation will maintain at the
                  Warrant Office a register for the Warrants in which the
                  Corporation will record the name and address of the person in
                  whose name this Warrant has been issued. The Holder will be
                  able to take any action permitted in this Warrant including,
                  without implied limitation, the exercise or transfer of the
                  Warrants.

         4.7      Participating Preferred Stock. At all times that any of the
                  Warrants are outstanding, the Corporation will not issue any
                  capital stock or shares of any class preferred as to dividends
                  or as to the distribution of assets on voluntary or
                  involuntary liquidation, dissolution or winding up: (a)
                  without the prior written consent of the holders of sixty
                  percent (60%) of the outstanding Warrants; or (b) unless such
                  securities are limited to a fixed sum or percentage of par
                  value in respect of participation in dividends and
                  distributions.

5. Restrictive Legend. The Warrants are being acquired and any Warrant Shares to
be acquired by the Holder pursuant to this Warrant (collectively, "Securities")
will be acquired for investment for the Holder's own account and not with a view
to, or for resale in connection with, any distribution of such Securities within
the meaning of the Securities Act of 1933, as amended (the "Securities Act").
The Securities will not be sold, transferred or otherwise disposed of without
registration under the Securities Act and state securities laws or qualification
for exemptions therefrom. The Holder agrees that each certificate evidencing the
Warrant Shares may be inscribed with a legend to the foregoing effect, which
legend will be as follows:

                  THE ORDINARY SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN
                  ACQUIRED SOLELY FOR INVESTMENT PURPOSES AND HAVE NOT BEEN
                  REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
                  THE SECURITIES LAWS OF ANY STATE. THE SHARES MAY NOT BE SOLD,
                  TRANSFERRED, ASSIGNED OR


WARRANT-SEVEN SEAS PETROLEUM, INC.
                                      -4-
<PAGE>   5



                  OTHERWISE DISPOSED OF UNLESS AND UNTIL SUCH SHARES ARE FIRST
                  REGISTERED UNDER THE SECURITIES ACT OF 1933, ALL APPLICABLE
                  STATE SECURITIES LAWS AND ALL RULES AND REGULATIONS
                  PROMULGATED THEREUNDER OR UNLESS AND UNTIL THE HOLDER HEREOF
                  PROVIDES (i) INFORMATION REASONABLY NECESSARY TO CONFIRM THAT
                  SUCH REGISTRATION IS NOT REQUIRED OR (ii) AN OPINION OF
                  COUNSEL TO THE EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED.

The Holder agrees that the Corporation may place a stop transfer order with the
Corporation's transfer agent, if any, with respect to any noncomplying transfer
of the certificates representing any Warrant Shares, which stop transfer order
will be removed by the Corporation on compliance with the foregoing.

6. Registration Rights Agreement. The Holder and any other holder of Warrant
Shares will have the registration rights provided for in that certain
Registration Rights Agreement dated of even date herewith (the "Registration
Rights Agreement"), between the Corporation and the Holder. The Corporation will
maintain copies of the Registration Rights Agreement available for inspection by
the Holder during normal business hours at its office.

7. Anti-Dilution Adjustments. In order to prevent dilution of the rights granted
with respect to the Warrants, the Exercise Price and the number of Warrant
Shares obtainable on the exercise of a Warrant are subject to adjustment from
time to time as follows:

         7.1      Issuance of Ordinary Shares. If and whenever on or after the
                  date of this Warrant the Corporation issues or sells, or in
                  accordance with paragraph 7.2 of this Warrant is deemed to
                  have issued or sold, any Ordinary Shares for a consideration
                  per share less than the Exercise Price in effect immediately
                  prior to such time, then immediately on such issuance or sale
                  the Exercise Price will be reduced to the new Exercise Price
                  determined by dividing:

                  7.1.1    the sum of (a) the product derived by multiplying the
                           Exercise Price in effect immediately prior to such
                           issue or sale times the number of Ordinary Shares
                           Deemed Outstanding (as hereafter defined) immediately
                           prior to such issue or sale, plus (b) the
                           consideration, if any, received by the Corporation on
                           such issuance or sale, divided by

                  7.1.2    the number of Ordinary Shares Deemed Outstanding
                           immediately after such issuance or sale.

                  On each such adjustment of the Exercise Price hereunder, the
                  number of Warrant Shares acquirable on exercise of a Warrant
                  will be adjusted to the number of shares obtained by dividing
                  the Aggregate Consideration by the Exercise Price resulting
                  from the foregoing adjustment.


WARRANT-SEVEN SEAS PETROLEUM, INC.
                                      -5-
<PAGE>   6




         7.2      Effect on Exercise Price of Certain Events. For purposes of
                  determining the adjusted Exercise Price under paragraph 7.1 of
                  this Warrant, the following will be applicable:

                  7.2.1    Issuance of Rights or Options. If the Corporation in
                           any manner grants, issues or sells any Options (as
                           hereafter defined) and the price per share for which
                           Ordinary Shares are issuable on the exercise of such
                           Options (or on the conversion or exchange of any
                           Convertible Securities (as hereafter defined)
                           issuable on the exercise of such Options) is less
                           than the Exercise Price in effect immediately prior
                           to the time of the grant, issuance or sale of such
                           Options, then the total maximum number of shares of
                           Ordinary Shares issuable on the exercise of such
                           Options (or on the conversion or exchange of the
                           total maximum amount of such Convertible Securities
                           issuable on the exercise of such Options) will be
                           deemed to be outstanding and to have been issued and
                           sold by the Corporation at the time of the granting
                           or sale of such Options for such price per share. For
                           purposes of this paragraph, the "price per share for
                           which Ordinary Shares are issuable on exercise of
                           such Options or on the conversion or exchange of any
                           Convertible Securities" is determined by dividing (a)
                           the total amount, if any, received or receivable by
                           the Corporation as consideration for the granting or
                           sale of such Options, plus the minimum aggregate
                           amount of additional consideration payable to the
                           Corporation on the exercise of all such Options, plus
                           in the case of such Options which relate to
                           Convertible Securities, the minimum aggregate amount
                           of additional consideration, if any, payable to the
                           Corporation on the issuance or sale of such
                           Convertible Securities and the conversion or exchange
                           thereof, by (b) the total maximum number of shares of
                           Ordinary Shares issuable on exercise of such Options
                           or on the conversion or exchange of all such
                           Convertible Securities issuable on the exercise of
                           such Options. No further adjustment of the Exercise
                           Price will be made on the actual issuance of such
                           Ordinary Shares or of such Convertible Securities on
                           the exercise of such Options or on the actual
                           issuance of Ordinary Shares as a result of the
                           conversion or exchange of such Convertible
                           Securities.

                  7.2.2    Issuance of Convertible Securities. If the
                           Corporation in any manner issues or sells any
                           Convertible Securities and the price per share for
                           which Ordinary Shares are issuable on conversion or
                           exchange thereof is less than the Exercise Price in
                           effect immediately prior to the time of such issue or
                           sale, then the maximum number of shares of Ordinary
                           Shares issuable on conversion or exchange of such
                           Convertible Securities will be deemed to be
                           outstanding and to have been issued and sold by the
                           Corporation at the time of the issue or sale of such
                           Convertible Securities for such price per share. For
                           the purposes of this paragraph, the "price per share
                           for which Ordinary Shares are issuable on conversion
                           or exchange thereof" is determined by dividing (a)
                           the total amount received or receivable by the
                           Corporation as consideration for the issue or sale of
                           such Convertible Securities, plus the minimum
                           aggregate amount of additional consideration, if any,
                           payable to the Corporation on the conversion or
                           exchange thereof, by (b) the total maximum

WARRANT-SEVEN SEAS PETROLEUM, INC.


                                      -6-
<PAGE>   7




                           number of shares of Ordinary Shares issuable on the
                           conversion or exchange of all such Convertible
                           Securities. No further adjustment of the Exercise
                           Price will be made on the actual issue of such
                           Ordinary Shares on conversion or exchange of such
                           Convertible Securities, and if any such issue or sale
                           of such Convertible Securities is made on exercise of
                           any Options for which adjustments of the Exercise
                           Price had been or are to be made pursuant to other
                           provisions of this paragraph 7.2, no further
                           adjustment of the Exercise Price will be made by
                           reason of such issue or sale.

                  7.2.3    Change in Option Price or Conversion Rate. If the
                           purchase price provided for in any Options, the
                           additional consideration, if any, payable on the
                           issue, conversion or exchange of any Convertible
                           Securities, or the rate at which any Convertible
                           Securities are convertible into or exchangeable for
                           Ordinary Shares changes at any time, the Exercise
                           Price in effect at the time of such change will be
                           adjusted immediately to the Exercise Price which
                           would have been in effect at such time had such
                           Options or Convertible Securities still outstanding
                           provided for such changed purchase price, additional
                           consideration or changed conversion rate, as the case
                           may be, at the time initially granted, issued or sold
                           and the number of shares of Ordinary Shares issuable
                           hereunder will be correspondingly adjusted. For
                           purposes of this paragraph 7.2, if the terms of any
                           Option or Convertible Security which was outstanding
                           as of the date of this Warrant are changed in the
                           manner described in the immediately preceding
                           sentence, then such Option or Convertible Security
                           and the Ordinary Shares deemed issuable on exercise,
                           conversion or exchange thereof will be deemed to have
                           been issued as of the date of such change.
                           Notwithstanding the foregoing no such change will at
                           any time cause the Exercise Price hereunder to be
                           increased.

                  7.2.4    Expired Options and Securities. On the expiration of
                           any Option or the termination of any right to convert
                           or exchange any Convertible Securities without the
                           exercise of such Option or right, the Exercise Price
                           then in effect and the number of shares of Ordinary
                           Shares acquirable hereunder will be adjusted
                           immediately to the Exercise Price and the number of
                           shares which would have been in effect at the time of
                           such expiration or termination had such Option or
                           Convertible Securities, to the extent outstanding
                           immediately prior to such expiration or termination,
                           never been issued. For purposes of this paragraph
                           7.2, the expiration or termination of any Option or
                           Convertible Security which was outstanding on or
                           before the date of execution of this Warrant will not
                           cause the Exercise Price hereunder to be adjusted
                           unless, and only to the extent that, a change in the
                           terms of such Option or Convertible Security caused
                           it to be deemed to have been issued after the date of
                           this Warrant.

                  7.2.5    Calculation of Consideration Received. If any
                           Ordinary Shares, Options or Convertible Securities
                           are issued or sold or deemed to have been issued or
                           sold for cash, the consideration received therefor
                           will be deemed to be the


WARRANT-SEVEN SEAS PETROLEUM, INC.

                                      -7-
<PAGE>   8



                           amount received by the Corporation therefor. In case
                           any Ordinary Shares, Options or Convertible
                           Securities are issued or sold for consideration other
                           than cash, the amount of the consideration other than
                           cash received by the Corporation will be the fair
                           value of such consideration, except where such
                           consideration consists of securities, in which case
                           the amount of consideration received by the
                           Corporation will be the Current Market Price thereof
                           as of the date of receipt. In case any Ordinary
                           Shares, Options or Convertible Securities are issued
                           to the owners of the non-surviving entity in
                           connection with any merger in which the Corporation
                           is the surviving entity the amount of consideration
                           therefor will be deemed to be the fair value of such
                           portion of the net assets and business of the
                           non-surviving entity as is attributable to such
                           Ordinary Shares, Options or Convertible Securities,
                           as the case may be. The fair value of any
                           consideration other than cash or securities will be
                           determined at the reasonable discretion of the board
                           of directors of the Corporation consistent with the
                           value assigned for generally accepted accounting
                           principles for purposes of financial reporting.
                           Notice of such determination will be given to the
                           Holder. If such valuation is objected to by the
                           holders of more than twenty-five percent (25%) of the
                           Warrants within ten (10) days after notice of such
                           valuation, then the valuation will be determined by a
                           reputable investment bank of national standing
                           selected by the holders of a majority of the
                           Warrants, subject to the reasonable approval of the
                           Corporation. The Corporation will pay the reasonable
                           expense of such valuation.

                  7.2.6    Integrated Transactions. In case any Option or
                           Convertible Security is issued in connection with the
                           issue or sale of other securities of the Corporation,
                           together comprising one integrated transaction in
                           which no specific consideration is allocated to such
                           Options or Convertible Security by the parties
                           thereto, the Options or Convertible Security will be
                           deemed to have been issued for consideration
                           determined at the reasonable discretion of the board
                           of directors of the Corporation consistent with the
                           value assigned for purposes of generally accepted
                           accounting principles. Notice of such determination
                           will be given to the Holder. If such determination is
                           objected to by the holders of more than twenty-five
                           percent (25%) of the Warrants within ten (10) days
                           after notice of such determination, then the
                           determination will be made by a reputable investment
                           bank of national standing selected by the holders of
                           a majority of the Warrants, subject to the reasonable
                           approval of the Corporation. The Corporation will pay
                           the reasonable expense of such determination.

                  7.2.7    Treasury Shares. The number of shares of Ordinary
                           Shares outstanding at any given time will not include
                           Ordinary Shares owned or held by or for the account
                           of the Corporation or any subsidiary, and any
                           issuance or disposition of any Ordinary Shares so
                           owned or held will be considered an issuance or sale
                           of Ordinary Shares.


WARRANT-SEVEN SEAS PETROLEUM, INC.

                                      -8-
<PAGE>   9




                  7.2.8    Record Date. If the Corporation takes a record of the
                           holders of Ordinary Shares for the purpose of
                           entitling them (a) to receive a dividend or other
                           distribution payable in Ordinary Shares, Options or
                           in Convertible Securities or (b) to subscribe for or
                           purchase Ordinary Shares, Options or Convertible
                           Securities, then such record date will be deemed to
                           be the date of the issue or sale of the shares of
                           Ordinary Shares deemed to have been issued or sold on
                           the declaration of such dividend or the making of
                           such other distribution or the date of the granting
                           of such right of subscription or purchase, as the
                           case may be.

         7.3      Stock Splits and Reverse Splits. In the event that the
                  Corporation at any time after the date of this Warrant
                  subdivides its outstanding shares of Ordinary Shares into a
                  greater number of shares (by stock split, stock dividend,
                  recapitalization or otherwise), the Exercise Price in effect
                  immediately prior to such subdivision will be proportionately
                  reduced and the number of Warrant Shares purchasable on the
                  exercise of the Warrants immediately prior to such subdivision
                  will be proportionately increased. Conversely, in the event
                  that the outstanding shares of Ordinary Shares at any time are
                  combined into a smaller number of shares (by reverse stock
                  split or otherwise), the Exercise Price in effect immediately
                  prior to such combination will be proportionately increased
                  and the number of Warrant Shares purchasable on the exercise
                  of the Warrants immediately prior to such combination will be
                  proportionately reduced.

         7.4      Certain Events. If any event occurs of the type contemplated
                  by the provisions of this paragraph 7 but not expressly
                  provided for by such provisions (including, without
                  limitation, the granting of stock appreciation rights, phantom
                  stock rights or other rights with equity features), then the
                  Corporation's board of directors will make an appropriate
                  adjustment in the Exercise Price and the number of shares of
                  Ordinary Shares obtainable on exercise the Warrants so as to
                  protect the rights of the holders of the Warrants.
                  Notwithstanding anything herein to the contrary, no such
                  adjustment will increase the Exercise Price or decrease the
                  number of shares of Ordinary Shares as otherwise determined
                  pursuant to this paragraph 7.

         7.5      Notice of Adjustment. Whenever the Exercise Price or the
                  number of Warrant Shares issuable on the exercise of the
                  Warrants will be adjusted as herein provided, or the rights of
                  the Holder hereof will change by reason of other events
                  specified herein, the Corporation will compute the adjusted
                  Exercise Price and the adjusted number of Warrant Shares in
                  accordance with the provisions hereof and will prepare an
                  Officer's Certificate setting forth the adjusted Exercise
                  Price and the adjusted number of Warrant Shares issuable on
                  the exercise of the Warrants or specifying the other shares of
                  stock, securities or assets receivable as a result of such
                  change in rights, and showing in reasonable detail the facts
                  and calculations on which such adjustments or other changes
                  are based. The Corporation will promptly cause to be mailed to
                  the Holder copies of such Officer's Certificate together with
                  a notice stating that the Exercise Price and the number of
                  Warrant Shares purchasable on exercise of

WARRANT-SEVEN SEAS PETROLEUM, INC.

                                      -9-
<PAGE>   10



                  the Warrants have been adjusted and setting forth the adjusted
                  Exercise Price and the adjusted number of Warrant Shares
                  purchasable on the exercise of the Warrants.

         7.6      Dividends. If the Corporation declares or pays a dividend on
                  Ordinary Shares payable other than in cash out of earnings or
                  earned surplus (determined in accordance with generally
                  accepted accounting principles, consistently applied), then
                  the Corporation will pay to the Holder at the time of payment
                  thereof the amount or assets which would have been paid to the
                  Holder had all of the Warrants been fully exercised
                  immediately prior to the date on which a record was taken for
                  such dividend, or, if no record is taken, the date as of which
                  the record holders of Ordinary Shares entitled to such
                  dividends are determined.

         7.7      Exceptions to Anti-Dilution Adjustment. Notwithstanding
                  anything to the contrary contained in this Warrant, there will
                  be no adjustment in the Exercise Price or the number of
                  Warrant Shares obtainable on exercise of the Warrants as a
                  consequence of the issuance by the Corporation of: (a) any
                  option, warrant, convertible security or other right to
                  acquire Ordinary Shares outstanding or in effect as of the
                  date of this Warrant and not amended after the date of this
                  Warrant; (b) any options, stock purchase rights or other
                  rights to acquire up to five million three hundred fifty-six
                  thousand eight hundred eighty-eight (5,356,888) shares of
                  Ordinary Shares of the Corporation on exercise of options
                  granted or that may be granted under the Corporation's
                  compensatory 1995, 1996 and 1997 stock option plans at an
                  exercise price no less than the current market price on the
                  date of issuance; (c) up to twelve million six hundred twelve
                  thousand one hundred forty (12,612,140) of the Series A
                  Warrants to be issued in connection with the issuance of the
                  Note by the Corporation; or (d) the issuance of Ordinary
                  Shares as a result of the exercise of any of the foregoing.
                  The number of Ordinary Shares exempted from the anti-dilution
                  adjustments under foregoing clause (b) assumes that no such
                  Options have been exercised and as a result will be reduced
                  for any Options issued under the Corporation's 1995, 1996 and
                  1997 stock option plans which were exercised prior to the date
                  of this Warrant.

         7.8      Definitions. For purposes of this Warrant the following terms
                  will have the designated meanings: (a) "Ordinary Shares Deemed
                  Outstanding" means at any given time, the number of Ordinary
                  Shares actually outstanding at such time, plus the number of
                  Ordinary Shares deemed to be outstanding pursuant to paragraph
                  7 hereof regardless of whether the Options or Convertible
                  Securities are actually exercisable at such time; (b)
                  "Convertible Securities" means any stock or securities
                  (directly or indirectly) convertible into or exchangeable for
                  Ordinary Shares; and (c) "Options" means any rights or options
                  to subscribe for or purchase Ordinary Shares or Convertible
                  Securities.

         7.9      Current Market Price. For purposes of this Warrant the
                  "Current Market Price" means: (a) with respect to a security
                  which is traded on an organized national exchange or market
                  for which sales price information for the last transaction is
                  updated contemporaneously, the average closing prices of the
                  security on the stock


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                  exchange or market where the security is traded or the average
                  last bid prices as quoted on the applicable exchange or market
                  for the immediately preceding five (5) trading days; and (b)
                  if the security is not traded on such an organized exchange or
                  market, the price per share of the security as determined in
                  good faith by the Corporation's board of directors and set
                  forth in a notice of such valuation to the Holder. If such
                  determination is objected to by the holders of more than
                  twenty-five percent (25%) of the Warrants within ten (10) days
                  after notice of such determination, then the determination
                  will be made by a reputable investment bank of national
                  standing selected by the holders of a majority of the Warrants
                  subject to reasonable approval by the Corporation. The
                  Corporation will pay the reasonable expense of such
                  determination.

8. Purchase Rights. If at any time the Corporation grants, issues or sells any
Options, Convertible Securities or rights to purchase stock, warrants,
securities or other property pro rata to the record holders of Ordinary Shares,
then, in substitution of pre-emptive rights under the shareholder rights
agreement of even date herewith, the Holder may elect to acquire, on the terms
applicable to such purchase rights, the aggregate purchase rights which the
Holder could have acquired if the Holder had held the number of shares of
Ordinary Shares acquirable on complete exercise of the Warrants immediately
before the date on which a record is taken for the grant, issuance or sale of
such purchase rights, or, if no such record is taken, the date as of which the
record holders of Ordinary Shares are to be determined for the grant, issue or
sale of such purchase rights. The rights under this paragraph 8 will: (a) not
apply to the rights offering for the Series A Notes; and (b) terminate on the
transfer of this Warrant by the Holder to an unaffiliated third party.

9. Reorganizations and Asset Sales. If any recapitalization, reorganization or
reclassification of the capital stock of the Corporation, or any consolidation,
merger or share exchange of the Corporation with another person, or the sale,
transfer or other disposition of all or substantially all of its assets to
another person will be effected in such a way that a holder of Ordinary Shares
of the Corporation will be entitled to receive capital stock, securities or
assets with respect to or in exchange for shares of Ordinary Shares, then the
following provisions will apply:

         9.1      Replacement Instrument. As a condition of such
                  recapitalization, reorganization, reclassification,
                  consolidation, merger, share exchange, sale, transfer or other
                  disposition (except as otherwise provided below in paragraph
                  9.2) lawful and adequate provisions in form and substance
                  reasonably satisfactory to the holders of a majority of the
                  Warrants will be made whereby the holders of Warrants will
                  thereafter have the right to purchase and receive on the terms
                  and conditions specified in this Warrant and in lieu of or
                  addition to (as the case may be) the Warrant Shares
                  immediately theretofore receivable on the exercise of the
                  rights represented hereby, such shares of capital stock,
                  securities or assets as may be issued or payable with respect
                  to or in exchange for a number of outstanding shares of such
                  Ordinary Shares equal to the number of Warrant Shares
                  immediately theretofore so receivable had such
                  recapitalization, reorganization, reclassification,
                  consolidation, merger, share exchange or sale not taken place.
                  In any such case appropriate provision (in form and substance
                  reasonably satisfactory to the holders of majority of the
                  Warrants) will be made with respect to the rights and
                  interests of the holders


WARRANT-SEVEN SEAS PETROLEUM, INC.

                                      -11-
<PAGE>   12




                  of the Warrants to the end that the provisions hereof
                  (including, without limitation, in the case of any such
                  consolidation, merger or sale in which the successor entity or
                  purchasing entity is other than the Corporation, an immediate
                  adjustment of the Exercise Price to the value for the Ordinary
                  Shares reflected by the terms of such consolidation, merger or
                  sale, and a corresponding immediate adjustment in the number
                  of shares of Ordinary Shares acquirable and receivable on
                  exercise of the Warrants, if the value so reflected is less
                  than the Exercise Price in effect immediately prior to such
                  consolidation, merger or sale) will thereafter be applicable,
                  as nearly as possible, in relation to any shares of capital
                  stock, securities or assets thereafter deliverable on the
                  exercise of the Warrants.

         9.2      Assumption. The Corporation will not effect any such
                  consolidation, merger, share exchange, sale, transfer or other
                  disposition unless prior to or simultaneously with the
                  consummation thereof the successor person (if other than the
                  Corporation) resulting from such consolidation, share exchange
                  or merger or the person purchasing or otherwise acquiring such
                  assets will have assumed by written instrument executed and
                  mailed or delivered to the Holder hereof at the last address
                  of the Holder appearing on the books of the Corporation, (a)
                  the obligation to deliver to the Holder such shares of capital
                  stock, securities or assets as, in accordance with the
                  foregoing provisions, the Holder may be entitled to receive,
                  and (b) all other liabilities and obligations of the
                  Corporation hereunder. The foregoing will be performed by
                  issuing a new warrant identical to the terms of this Warrant
                  revised to reflect the new parties thereto, a provision
                  indicating the replacement nature of the new warrant and any
                  modifications in Exercise Price and number of shares of stock
                  or equity interests obtainable on the exercise of the new
                  warrant as provided herein.

10. Notices to Holder. If at any time the Corporation proposes to:

         10.1     to declare any dividend on its Ordinary Shares payable in
                  capital stock or make any dividend or other distribution
                  (including cash dividends) to the holders of the Ordinary
                  Shares;

         10.2     to offer for subscription pro rata to all of the holders of
                  the Ordinary Shares any additional shares of capital stock of
                  any class or other rights other than the Series A Notes or
                  Series A Warrants;

         10.3     to effect any capital reorganization, or reclassification of
                  the capital stock of the Corporation, or consolidation, merger
                  or share exchange of the Corporation with another person, or
                  sale, transfer or other disposition of all or substantially
                  all of its assets; or

         10.4     to effect a voluntary or involuntary dissolution, liquidation
                  or winding up of the Corporation,

         then, as a condition to taking any one or more of the foregoing actions
         and in addition to any other obligation under this Warrant, the
         Corporation will give the Holder: (a) at least thirty


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         (30) days (but not more than 90 days) prior written notice of the date
         on which the books of the Corporation will close or a record will be
         taken for such dividend, distribution or subscription rights or for
         determining rights to vote in respect of such issuance,
         recapitalization, reorganization, reclassification, consolidation,
         merger, share exchange, sale, transfer, disposition, dissolution,
         liquidation or winding up, and (b) in the case of any such issuance,
         recapitalization, reorganization, reclassification, consolidation,
         merger, share exchange, sale, transfer, disposition, dissolution,
         liquidation or winding up, at least thirty (30) days (but not more than
         90 days) prior written notice of the date when the same will take
         place. Any notice under foregoing clause (a) will specify the date on
         which the holders of Ordinary Shares will be entitled to any such
         dividend, distribution or subscription rights, and any notice under
         foregoing clause (b) will specify the date on which the holders of
         Ordinary Shares will be entitled to exchange their Ordinary Shares, as
         the case may be, for securities or other property deliverable on such
         reorganization, reclassification, consolidation, merger, share
         exchange, sale, transfer, disposition, dissolution, liquidation or
         winding up.

11. Fractional Shares. Fractional shares will not be issued on the exercise of
the Warrants. If the Holder would be entitled to receive a fractional share, the
Corporation will pay to the Holder an amount equal to the fractional share
multiplied by the Current Market Price for one share of Ordinary Shares less the
Exercise Price.

12. Fully Paid Stock; Taxes. The Corporation covenants and agrees that the
shares of stock represented by each and every certificate for its Ordinary
Shares to be delivered on the exercise of the Warrants will be duly authorized,
validly issued and outstanding, fully paid, nonassessable and free from all
taxes, liens, charges and encumbrances. The Corporation agrees to pay when due
and payable any and all federal and state taxes (including, without limitation,
all documentary, stamp, transfer or other transactional taxes but excluding
income taxes) which may be payable in respect of the Warrants, any Warrant
Shares or certificates therefor on the exercise of the Warrants.

13. Notices. Any notice, demand or communication required or permitted to be
given by any provision of this Warrant will be in writing and will be deemed to
have been given and received when delivered personally or by telefacsimile to
the party designated to receive such notice, or on the date following the day
sent by overnight courier, or on the third (3rd) business day after the same is
sent by certified mail, postage and charges prepaid, directed to the following
addresses or to such other or additional addresses in the continental United
States of America as any party might designate by written notice to the other
parties:

                  To the Corporation:          Mr. Robert Hefner III
                                               Chief Executive Officer
                                               Seven Seas Petroleum, Inc.
                                               Suite 1700, 5555 San Felipe
                                               Houston, Texas 77056
                                               Phone: (713) 622-8218
                                               Fax: (713) 621-9770




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                  To the Holder:               Mr. Aubrey K. McClendon
                                               Chief Executive Officer
                                               Chesapeake Energy Corporation
                                               6100 North Western
                                               Oklahoma City, Oklahoma 73118
                                               Phone: (405) 879-9226
                                               Facsimile: (405) 848-8858

14. Assignment. Subject to conditions set forth herein, this Warrant and all
rights hereunder are transferable, in whole or in part, on the books of the
Corporation to be maintained for such purpose, on surrender of this Warrant at
the office of the Corporation maintained for such purpose, together with a
written assignment of this Warrant duly executed by the Holder and payment of
funds sufficient to pay any stock transfer taxes payable on the making of such
transfer. On such surrender and payment, the Corporation will, subject to
conditions set forth herein, execute and deliver a new Warrant or Warrants in
the name of the assignee or assignees and in the denominations specified in such
instrument of assignment, and this Warrant will promptly be canceled. The
conditions to transferability specified in this Warrant are intended to ensure
compliance with the provisions of the Securities Act and applicable state
securities laws in respect of the transfer of any Warrant or any Warrant Shares
and are to be strictly construed.

15. Governing Law. This Warrant is being delivered and is intended to be
performed in Oklahoma and will be construed and enforced in accordance with, and
the rights of the parties will be governed by, the law of such state.

16. Agent Appointment; Jurisdiction. The Corporation hereby appoints CT
Corporation, located in Oklahoma City, Oklahoma, or such other person as may be
designated by the Corporation and approved by the Holder, in writing, as the
Corporation's agent (the "Agent") for the purpose of accepting notices and
service of process so long as the Holder owns any Warrants or the Warrant
Shares. The Corporation will not remove or terminate the Agent unless prior
thereto: (a) the Holder has consented to such removal or termination in writing;
and (b) a substitute Agent acceptable to the Holder has been appointed by the
Corporation. Any notice or service of process delivered to the Agent will be
deemed to be served on the Corporation for purposes of this Agreement. THE
CORPORATION HEREBY IRREVOCABLY SUBMITS ITSELF TO THE JURISDICTION OF THE STATE
AND FEDERAL COURTS SITTING IN THE STATE OF OKLAHOMA AND AGREES AND CONSENTS THAT
SERVICE OF PROCESS MAY BE MADE UPON THE CORPORATION BY SERVICE ON THE AGENT IN
ANY LEGAL PROCEEDING RELATING TO THIS AGREEMENT BY ANY MEANS ALLOWED UNDER
OKLAHOMA OR FEDERAL LAW. ANY LEGAL PROCEEDING ARISING OUT OF OR IN ANY WAY
RELATED TO THIS AGREEMENT WILL BE BROUGHT AND LITIGATED EXCLUSIVELY IN THE
UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF OKLAHOMA, TO THE EXTENT
IT HAS SUBJECT MATTER JURISDICTION, AND OTHERWISE IN THE OKLAHOMA DISTRICT COURT
SITTING IN OKLAHOMA COUNTY, OKLAHOMA. THE PARTIES HERETO HEREBY WAIVE AND AGREE
NOT TO ASSERT, BY WAY OF MOTION, AS A DEFENSE OR OTHERWISE, THAT ANY SUCH
PROCEEDING IS BROUGHT IN AN INCONVENIENT FORUM OR THAT THE VENUE THEREOF IS
IMPROPER, AND FURTHER AGREE TO A TRANSFER OF ANY SUCH PROCEEDING TO A FEDERAL
COURT SITTING IN THE OKLAHOMA CITY, OKLAHOMA TO THE EXTENT THAT IT HAS SUBJECT
MATTER JURISDICTION, AND OTHERWISE TO A STATE COURT IN OKLAHOMA COUNTY,
OKLAHOMA. IN


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<PAGE>   15



FURTHERANCE THEREOF, THE CORPORATION AND THE HOLDER EACH HEREBY ACKNOWLEDGE AND
AGREE THAT IT WAS NOT INCONVENIENT FOR THEM TO NEGOTIATE AND RECEIVE FUNDING OF
THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT IN SUCH COUNTY AND THAT IT WILL
BE NEITHER INCONVENIENT NOR UNFAIR TO LITIGATE OR OTHERWISE RESOLVE ANY DISPUTES
OR CLAIMS IN A COURT SITTING IN SUCH COUNTY.

17. Headings. The headings of the paragraphs of this Warrant are inserted for
convenience only and will not be deemed to constitute a part of this Warrant.

18. Lost, Stolen, Destroyed or Mutilated Warrant. In case this Warrant is
mutilated, lost, stolen or destroyed, the Corporation agrees to issue a new
Warrant of like date, tenor and denomination and deliver the same in exchange
and substitution for and on surrender and cancellation of this mutilated
Warrant, or in lieu of this Warrant being lost, stolen or destroyed, on receipt
of evidence reasonably satisfactory to the Corporation of the loss, theft or
destruction of this Warrant and on receipt of indemnity satisfactory to the
Corporation (provided that in the case of Chesapeake Energy Corporation, any
affiliate of Chesapeake Energy Corporation or an institutional investor, the
investor's own agreement will be deemed satisfactory to the Corporation).

19. Fees and Expenses. The Corporation agrees to pay on demand all costs and
expenses (including attorney's fees and costs) incurred by the Holder arising
out of or in connection with the administration, enforcement or preservation of
any rights under this Warrant including, without limitation, the enforcement of
this Warrant by judicial proceedings, proceedings under Chapter 7 or 11 of the
Bankruptcy Code or any successor statute thereto, or otherwise.

20. Consent to Amendments; Waivers. The provisions of this Warrant may be
amended or waived at any time only by the written agreement of the Corporation
and the Holder. Any waiver, permit, consent or approval of any kind or character
on the part of the Holder of any provisions or conditions of this Warrant must
be made in writing and will be effective only to the extent specifically set
forth in such writing. No course of dealing between the Corporation and the
Holder and no delay in exercising any right, remedy, or power conferred hereby
or now or hereafter existing at law or under equity, by statute or otherwise,
will operate as a waiver of or otherwise prejudice any such right, power or
remedy.

21. Warrant Holder Not Shareholder. This Warrant does not confer on the Holder
hereof any right to vote or to consent as a shareholder of the Corporation, as
such, in respect of any matters whatsoever, or any other rights or liabilities
as a shareholder, prior to the exercise hereof as hereinbefore provided.

22. Severability. Should any part of this Warrant for any reason be declared
invalid, such decision will not affect the validity of any remaining portion,
which remaining portion will remain in full force and effect as if this Warrant
had been executed with the invalid portion thereof eliminated, and it is hereby
declared the intention of the parties hereto that they would have executed and
accepted the remaining portion of this Warrant without including therein any
such part, parts or portion which may, for any reason, be hereafter declared
invalid.



WARRANT-SEVEN SEAS PETROLEUM, INC.

                                      -15-
<PAGE>   16


                  IN WITNESS WHEREOF, this Warrant has been executed effective
the 23rd day of July, 2001.

                                SEVEN SEAS PETROLEUM, INC., a Cayman Island
                                exempted company limited by shares


                                By /s/ LARRY A. RAY
                                  ----------------------------------------------
                                   Larry Ray, President


                                (the "Corporation")



                                CHESAPEAKE ENERGY CORPORATION, an
                                Oklahoma corporation


                                By /s/ TOM L. WARD
                                  ----------------------------------------------
                                Name   Tom L. Ward
                                    --------------------------------------------
                                Title  President
                                     -------------------------------------------

                                (the "Holder")




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                                      -16-