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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
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hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HATFIELD JAMES R
(Last) (First) (Middle)
P O BOX 321 MC/1110
(Street)
OKLAHOMA CITY OK 73101
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OGE ENERGY CORP [ OGE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr VP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
01/30/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock - $.01 par value per share 01/30/2004 M 17,900 A $18.25 33,435 D
Common Stock - $.01 par value per share 01/30/2004 M 17,266 A $16.685 50,701 D
Common Stock - $.01 par value per share 01/30/2004 S 2,000 D $24.16 48,701 D
Common Stock - $.01 par value per share 01/30/2004 S 1,800 D $24.15 46,901 D
Common Stock - $.01 par value per share 01/30/2004 S 4,300 D $24.14 42,601 D
Common Stock - $.01 par value per share 01/30/2004 S 2,466 D $24.13 40,135 D
Common Stock - $.01 par value per share 01/30/2004 S 2,300 D $24.12 37,835 D
Common Stock - $.01 par value per share 01/30/2004 S 5,800 D $24.11 32,035 D
Common Stock - $.01 par value per share 01/30/2004 S 5,700 D $24.1 26,335 D
Common Stock - $.01 par value per share 01/30/2004 S 700 D $24.09 25,635 D
Common Stock - $.01 par value per share 01/30/2004 S 600 D $24.08 25,035 D
Common Stock - $.01 par value per share 01/30/2004 S 1,300 D $24.07 23,735 D
Common Stock - $.01 par value per share 01/30/2004 S 1,100 D $24.06 22,635 D
Common Stock - $.01 par value per share 01/30/2004 S 2,100 D $24.05 20,535 D
Common Stock - $.01 par value per share 01/30/2004 S 1,400 D $24.04 19,135 D
Common Stock - $.01 par value per share 01/30/2004 S 200 D $24.03 18,935 D
Common Stock - $.01 par value per share 01/30/2004 S 300 D $24.02 18,635 D
Common Stock - $.01 par value per share 01/30/2004 S 100 D $24.01 18,535 D
Common Stock - $.01 par value per share 01/30/2004 S 3,000 D $24 15,535 D
Common Stock - $.01 par value per share 01/30/2004 P 0(3) A (3) 2,386.4637(3) I Retirement Savings
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy) $18.25 01/30/2004 M 17,900 (1) 01/19/2010 Common Stock 17,900 $0 0 D
Stock Options (right to buy) $16.685 01/30/2004 M 17,266 (2) 01/27/2013 Common Stock 17,266 $0 34,534 D
Explanation of Responses:
1. The option vests in three equal installments beginning on January 19, 2001.
2. The option vests in three equal installments beginning on January 27, 2004.
3. The information herein is based on a Retirement Savings Plan Statement dated January 30, 2004. The Retirement Savings Plan Statement indicated the number of units in the Common Stock Fund of the Retirement Savings Plan credited to the participant's account at January 30, 2004 and includes shares credited during 2004 that were exempt from reporting pursuant to Rule 16A03(f)(t)(i)(B). The number of shares of common stock owned at january 30, 2004, was determined by dividing the dollar value of such units by the closing sale price of the common stock on January 30, 2004.
Carla D. Brockman 02/03/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                       POWER OF ATTORNEY

     The undersigned hereby constitutes and appoints each of
Carla D. Brockman and James R. Hatfield, signing singly, the
undersigneds true and lawful attorney-in-fact to:

  (1)  execute for and on behalf of the undersigned, in the
undersigneds capacity as a director and/or officer of OGE
Energy Corp. (the Company), Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange
Act of 1934, as amended, and the rules and regulations
thereunder:

 (11)  do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to
complete and execute any such Form 3, 4 or 5 and timely
file such form with the United States Securities and
Exchange Commission and any stock exchange or similar
authority; and

(111)  take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-
in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve
in his or her discretion.

     The undersigned hereby grants to each attorney-in-fact named
above full power and authority to do and perform any and every
act requisite, necessary or proper to be done in the exercise of
any of the rights and powers herein granted, as fully as the
undersigned could do it personally present, with full power of
substitution or revocation, hereby ratifying and confirming all
that such attorney-in-fact, or such attorney-in-facts substitute
or substitutes, shall lawfully do or cause to be done by virtue
of this Power of Attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of
the undersigned, are not assuming, nor is the company assuming,
any of the undersigneds responsibilities to comply with Section
16 of the Securities Exchange Act of 1934, as amended.

     This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4
and 5 with respect to the undersigneds holdings of, and
transactions in, securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 6th day of November, 2002.

                        Carla D. Brockman
                        James R. Hatfield, Pursuant to Power of
                        Attorney being filed herewith