The unofficial closing bells put the DJIA up nearly 34 points to 12,530.91 (0.27%), the NASDAQ fell nearly 11points (-0.38%) to 2,839.38, and the S&P 500 rose 0.14% or nearly 2 points to 1,320.73.

There were several analyst upgrades and downgrades today, including Hewlett-Packard Co. (NYSE: HPQ) maintained as ‘neutral’ but estimates raised at Credit Suisse; ARM Holdings plc (NASDAQ: ARMH) raised to ‘buy’ at S&P; Duke Energy Corp. (NYSE: DUK) raised to ‘buy’ at UBS; National Oilwell Varco (NYSE: NOV) raised to ‘buy’ at SocGen; and MetLife Inc. (NYSE: MET) raised to ‘buy’ with a target price of $46 at Argus.

Earnings reports since markets closed last night have led to some price changes as of the last half hour of trading today: Hewlett-Packard is up 3% at $21.72 (more coverage here); Fred’s Inc. (NASDAQ: FRED) is down -2.5% at $14.05; H.J. Heinz Co. (NYSE: HNZ) is down -0.8% at $53.41; Tiffany & Co. (NYSE: TIF) is down -7.5% at $57.17 after posting a new 52-week low of $55.75 earlier today (more coverage here); Costco Wholesale Corp. (NASDAQ: COST) is up 1% at $84.16 (more coverage here); and The Toronto-Dominion Bank (NYSE: TD) is down -0.3% at $76.54.

Tomorrow we are scheduled to get earnings reports from America’s Car-Mart Inc. (NASDAQ: CRMT), Mentor Graphics Inc. (NASDAQ: MENT), Post Holdings Inc. (NYSE: POST), Frontline Ltd. (NYSE: FRO), and JDA Software Group Inc. (NASDAQ: JDAS).

We’ve also reviewed some potential value stocks among major oil companies, gold & silver miners, conglomerates, industrials, retail, and semiconductor stocks.

Other standouts from today include the following stocks:

Rosetta Genomics Inc. (NASDAQ: ROSG) is up nearly 52% at $17.07. The medical device maker is still booming on last week’s announcement that treatment would be covered by Medicare.

Pandora Media Inc. (NYSE: P) is up 12.5% at $11.62. The Internet radio company reported better-than-expected results last night. More coverage here.

Stay tuned for Friday. Philadelphia Fed President Charles Plosser is giving a speech. We have also noted the following events on the schedule (all times Eastern):

• 9:55 a.m. – Reuters/University of Michigan consumer sentiment index

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Analog Devices Inc. (NYSE: ADI) Reiterated Buy with $43 target at Argus.

ARM Holdings PLC (NASDAQ: ARMH) Raised to Buy at S&P.

Assured Guaranty (NYSE: AGO) Raised to Buy at UBS.

Baker Hughes Inc. (NYSE: BHI) Cut to Hold at Societe Generale.

Dean Foods Co. (NYSE: DF) named as Bull of the Day in its turnaround at Zacks.

Dell Inc. (NASDAQ: DELL) Maintained Buy but target cut to $18 from $22 at Argus.

Duke Energy Corporation (NYSE: DUK) Raised to Buy at UBS.

Eaton Vance (NYSE: EV) Raised to Neutral from Sell at Citigroup.

Express Inc. (NYSE: EXPR) Started as Neutral at JPMorgan.

Hewlett-Packard Co. (NYSE: HPQ) Maintained Neutral but raised 2012/2013 estimates by 2% at Credit Suisse.

Human Genome Sciences Inc. (NASDAQ: HGSI) Cut to Market Perform with a price target of $13.00 at BMO Capital.

Iridium Communications Inc. (NASDAQ: IRDM) Started as Buy at CRT Capital.

MetLife Inc. (NYSE: MET) Reiterated Buy with $46 target at Argus.

National Oilwell Varco (NYSE: NOV) Raised to Buy at Societe Generale.

OCZ Technology Group Inc (NYSE: OCZ) Started as Outperform with $8 target at Credit Suisse.

RadioShack Corporation (NYSE: RSH) named as Bear of the Day at Zacks.

RailAmerica Inc. (NYSE: RA) Cut to Neutral at JPMorgan.

Three calls seen on NetApp (see here).

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JON C. OGG

The unofficial closing bells put the DJIA up nearly XX points to XXX (XX%), the NASDAQ rose more than XX points (XXX%) to XXX, and the S&P 500 rose XX% or nearly X points to XXX.

There were several analyst upgrades and downgrades today, including Oracle Corp. (NASDAQ: ORCL) cut to ‘hold’ at ThinkEquity; National Oilwell Varco Inc. (NYSE: NOV) maintained ‘buy’ with a lowered target price of $90 at Argus; 3M Co. (NYSE: MMM) cut to ‘market perform’ at Bernstein; Teva Pharmaceuticals Industries Ltd. (NASDAQ: TEVA) cut to ‘hold’ at Needham; and JDS Uniphase Corp. (NASDAQ: JDSU) raised to ‘buy’ at UBS.

Earnings reports since markets closed last night have led to some price changes as of the last half hour of trading today: AMC Networks Inc. (NASDAQ: AMCX) is up 2.4% at $40.58; ArcelorMittal (NYSE: MT) is up 1.9% at $16.42; Harvest Natural Resources Inc. (NYSE: HNR) is down -1.6% at $5.71 after posting a new 52-week low of $5.44 earlier today; Kohl’s Corp. (NYSE: KSS) is down -4.6% at $48.52; and Windstream Corp. (NASDAQ: WIN) is down -10.3% at $10.10 after posting a new 52-week low of $9.42 earlier today.

On Friday we are scheduled to get earnings from Dillard’s Inc. (NYSE: DDS), Jinkosolar Holding Co. Ltd. (NYSE: JKS), Nvidia Corp. (NASDAQ: NVDA), Progressive Corp. (NYSE: PGR), ReneSola Ltd. (NYSE: SOL), and Uranium Resources Inc. (NASDAQ: URRE).

Other standouts from today include the following stocks:

Monster Beverage Corp. (NASDAQ: MNST) is up 9.2% at $71.34 in a 52-week range of $32.35-$83.96. The energy drinks company posted strong results, but buyout rumors continue to lead the charge. More coverage here.

MEMC Electronic Materials Inc. (NYSE: WFR) is down -24.3% at $2.46 after posting a new 52-week low of $2.41 earlier today. The solar component supplier posted bad results and a weak outlook. More coverage here.

We also took a detailed look today at short interest in a number of stocks — big names, volume leaders, and cult stocks.

Stay tuned for Friday. Dallas Fed President Richard Fisher is giving a speech. We have noted the following events on the schedule (all times Eastern):

• 8:30 a.m. – Producer price index
• 9:55 a.m. – Reuters/University of Michigan consumer sentiment

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ARM Holdings PLC (NASDAQ: ARMH) Raised to Market Perform at Bernstein.

Big Lots Inc. (NYSE: BIG) Raised to Overweight at Barclays.

Chesapeake Midstream Partners, L.P. (NYSE: CHKM) Started as Outperform at Credit Suisse.

Cisco Systems Inc. (NASDAQ: CSCO) Reiterated Buy with $24 target at Argus.

Cost Plus Inc. (NASDAQ: CPWM) Cut to Neutral at Wedbush.

Dolby Labs, Inc. (NYSE: DLB) Cut to Neutral at JPMorgan.

Human Genome Sciences Inc. (NASDAQ: HGSI) Cut to Market Perform at Leerink Swann.

JDS Uniphase Corporation (NASDAQ: JDSU) Raised to Buy at UBS.

Linn Energy, LLC (NASDAQ: LINE) Started as Outperform at Credit Suisse.

3M Co. (NYSE: MMM) Cut to Market Perform at Bernstein.

National Oilwell Varco Inc. (NYSE: NOV) Maintained Buy but cut target to $90 at Argus.

Oracle Corporation (NASDAQ: ORCL) Cut to Hold at ThinkEquity.

Regency Energy Partners LP (NYSE: RGP) Started as Outperform at Credit Suisse.

Tempur-Pedic International Inc. (NYSE: TPX) Raised to Strong Buy at Raymond James.

Tesoro Logistics LP (NYSE: TLLP) Started as Outperform at Credit Suisse.

Teva Pharmaceutical Industries Limited (NASDAQ: TEVA) Cut to Hold at Needham.

Vertex Pharmaceuticals Incorporated (NASDAQ: VRTX) Cut to Outperform at RBC.

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JON C. OGG

The United States Oil (AMEX: USO) is now down 4.1% at $37.23 and the Market Vectors Oil Services ETF (AMEX: OIH) is down 3.7% at $38.57.  Even the JPMorgan Alerian MLP Index ETN (AMEX: AMJ), which is supposed to not be so tied to oil and gas prices, is down 0.75% at $39.43 against a 52-week high of $41.68.

Maybe dividend hikes are helping to mitigate some of the losses in the major integrated oil outfits.  Exxon Mobil Corporation (NYSE: XOM) is down only 1.2% at $84.60 and Chevron Corporation (NYSE: CVX) is down about 2.1% at $103.75.

The drop is rather large in Schlumberger Limited (NYSE: SLB) with a loss of 3.7% at $69.95 for a loss of about $3 billion in market value.  Baker Hughes Incorporated (NYSE: BHI) has suffered substantially from its highs by a drop of half from its 52-week high and shares are now down 4.4% at $40.97.

Elsewhere shares of Transocean Ltd. (NYSE: RIG) is down 4.4% at $48.08 (down from a high of over $70), while National Oilwell Varco, Inc. (NYSE: NOV) is down ‘only’ 2.2% at $71.12.

Valero Energy Corporation (NYSE: VLO) is even lower by 3.1% at $22.80 even though certain drops in the price of oil will help its operating margins.  The caveat is that refiners need lower prices and actually they need stable prices so that they can have steadier pricing.

While its move to oil is marred by corporate problems tied to its CEO and governance issues, Chesapeake Energy Corporation (NYSE: CHK) is the only stock up on the major oil and gas stocks we follow.

This drop to $98 in crude is the lowest level since roughly February 10, 2012.  This is setting up to be the worst week for crude since the end of September.

JON C. OGG

The Chesapeake board has eight members other than McClendon.

Board member Kathleen Eisbrenner was elected in December 2010. She is currently creating an organization called Next Decade. This new company will build opportunities in the integrated international liquefied natural gas industry. Eisbrenner did work for Royal Dutch Shell (NYSE: RDS-A), which makes her an industry insider. She has no qualifications to sit on a huge public company board. And her activities today are tied too closely to the industry in which Chesapeake operates.

V. Burns Hargis has been a board member since September 2008, as well as the president of Oklahoma State University since March 2008. Viewed another way, he runs an education institution inside Chesapeake’s home state.

Board member Frank Keating is a former governor of Oklahoma. Merrill A. Miller Jr. is another industry insider. He runs National Oilwell Varco (NYSE: NOV), which supplies oilfield services, equipment and components to the natural gas and oil industry. Don Nickles is a former U.S. senator from Oklahoma.

A review of the backgrounds of the Chesapeake board members shows what a joke governance is at the company. Perhaps investors got what they deserved because they did not do more to challenge the election of these members. McClendon packed the board with people who could help him, but not challenge him.

What McClendon did at Chesapeake should never have happened. A look at the board shows why it did.

Douglas A. McIntyre

The lowered expectations were the result of production slowdowns by natural gas producers like Chesapeake Energy Corp. (NYSE: CHK) that have been bedeviled by low natural gas prices. The slowdown has pushed down rig rates as the services companies seek to keep busy.

Baker Hughes may have been the bigger surprise today. The company had been tamping down EPS expectations for the whole quarter. The initial estimate for first quarter EPS came in at $1.25, gradually sinking to $0.80. Baker Hughes reported EPS of $0.86 today on revenues of $5.36 billion, which also topped the consensus estimate of $5.22 billion.

Weatherford actually missed estimates today, but the company’s upbeat outlook made up for the misses. The company posted adjusted EPS of $0.25 versus an estimate of $0.28. Revenue totaled $3.6 billion versus an estimate of $3.64 billion. Weatherford’s EPS was more than twice what it reported in the same period a year ago and revenues were up 26%.

Weatherford forecast second quarter earnings of $0.24-$0.26, a penny below the consensus estimate of $0.27 and the company expects “modest” revenue and operating income growth for the full year compared with 2011. The company believes it is well-positioned to take advantage of increased activity in Canada and some US oil basins.

Baker Hughes plans to cut capital expenditures by $400 million for the year and the company said it will solve its supply chain issues this quarter. The company did not offer further guidance for the second quarter, but the consensus estimate calls for EPS of $0.77 on revenues of $5.24 billion.

Halliburton and Schlumberger both topped lowered estimates last week, and National Oilwell Varco is slated to post EPS of $1.39 on revenues of $4.29 billion tomorrow. The company’s EPS estimate is actually higher than the initial estimate of $1.36 and the revenue estimate is more than 25% higher than actual revenue in the same period a year ago.

Baker Hughes’ shares are up 6.7% at $43.85 in a 52-week range of $39.40-$81.00.

Weatherford’s shares are up 3.9% at $14.23 in a 52-week range of $10.85-$22.76.

National Oilwell Varco shares are up 1.9% at $78.74 in a 52-week range of $47.97-$87.72.

Halliburton’s shares are up 2.4% at $33.73 in a 52-week range of $27.21-$57.77, and Schlumberger’s shares are up 2.8% at $73.15 in a 52-week range of $54.79-$95.53.

The Market Vectors Oil Services ETF (AMEX: OIH) is up 2% at $40.22 in a 52-week range of $35.80-$45.14.

Paul Ausick

McClendon himself is chairman of the nine-member board. Other directors include:

• Two former politicians – Former governor and US Senator Frank Keating, a director since 2003, and former US senator Don Nickles, a director since 2005.
• Two retired CEOs – Lou Simpson, former CEO of Geico Insurance Co. (part of Berkshire Hathaway Inc. (NYSE: BRK-A)), and Richard Davidson, former chairman and CEO of Union Pacific Corp. (NYSE: UNP), a director since 2006.
• One university president – V. Burns Hargis, President of Oklahoma State University, and a Chesapeake director since 2008.
• Three energy company executives – Lead independent director Merrill A. “Pete” Miller Jr., CEO and chairman of National Oilwell Varco Inc. (NYSE: NOV) and a director since 2007; Charles Maxwell, a senior energy analyst among other accomplishments, and a director since 2002; and Kathleen Eisbrenner, a director since 2010 and currently CEO of Next Decade, a company founded in 2010 to promote the development of an export market for US liquefied natural gas.

Chesapeake’s board is also very well compensated. According to the company’s most recent proxy statement, filed in April 2011, Ms. Eisbrenner, the newest board member, received stock and cash worth worth $248,670. The longest serving director of the company, Charles Maxwell, received total compensation of $467,026, and the most highly compensated of the directors, former Governor Keating, received $623,433.

The proxy statement also touts the independence of the board:

In 2011, the Board of Directors, through its Nominating and Corporate Governance Committee, evaluated the independence of each director in accordance with the NYSE corporate governance standards … During this review, the Committee considered transactions and relationships between the Company (and/or any of its executive officers) and each director or any member of his immediate family. Based on this review, the Committee affirmatively determined that all directors, other than Mr. McClendon due to his employment with the Company, are independent.

But that’s not a widely held position. In an amended proxy statement filed in May 2011, a shareholder group argued against the re-elections of McClendon and Nickles:

ISS [Institutional Shareholder Services] cites an “apparent unresponsiveness of directors to the shareholder franchise” and “failure to address significant compensation issues” as primary bases for its recommendation to withhold votes with regard to the election of Mr. McClendon, the Company’s co-founder, Chairman and Chief Executive Officer, and Senator Nickles, an independent director and chairman of our Nominating and Corporate Governance Committee.

The compensation issues that ISS refers to are related both to McClendon and the other directors. In late 2008, Chesapeake bought McClendon’s antique map collection for $12.1 million at a time when McClendon had already sold more than 30 million shares of Chesapeake shares to meet a margin call. In January of this year, a district court in Oklahoma ordered McClendon to pay back the company, with interest, and to pay $3.75 million in fees and expenses to plaintiffs in the suit.

Last year’s proxy statement does allude to McClendon’s well participation program and notes that in 2008, the board signed a new five-year contract with McClendon which included a one-time well cost incentive award of $75 million spread over the length of the contract.

But there is no mention of the $1.1 billion that McClendon has borrowed to fund his portion of operating costs. Chesapeake maintains that there is no obligation for the company to reveal the loans or for the company’s board to review them, citing a Delaware court’s ruling in a 2003 case involving Martha Stewart.

The company has said it will file its 2012 proxy statement by the end of this month. Perhaps then we’ll find out if the board will continue to line-up behind anything McClendon chooses to do or if it will act responsibly with the majority of shareholders interests. The board’s history strongly suggests that they’ll continue to protect McClendon and his interests just as before.

Paul Ausick

The selling pressure is a result of the lower forecasts for global economic growth this year, which has had a dampening effect on crude oil prices today. Brent crude is down -1.21% at $122.30/barrel and WTI crude is down -1.66% at $104.95/barrel. Neither price drop is likely to have a significant impact on crude oil production unless today’s economic outlook actually comes true. Even then, the economic hit would have to be more substantial than the -0.3% offered up today for the shrinkage in the eurozone.

China, for example, would have to stick by its forecast of 7.5% GDP growth, and the Chinese are notorious for fiddling with things like bank reserve and lending requirements as the country tries to hit its economic targets. That fiddling very often has unintended consequences that add to market volatility.

The most important factor in crude prices is supply. Not Iran, not speculation, not even global GDP. The central issue for this year is whether or not supply can meet demand. As it stands right now it can, but just barely. A little slowdown won’t hurt producers, and it may even help consumers.

The services companies are all trading well below their target prices and any of the big three — Schlumberger, Halliburton, or Baker Hughes — are reasonable risks given the tight supply/demand situation expected this year.

Paul Ausick

Annaly Capital Management Inc. (NYSE: NLY) Cut to Market Perform at FBR.
ArcelorMittal (NYSE: MT) Cut to Sell at S&P Capital IQ.
BP PLC (NYSE: BP) Raised Estimates by UBS; Cut to Hold at Soc-Gen.
CBOE Holdings, Inc. (NASDAQ: CBOE) Cut to Underperform at KBW.
Demand Media Inc. (NYSE: DMD) Cut to Underweight at Morgan Stanley.
Dr. Reddy’s Laboratories Ltd. (NYSE: RDY) Cut to Neutral at Credit Suisse.
ING Group, N.V. (NYSE: ING) Cut to Neutral at Goldman Sachs.
Morgan Stanley (NYSE: MS) Cut to Hold at Collins Stewart.
National Oilwell Varco Inc. (NYSE: NOV) raised target to $96 at Argus.
OpenTable Inc. (NASDAQ: OPEN) Cut to Perform at Oppenheimer; Cut to Neutral at Credit Suisse; Raised to Overweight at Piper Jaffray.
Sohu.com Inc. (NASDAQ: SOHU) lowered targets by Credit Suisse and Nomura.
UBS AG (NYSE: UBS) Cut to Sell at Deutsche Bank.
Vishay Intertechnology, Inc. (NYSE: VSH) Raised to Overweight at JPMorgan.
Yum! Brands Inc. (NYSE: YUM) Raised to Neutral at Goldman Sachs.

Credit Suisse makes a change to its favorite biotech list.

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JON C. OGG