-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q55oQ31v1nhKIT7itSZ6c8UyCBaaCNGgbwqAQzcRoXr0UKLp7d8nDaiU4QL24CfW 5Lv4GbAvTXYp2P6VaqPbHg== 0001410578-08-000019.txt : 20081218 0001410578-08-000019.hdr.sgml : 20081218 20081218173905 ACCESSION NUMBER: 0001410578-08-000019 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081216 FILED AS OF DATE: 20081218 DATE AS OF CHANGE: 20081218 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CLAYTON WILLIAMS ENERGY INC /DE CENTRAL INDEX KEY: 0000880115 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752396863 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: SIX DESTA DR STREET 2: STE 6500 CITY: MIDLAND STATE: TX ZIP: 79705 BUSINESS PHONE: 9156826324 MAIL ADDRESS: STREET 1: SIX DESTA DRIVE STREET 2: STE 6500 CITY: MIDLAND STATE: TX ZIP: 79705 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WILLIAMS CLAYTON W CENTRAL INDEX KEY: 0000908287 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10924 FILM NUMBER: 081258283 BUSINESS ADDRESS: STREET 1: SIX DESTA DRIVE SUITE 3000 CITY: MIDLAND STATE: TX ZIP: 79705 MAIL ADDRESS: STREET 1: 6 DESTA DR STREET 2: STE 3000 CITY: MIDLAND STATE: TX ZIP: 79705 4 1 a4.xml 4 X0303 4 2008-12-16 0 0000880115 CLAYTON WILLIAMS ENERGY INC /DE CWEI 0000908287 WILLIAMS CLAYTON W 6 DESTA DRIVE, SUITE 6500 MIDLAND TX 79705 1 1 1 0 Chairman, President & CEO Common Stock, $.10 par value 2008-12-16 5 G 0 E 34500 0 D 1690519 D Common Stock, $.10 par value 2008-12-16 4 J 0 1690519 0 D 0 D Common Stock, $.10 par value 2008-12-16 4 J 0 1725019 0 A 3109885 I See Prior to the transactions described in this footnote (1), the Reporting Person beneficially owned 1,725,019 shares of the Issuer's Common Stock directly and 1,384,866 shares of the Issuer's Common Stock indirectly. On December 16, 2008 (a) the Reporting Person transferred by gift 34,500 shares of the Issuer's Common Stock (the "Gifted Shares") to a trust created for the benefit of the Reporting Person's grandchildren (the "Trust"), (b) the Reporting Person contributed 1,690,519 shares of the Issuer's Common Stock to CW Stock Holdco, L.P. ("Holdco LP"), a limited partnership the general partner of which is CW Stock Holdco GP, LLC ("Holdco GP") and the limited partner of which is Clajon Holding Corporation ("Clajon") and (c) the Trust contributed the Gifted Shares to Holdco LP. The Reporting Person owns 98% of the outstanding capital stock of Clajon, and the Trust owns the remaining 2% of the outstanding capital stock of Clajon. The Reporting Person continues to report beneficial ownership over all 3,109,885 shares of the Issuer's Common Stock previously reported by the Reporting Person (and as more fully described in footnote (3)); however the Reporting Person disclaims a pecuniary interest with respect to two percent of the shares held by CWPLCO, Inc. ("CWPLCO"), a wholly owned subsidiary of Clajon, and Holdco LP. The shares of the Issuer's Common Stock were contributed to and acquired by Holdco LP as a contribution to capital for which no consideration was paid or received. The disposition of direct beneficial ownership and the acquisition of indirect beneficial ownership constitute a change in the form of beneficial ownership only. Indirect ownership of the Issuer's Common Stock is held as follows: CWPLCO (1,247,488 shares), Holdco LP (1,771,219 shares), by wife, Mrs. Williams, as separate property (11,044), a trust of which Mrs. Williams is trustee (588 shares), Trusts for Clayton Wade Williams, Jeff Williams and Chicora Modesta Williams, of which Mr. Williams is Trustee (49,179 shares), a trust in which Mr. Williams is beneficiary and Mrs. Williams is trustee (5,749 shares), by wife, Mrs. Williams, as custodian for grandchildren under UGTMA (7,421). This amount also includes 17,197 shares held in the Company's 401(k) Plan and Trust. /s/ Clayton W. Williams, by L. Paul Latham as attorney-in-fact 2008-12-18 -----END PRIVACY-ENHANCED MESSAGE-----