X0306 4 2016-10-06 0 0000880115 CLAYTON WILLIAMS ENERGY INC /DE CWEI 0001237243 POLLARD MICHAEL L 6 DESTA DRIVE, SUITE 6500 MIDLAND TX 79705 0 0 0 1 Former Senior VP & CFO Common Stock, $.10 par value 2016-10-06 4 S 0 3900 86.7727 D 22200 D Common Stock, $.10 par value 9475 I See The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.71 to $86.9350 inclusive. The undersigned undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. These shares are held in the Company's 401(k) Plan. /s/ Michael L. Pollard 2016-10-07