X0202 4 2005-05-31 0 0000880115 CLAYTON WILLIAMS ENERGY INC /DE CWEI 0001329021 Clajon Holding CORP 6 DESTA DRIVE, SUITE 6500 MIDLAND TX 79705 0 0 1 0 Common Stock, $.10 par value 2005-05-31 4 S 0 807674 D 3881109 I See The reported securities are held, along with other assets and liabilities by Clayton Williams Partnership, Ltd., a family limited partnership (3,686,325 shares) and CWPLCO, Inc. (194,784 shares). CWPLCO, Inc. is the wholly owned subsidiary of the reporting person and is the sole general partner of Clayton Williams Partnership, Ltd. On May 31, 2005, CWPLCO, Inc. sold a 15.15% limited partner residual interest in Clayton Williams Partnership, Ltd. to The Williams Childrens Partnership, Ltd. for an aggregate purchase price of $11,722,000. CWPLCO, Inc. is also the sole general partner of The Williams Childrens Partnership, Ltd. The reporting person disclaims beneficial ownership of the securities held by The Williams Childrens Partnership, Ltd. except to the extent of his pecuniary interest therein. /s/ Clajon Holding Corporation by L. Paul Latham, Vice President 2005-06-02