As filed with the Securities and Exchange Commission on May 13, 1997
Registration No. 33-92832
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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 10549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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CLAYTON WILLIAMS ENERGY, INC.
(Exact name of issuer as specified in its charter)
DELAWARE 75-2396863
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
SIX DESTA DRIVE, SUITE 6500 79705
MIDLAND, TEXAS (Zip Code)
(Address of principal executive offices)
OUTSIDE DIRECTORS STOCK COMPENSATION PLAN
OF CLAYTON WILLIAMS ENERGY, INC.
(Full Title of the Plan)
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CLAYTON W. WILLIAMS, JR.
PRESIDENT AND CHIEF EXECUTIVE OFFICER
CLAYTON WILLIAMS ENERGY, INC.
SIX DESTA DRIVE, SUITE 6500
MIDLAND, TEXAS 79705
(915) 682-6324
(Name and address, including zip code, and telephone number,
including area code, of agent for service)
COPIES TO:
RICHARD T. MCMILLAN
COTTON, BLEDSOE, TIGHE & DAWSON
500 WEST ILLINOIS, SUITE 300
MIDLAND, TEXAS 79701
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Removal from Registration of Remaining Unsold Shares of Common Stock of the
Registrant.
PART I
REMOVAL FROM REGISTRATION
OF REMAINING UNSOLD SHARES OF COMMON STOCK
Clayton Williams Energy, Inc. (the "Registrant") files this
Post-Effective Amendment No. 1 to its Registration Statement on Form S-8
(Registration No. 33-92832, the "Registration Statement") for the purpose of
removing from registration under the Securities Act of 1933, as amended, an
aggregate of 128,699 shares of the Registrant's common stock, $.10 par value
per share (the "Common Stock"), registered under the Registration Statement.
Such shares of Common Stock remained unissued at the termination of the
offering made pursuant to the Registration Statement under the Registrant's
Outside Directors Stock Compensation Plan (the "Plan"). The Plan and the
offering of Common Stock pursuant to the Registration Statement were
terminated by the Registrant effective January 10, 1997. At the time of such
termination, the Registrant had issued a total of 21,301 shares of the
original 150,000 shares of Common Stock registered under the Registration
Statement.
PART II
ITEM 8. EXHIBITS.
Exhibit No. Description of Exhibit
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24.1* Power of Attorney.
24.2* Certified copy of resolution of Board of Directors
of Clayton Williams Energy, Inc. authorizing
signature pursuant to Power of Attorney.
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*Previously filed.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Post-Effective Amendment No. 1 to Form S-8 Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Midland, State of Texas, on May 8, 1997.
CLAYTON WILLIAMS ENERGY, INC.
(Registrant)
By: /s/ L. Paul Latham
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L. Paul Latham,
Executive Vice President and
Chief Operating Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
SIGNATURE TITLE DATE
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/s/ Clayton W. Williams, Jr.* Chairman of the Board, President, May 8, 1997
- ----------------------------- Chief Executive Officer and
Clayton W. Williams, Jr. Director
/s/ L. Paul Latham Executive Vice President, Chief May 8, 1997
- ----------------------------- Operating Officer and Director
L. Paul Latham
/s/ Mel G. Riggs* Senior Vice President-Finance, May 8, 1997
- ----------------------------- Secretary, Treasurer, Chief
Mel G. Riggs Financial Officer and Director
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/s/ Stanley S. Beard* Director May 8, 1997
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Stanley S. Beard
/s/ Robert L. Parker* Director May 8, 1997
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Robert L. Parker
- ----------------------------- Director May 8, 1997
William P. Clements, Jr.
*By: /s/ L. Paul Latham
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L. Paul Latham,
Attorney-in-Fact
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INDEX TO EXHIBITS
Exhibit No. Description of Exhibit
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24.1* Power of Attorney.
24.2* Certified copy of resolution of Board of Directors of
Clayton Williams Energy, Inc. authorizing signature
pursuant to Power of Attorney.
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*Previously filed.
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