Clayton Williams Energy Inc /De - Current report filing (8-K)
March 13 2008 - 1:58PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported):
March 11
, 2008
CLAYTON
WILLIAMS ENERGY, INC.
(Exact name of
Registrant as specified in its charter)
Delaware
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001-10924
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75-2396863
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(State or other
jurisdiction of
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(Commission File
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(I.R.S. Employer
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incorporation or
organization)
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Number)
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Identification
Number)
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6 Desta
Drive, Suite 6500, Midland, Texas
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79705-5510
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(Address of
principal executive offices)
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(Zip code)
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Registrants
Telephone Number, including area code:
(432) 682-6324
Not
applicable
(Former name,
former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
¨
Written communications pursuant to
Rule 425 under the Securities Act (17 CFR 230.425)
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¨
Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
Pre-commencement communications
pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR
240.14d-2 (b))
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¨
Pre-commencement communications
pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR
240.13e-4 (c))
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Item
5.03
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Amendments to
Articles of Incorporation or Bylaws; Change in Fiscal Year
On March 11, 2008,
the
Board of Directors of Clayton Williams Energy, Inc. (the Company)
amended Section 2.9(b) of the Companys bylaws (the Bylaws) to remove the
requirement that proxies granted by the Companys stockholders must be in
writing. The Bylaws were amended in
order to facilitate the Companys implementation of E-Proxy procedures, and,
as amended, allow stockholders to appoint proxies by any method permitted under
the Delaware General Corporation Law.
The full text of the Bylaws, as
amended, is filed as Exhibit 3.1 to this current report on Form 8-K
and Section 2.9(b) thereof, as amended, is incorporated into this
Item 5.03 by reference.
Item
9.01
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Financial
Statements and Exhibits
(d)
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Exhibits
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3.1 Bylaws
of Clayton Williams Energy, Inc., as amended
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Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereto
duly authorized.
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CLAYTON
WILLIAMS ENERGY, INC.
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Date:
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March 13,
2008
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By:
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/s/
L. Paul Latham
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L.
Paul Latham
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Executive
Vice President and Chief
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Operating
Officer
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Date:
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March 13,
2008
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By:
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/s/
Mel G. Riggs
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Mel
G. Riggs
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Senior
Vice President and Chief Financial
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Officer
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1
EXHIBIT
INDEX
Exhibit
Number
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Description
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3.1
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Bylaws of Clayton Williams
Energy, Inc., as amended
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2
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