FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

REESBY PATRICK C 		2. Issuer Name and Ticker or Trading Symbol

CLAYTON WILLIAMS ENERGY INC /DE [ CWEI ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Vice President
(Last)          (First)          (Middle)

700 ROCKMEAD, SUITE 159 		3. Date of Earliest Transaction (MM/DD/YYYY)

6/15/2011
(Street)

HOUSTON, TX 77339
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.10 par value                  4094   D    
Common Stock, $.10 par value   6/15/2011     I    3933   A $57.59   11176   I   See   (1) (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  These shares are held in the Company's 401(k) Plan (the "Plan"). On June 15, 2011, Mr. Reesby acquired 3933 shares of Common Stock through the voluntary transfer of investment funds within the Plan. In addition, Mr. Reesby acquired 102 shares through involuntary pre-tax deferrals and matching contributions made by the Company subsequent to the date of the previous Form 4 filed by Mr. Reesby on April 5, 2011.
( 2)  Mr. Reesby's purchase of CWEI common stock reported on this Form 4 was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 2,000 shares, with Mr. Reesby's sale of 2,000 shares of CWEI common stock on February 3, 2011 at prices ranging from $89.82 to $90.60 per share as more fully described in Mr. Reesby's From 4 filed with the Securities and Exchange Commission on February 7, 2011. Mr. Reesby has agreed to pay to CWEI $64,736.36 representing the full amount of the alleged "profits" realized in connection with an inadvertent short-swing transaction.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
REESBY PATRICK C
700 ROCKMEAD, SUITE 159
HOUSTON, TX 77339

Vice President

Signatures
/s/ Patrick C. Reesby by Mel G. Riggs as attorney-in-fact 6/17/2011
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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