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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____________)*
Clayton Homes, Inc.
(Name of Issuer)
Common Stock, $0.10 par value
(Title of Class of Securities)
184190 10 6
(CUSIP Number)
Check the following box if a fee is being paid with this statement /X/. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
SEC 1745 (2/92) Page 1 of 5 pages
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CUSIP NO. 184190 10 6 13G PAGE 2 OF 5 PAGES
1 NAME OF REPORTING PERSON
S.S. or I.R.S IDENTIFICATION NO. OF ABOVE PERSON
MUNDER CAPITAL MANAGEMENT, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
STATE OF DELAWARE
5 SOLE VOTING POWER
NUMBER OF 1,379,474
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 4,409
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 2,910,586
WITH
8 SHARED DISPOSITIVE POWER
84,891
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,995,447
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/X/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.3%
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 pages
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CUSIP NO. 184190 10 6 13G Page 3 of 5 pages
ITEM 1.
(a) Name of Issuer:
Clayton Homes, Inc. (the "Company")
(b) Address of Issuer's Principal Executive Offices:
New Topside Drive at Alcoa Highway
P.O. Box 15169
Knoxville, TN 37901
ITEM 2.
(a) Name of Person Filing:
Munder Capital Management, Inc. ("Munder")
(b) Address of Principal Business Office, if none, Residence:
Munder Capital Center
480 Pierce Street, Suite 300
P.O. Box 3043
Birmingham, MI 48012-3043
(c) Citizenship:
Munder is a corporation incorporated under the laws of the State of
Delaware
(d) Title of Class of Securities:
Common Stock, $0.10 par value ("Common Stock")
(e) CUSIP Number:
184190 10 6
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), or 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
/X/ (e) Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940
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CUSIP NO. 184190 10 6 13G Page 4 of 5 pages
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned:
2,995,477 shares of Common Stock
(b) Percent of Class:
5.3%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
1,379,474
(ii) shared power to vote or to direct the vote:
4,409
(iii) sole power to dispose or to direct the dispositon of:
2,910,586
(iv) shared power to dispose or to direct the disposition of:
84,891
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
While Munder is the beneficial owner of the shares of Common Stock
of the Company, Munder is the beneficial owner of such stock on
behalf of numerous clients who have the right to receive and the
power to direct the receipt of dividends from, or the proceeds of
the sale of, such Common Stock. No such client has the right to
receive or the power to direct the receipt of dividends from, or
the proceeds from the sale of, more than 5% of the Common Stock.
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CUSIP NO. 184190 10 6 13G Page 5 of 5 pages
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any such transaction having
such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
MUNDER CAPITAL MANAGEMENT, INC.
By: Terry Gardner
Dated: _____________________ Its: Vice President and CFO
