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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ...)*
Howell Corporation
(Name of Issuer)
Common Stock $1.00 Par Value Per Share
(Title of Class of Securities)
443051 10 7
(CUSIP Number)
January 3, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
*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).
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CUSIP No. 443051 10 7 13G Page 2 of _5_ Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Donald W. Clayton
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
DNA
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
NUMBER OF
SHARES 280,040
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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6 SHARED VOTING POWER
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7 SOLE DISPOSITIVE POWER
280,040
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8 SHARED DISPOSITIVE POWER
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
280,040
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
|_| DNA
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
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12 TYPE OF REPORTING PERSON*
IN
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SCHEDULE 13G
Introductory Note: All information with respect to Howell
Corporation, a Delaware corporation, is to the best knowledge and
belief of the Reporting Person, as defined herein.
Item 1.
(a) Name of Issuer. The name of the issuer is Howell
Corporation, a Delaware corporation. (the "Issuer").
(b) Address of Issuer's Principal Executive Offices. The
address of the Issuer's Principal Executive Offices is
1111Fannin, Suite 1500, Houston Texas 77002.
Item 2.
(a) Name of Person Filing. The name of the person filing
this Schedule 13G is Donald W. Clayton (the "Reporting
Person").
(b) Address of Principal Business Office or, if none,
Residence. The address of the Reporting Person is 1111
Fannin, Suite 1500, Houston, Texas 77002.
(c) Citizenship. The reporting person is a citizen of the
United States.
(d) Title of Class of Securities. The class of securities
of the Issuer owned beneficially by the Reporting
Person is common stock, $1.00 par value (the "Common
Stock").
(e) CUSIP Number. The CUSIP Number for the Common Stock is
443051 10 7.
Item 3. If this statement is filed pursuant to Rule 13d-1(b)
or Rule 13d-2(b) or (c), check whether the filing person is:
(a) |_| Broker or dealer registered under section 15 of the
Act (15 U.S. C. 78o).
(b) |_| Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c).
(c) |_| Insurance company as defined in section 3(a)(19) of
the Act (15 U.S..C. 78c).
(d) |_| Investment company registered under section 8 of the
Investment Company Act of 1950 (15 U.S.C. 80a-8).
(e) |_| An investment adviser in accordance with
Rule 13d-(b)(1)(ii)(E);
(f) |_| An employee benefit plan of endowment fund in
accordance with Rule 13d(b)(1)(ii)(F);
(g) |_| A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) |_| A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (!2 U.S.C. 1813);
(i) |_| A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) |_| Group, in accordance with Rule 13d-(b)(1)(ii)(J).
Item 4. Ownership.
(a) Amount Beneficially Owned. The amount of securities
beneficially owned by the Reporting Person is
280,040 shares of Common Stock.
(b) Percent of Class. The percent of the class of Common
Stock beneficially owned by the Reporting Person is
5.1%.
(c) Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote:
280,040
(ii) Shared power to vote or to direct the vote:
__________
(iii)Sole power to dispose or to direct the
disposition of: 280,040
(iv) Shared power to dispose or to direct the
disposition of: _______
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable
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 not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
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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.
Date: March 2, 2000
/s/ Donald W. Clayton
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Donald W. Clayton
