Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  KANOUFF KEVIN J
 2. Date of Event Requiring Statement (Month/Day/Year)
01/30/2007		 3. Issuer Name and Ticker or Trading Symbol
CLAYTON HOLDINGS INC [CLAY]
(Last)
(First)
(Middle)
CLAYTON HOLDINGS, INC., 2 CORPORATE DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Clay Fix Inc Svcs
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SHELTON, CT 06484		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) 05/24/2004 05/24/2014 Common Stock 4,818 $ 4 D  
Stock Option (Right to Buy)   (1) 05/24/2014 Common Stock 31,250 $ 4 D  
Stock Option (Right to Buy) 12/31/2004(2) 05/24/2014 Common Stock 15,625 $ 4 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KANOUFF KEVIN J
CLAYTON HOLDINGS, INC.
2 CORPORATE DRIVE
SHELTON, CT 06484		       President, Clay Fix Inc Svcs  

Signatures

/s/ Steven L. Cohen, Attorney-in-Fact 01/31/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The reporting person was granted these options on May 24, 2004, vesting in 48 equal monthly installments beginning on June 30, 2004. Because the issuer's initial public offering closed prior to March 31, 2006, this vesting accelerated by 12 months.
(2) These options vested in their entirety upon a subsidiary of the issuer achieving certain financial performance criteria in fiscal 2004.
 
Remarks:
Exhibit 24 - Power of Attorney

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