DALLAS (AP) _ Republican gubernatorial nominee Clayton Williams said Sunday his off-the- cuff remark suggesting victims of rape should ''relax and enjoy it'' was insensitive, after initially downplaying it as just a joke.

Women's groups and the millionaire rancher's political foes reacted with outrage. State Treasurer Ann Richards, who is in the April 10 runoff for the Democratic nomination, said Sunday that Williams seemed not to realize that rape is a crime of violence.

While preparing for a cattle round-up at his West Texas ranch Saturday, Williams compared the cold, foggy weather spoiling the event to a rape.

''If it's inevitable, just relax and enjoy it,'' Williams said to ranch hands, campaign workers and reporters sitting around a campfire.

On Sunday, his campaign issued a statement in which he said: ''I feel just terrible about this. I had no intention in my heart to hurt anyone especially those women who have traumatized by rape.

''Looking back, I realize it was insensitive and had no place at the campfire or in any setting,'' the statement said.

Williams, who is making his first run for public office, initially downplayed the remark. On Saturday he said it was a joke and he apologized ''if anyone's offended.''

Pressed further for an explanation for the remark, Williams said: ''That's not a Republican women's club that we were having this morning. It's a working cow camp, a tough world where you can get kicked in the testicles if you're not careful.''

Asked if some people might be offended, Williams said: ''I'm not going to give you a serious answer. It wasn't a serious deal. It wasn't a serious statement.''

Marilyn Rickman, head of the Texas Women's Political Caucus, which has endorsed Ms. Richards for governor, said Saturday that Williams' remark was inexcusable.

''Rape is never a joke with (women) under any circumstance,'' she said. ''I don't think I know any woman who would say, 'Hey, sit back and enjoy it.'''

''He needs a brain transplant,'' reacted Joyce Gersh, chairman of the Houston-area National Organization for Women, which also has endorsed Ms. Richards.

''Anyone who is not sexist would not have come up with that remark,'' she said.

Williams' wife, Modesta, and several Republicans defended him.

''If the word rape was in a joke, if sex was in a joke, it was just a joke,'' she said. ''He's about as much of a gentleman, a caring person, as there is.''

''It's an old joke which we've heard a million times,'' said State Republican Executive Committee member Virginia Steenson. ''He certainly couldn't have meant that seriously.''

Williams won the March 13 GOP primary over three major challengers, spending more than $6 million of his oil, ranching and business fortune on the campaign. He has said he owns no shoes, only cowboy boots, and his campaign TV commercials often featured him wearing a cowboy hat.

Williams will face either Ms. Richards or Attorney General Jim Mattox in the November general election. The two Democrats meet in a runoff April 10, because unlike Williams, neither one gained a simple majority in their party's primary.

Ms. Richards said the remark ''questions his ability to understand the kinds of problems faced by the people of Texas. Rape is a crime of violence.''

''Just because you're in the barnyard doesn't mean you have to act like Clayton Williams does,'' Mattox said. ''I just think that women voters are going to remember his attitude about this.''