ENEX PROGRAM I PARTNERS L P
10KSB/A, 1996-11-12
CRUDE PETROLEUM & NATURAL GAS
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

   
                                  FORM 10-KSB/A
                                  AMENDMENT II
    

                                   (Mark One)
               [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

                   For the fiscal year ended December 31, 1995

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

         For the transition period from...............to...............

                         Commission file number 0-14233

                          ENEX PROGRAM I PARTNERS, L.P.
                 (Name of small business issuer in its charter)

           New Jersey                                         76-0175128
       (State or other jurisdiction of                      (I.R.S. Employer
       incorporation or organization)                      Identification No.)

             800 Rockmead Drive
            Three Kingwood Place
               Kingwood, Texas                                    77339
  (Address of principal executive offices)                     (Zip Code)

         Issuer's telephone number, including area code: (713) 358-8401

       Securities registered under Section 12(b) of the Exchange Act: None

         Securities registered under Section 12(g) of the Exchange Act:


                          Limited Partnership Interest

            Check whether the issuer (1) filed all reports  required to be filed
by  Section  13 or 15(d) of the  Exchange  Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports),  and
(2) has been subject to such filing requirements for the past 90 days.

                                    Yes x No

            Check if there is no disclosure of delinquent  filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure will
be contained,  to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.[x]

        State issuer's revenues for its most recent fiscal year. $2,862,275

            State  the  aggregate  market  value  of the  voting  stock  held by
non-affiliates  computed by  reference to the price at which the stock was sold,
or the average bid and asked prices of such stock as of a specified  date within
the past 60 days (See  definition  of  affiliate  in Rule 12b-2 of the  Exchange
Act):

                                 Not Applicable

                      Documents Incorporated By Reference:

                                      None

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     Company. "Passive income," however, does not include portfolio income (i.e.
     dividend, interest,  royalties, etc.). Although taxpayers generally may not
     deduct  losses or use tax credits  derived  from passive  activities  in an
     amount  greater than their income derived from such  activities,  if and to
     the extent that the Company  generates passive income, it will be available
     to offset the limited partners' passive losses from other sources.

   
     Partnerships  with  interests  that  are  "publicly  traded"  are  taxed as
corporations unless at least 90% of their income is "qualifying income." Passive
income  or  loss  from  Publicly  traded  partnerships  that  are not  taxed  as
corporations  generally  cannot be applied  against  passive income or less from
other  sources.  As  stated  in  Item  5 of  this  Annual  Report,  there  is no
established  public  trading  market  for  the  Company's  limited   partnership
interests. In addition, the Company derives more than 90% of its income from oil
and gas activities,  which  constitutes  qualifying income within the meaning of
section  7704(d) of the Code.  Therefore,  the Company should not be affected by
the publicly traded partnership rules.
    

     In order to prevent  the  adverse tax  consequences  that would  affect the
limited partners if the Company's limited  partnership  interests were to become
publicly traded in the future,  the general partner may, after final regulations
have been issued by the Internal  Revenue  Service,  submit to a vote of limited
partners a proposal to amend the Company's  agreement of limited  partnership to
provide,  among  other  things,  (a) that Enex shall have the right to refuse to
recognize any transfer of limited partnership interests if it believes that such
transfer occurred on a secondary market or the substantial  equivalent  thereof;
and (b) that all assignors and  assignees of the limited  partnership  interests
shall be required to represent to Enex that any transfer of limited  partnership
interests did not, to the best of their  knowledge,  occur on a secondary market
or the substantial equivalent thereof.

Item 2.           Description of Property

     On December 31, 1985, the  Partnerships  transferred all of their assets to
the Company, subject to corresponding liabilities.  These properties continue to
be operated by the Company as they were operated by the Partnerships.  Presented
below is a brief description of the Company's  property  holdings,  all of which
were transferred to it by the Partnerships.

     CHOATE,  OAK GROVE AND  LEACOCK  acquisitions.  The Enex Oil and Gas Income
Program I - Series 1 and 2  Partnerships  each  owned (a) fifty  percent  of the
interest acquired from Choate Oil Co. in 254 wells,  three-quarters of which are
oil wells and all but two of which are located in Oklahoma, and four gas plants,
of which three are in Oklahoma and one is in Michigan;  (b) both a working and a
royalty interest in a gas unit in Oak Grove Field, Simpson County,  Mississippi;
and (c) an  interest in the Leacock  2-21 gas well in Otsego  County,  Michigan,
which feeds the Michigan gas plant. The Oak Grove and Leacock  acquisitions were
retired in 1989 and 1992 respectively.

     GRASS ISLAND  acquisition.  Series 1, 2 and 3  Partnerships  owned  working
interests,  in 13 oil wells located in Calhoun County,  Texas.  The Grass Island
acquisition  is operated by Petro  Guard Co. The  Company  owns a 6.25%  working
interest in the Grass Island acquisition.

     SHELL acquisition.  The Series 3 Partnership owned working interests in six
individual oil wells and two large Smackover oil units, and royalty interests in
one gas and nine oil wells in six counties in  Mississippi  acquired  from Shell
Oil Company.  The Shell  acquisition is operated by eight  different oil and gas
companies. The Company owns working interests ranging from 11.14% to 24.91%.



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                                   SIGNATURES


                  In  accordance  with Section 13 or 15 (d) of the Exchange Act,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                      ENEX PROGRAM I PARTNERS, L.P.


                                      By:    ENEX RESOURCES CORPORATION
                                              the General Partner



   
November 7, 1996                      By:     /s/   G. B. Eckley
                                              -------------------
                                                    G. B. Eckley, President


                  In  accordance  with the  Exchange  Act,  this report has been
signed  below on November 7, 1996,  by the following persons in the capacities
indicated.
    


ENEX RESOURCES CORPORATION             General Partner


By:  /s/      G. B. Eckley

             ------------------------
              G. B. Eckley, President


     /s/      G. B. Eckley
                                        President, Chief Executive
              ------------------        Officer and Director


              G. B. Eckley


     /s/      R. E. Densford            Vice President, Secretary, Treasurer,
                                        Chief Financial Officer and Director
             -------------------


              R. E. Densford


     /s/      James A. Klein            Controller and Chief Accounting Officer

             -----------------

              James A. Klein






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