ENEX OIL & GAS INCOME PROGRAM III SERIES 1 L P
10KSB/A, 1997-02-03
DRILLING OIL & GAS WELLS
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

   
                                  FORM 10-KSB/A
                                  AMENDMENT III
    

                                   (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 0-15433

               ENEX OIL & GAS INCOME PROGRAM III - Series 1, L.P.
                 (Name of small business issuer in its charter)

              New Jersey                                     76-0179821
      (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. $122,230

                  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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<PAGE>

                                     PART II


Item 5.      Market for Common Equity and Related Security Holder Matters

Market Information

             There is no  established  public  trading  market for the Company's
outstanding limited partnership interests.


Number of Equity Security Holders

                                                Number of Record Holders
               Title of Class                     (as of March 1, 1996)

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

          General Partner's Interests                       1

          Limited Partnership Interests                    942



Dividends

          The Company  discontinued  the payment of  distributions  in the first
quarter of 1994. Future distributions are dependent upon, among other things, an
increase in the prices  received for oil and gas.  The Company will  continue to
recover  its  reserves  and  reduce  obligations  in 1996.  Based  upon  current
projected cash flows from its property, it does not appear that the Company will
have sufficient net cash flow after debt service to pay distributions.



                                      II-1


<PAGE>



Item 6.     Management's Discussion and Analysis or Plan of Operation

Results of Operations

            This  discussion  should be read in  conjunction  with the financial
statements of the Company and the notes thereto included in this Form 10-KSB.

            Oil and gas sales in 1995 were $122,230 as compared with $119,843 in
1994.  Oil and gas sales  increased by $2,387 or 2% from 1994 to 1995. Oil sales
increased  by $1,401  or 1%. A 10%  increase  in the  average  oil  sales  price
increased sales by $9,313. This increase was partially offset by a 7% decline in
oil  production.  Gas  revenues  increased by $986 or 7%. An 18% increase in gas
production  increased sales by $2,571.  This increase was partially  offset by a
10% decrease in the average gas sales price.  The increase in gas production was
primarily the result of the  completion of a waterflood  project on the Schafter
Lake field and the acquisition of additional interest in the Concord acquisition
in the fourth  quarter of 1994. The decrease in oil production was primarily due
to natural production  declines and due to the sale of the Florida  acquisition,
in the fourth quarter of 1994, partially offset by the acquisition of additional
interest  in the Concord  acquisition.  The changes in average oil and gas sales
prices  correspond  with  changes in the overall  market for the sale of oil and
gas.

            Lease  operating  expenses  were  $42,809 in 1995 as  compared  with
$75,863 in 1994. Lease operating  expenses decreased by $33,054 or 44% from 1994
to 1995.  This  decrease  was  primarily  due to operating  and  workover  costs
incurred  in 1994 on the  Florida  acquisition,  which  was  sold in the  fourth
quarter of 1994.

            Depreciation  and depletion  expense was $40,723 in 1995 as compared
with $60,457 in 1994. Depletion and depreciation expense decreased by $19,734 or
33% from 1994 to 1995. A 30% decrease in the depletion rate reduced depreciation
and  depletion  expense by $17,562.  The  changes in  production,  noted  above,
reduced depreciation and depletion expense by an additional $2,172. The decrease
in the depletion rate was primarily a result of the recognition of an impairment
of $52,447 in December 1994,  coupled with an upward revision of the oil and gas
reserves during 1995.

            Due to reserve  revisions and lower prices,  the Company recorded an
impairment  of property for $52,447 in 1994.  This  impairment  represented  the
excess of the net capitalized  costs, over the undiscounted  future net revenues
of the reserves.

            Effective  October 1, 1994,  the  Company  sold its  interest in the
Florida  acquisition  to  Enex  Resources  Corporation  for  $38,558,  plus  the
assumption of plugging and  abandonment  costs by Enex. The wells in the Florida
acquisition were non-producing.  The sales price represents the salvage value of
the wellhead equipment on the wells.

            General and administrative expenses were $23,352 in 1995 as compared
with $27,163 in 1994. General and administrative expenses decreased by $3,811 or
14% from 1994 to 1995.  This  decrease was primarily a result of less staff time
being  charged to the Company in 1995 and a $1,724  decrease in direct  expenses
incurred by the Company in 1995 due to lower audit and tax fees.



                                      II-2

<PAGE>



Capital Resources and Liquidity

            The  Company's  cash flow is a direct  result  of the  amount of net
proceeds  realized from the sale of oil and gas  production and from the sale of
the Florida acquisition, noted above. Accordingly, the changes in cash flow from
1994 to 1995 are  primarily due to the changes in oil and gas sales and property
sale,  described  above and the repayment of $10,204 of debt in 1995 as compared
to the net repayment of $63,634 of debt in 1994.

   
            The Company  discontinued  the payment of distributions in the first
quarter of 1994. Future  distributions are dependent upon among other things, an
increase in the prices  received for oil and gas.  The Company will  continue to
recover its reserves and reduce its  obligations  in 1996.  The Company does not
intend to  purchase  additional  properties  or fund  extensive  development  of
existing oil and gas properties,  and as such; has no long-term liquidity needs.
The  Company's  projected  cash flows from  operations  will provide  sufficient
funding to pay its operating expenses and debt obligations.  The general partner
does not intend to  accelerate  the  repayment  of the debt beyond the cash flow
provided by operating,  financing and investing  activities.  Based upon current
projected cash flows from its property, it does not appear that the Company will
have sufficient cash to pay  distributions and pay its operating  expenses,  and
meet its debt  obligations.  The Company  repaid the note payable to the general
partner in 1995, and plans to repay the amount owed to the general  partner over
a nine year period.
    

            At December 31, 1995,  the Company had no material  commitments  for
capital  expenditures.  The Company does not intend to engage in any significant
developmental drilling activity.

                                      II-3

<PAGE>



Item 7.      Financial Statements and Supplementary Data


INDEPENDENT AUDITORS' REPORT

The Partners
Enex Oil & Gas Income
  Program III - Series 1, L.P.:


We have audited the accompanying  balance sheet of Enex Oil & Gas Income Program
III - Series 1, L.P. (a New Jersey limited  partnership) as of December 31, 1995
and  the  related  statements  of  operations,   changes  in  partners'  capital
(deficit), and cash flows for each of the two years in the period ended December
31, 1995.  These  financial  statements  are the  responsibility  of the general
partner of Enex Oil & Gas Income Program III - Series 1, L.P. Our responsibility
is to express an opinion on the financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our  opinion,  such  financial  statements  present  fairly,  in all material
respects,  the financial  position of Enex Oil & Gas Income Program III - Series
1, L.P. at December  31,  1995 and the  results of its  operations  and its cash
flows  for each of the two  years  in the  period  ended  December  31,  1995 in
conformity with generally accepted accounting principles.


DELOITTE & TOUCHE  LLP




Houston, Texas
March 18, 1996

                                      II-4

<PAGE>
   
<TABLE>
<CAPTION>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.

BALANCE SHEET, DECEMBER 31, 1995
- ----------------------------------------------------------------------------

ASSETS
                                                                   1995
                                                            ----------------
CURRENT ASSETS:
<S>                                                         <C>            
  Cash                                                      $         2,078
  Accounts receivable - oil & gas sales                               9,492
  Other current assets                                                2,754
                                                            ----------------

Total current assets                                                 14,324
                                                            ----------------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests and related equipment & facilities           1,146,787
  Less  accumulated depreciation and depletion                      890,423
                                                            ----------------

Property, net                                                       256,364
                                                            ----------------

TOTAL                                                       $       270,688
                                                            ================

LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                                         $        10,796
   Payable to general partner                                       254,152
                                                            ----------------

Total current liabilities                                           264,948
                                                            ----------------

PARTNERS' CAPITAL (DEFICIT):
   Limited partners                                                 (38,282)
   General partner                                                   44,022
                                                            ----------------

Total partners' capital                                               5,740
                                                            ----------------

TOTAL                                                       $       270,688
                                                            ================


Number of $500 Limited Partner units outstanding                      2,978
</TABLE>



See accompanying notes to financial statements.
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                                      II-5
    
<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.

STATEMENTS OF OPERATIONS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
- ------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                 1995          1994
                                             ----------    ----------

REVENUES:
<S>                                          <C>           <C>      
  Oil and gas sales                          $ 122,230     $ 119,843
                                             ----------    ----------

EXPENSES:
  Depreciation and depletion                    40,723        60,457
  Impairment of property                             -        52,447
  Lease operating expenses                      42,809        75,863
  Production taxes                               5,506         5,707
  General and administrative:
    Allocated from general partner              18,820        20,907
    Direct expense                               4,532         6,256
                                             ----------    ----------

Total expenses                                 112,390       221,637
                                             ----------    ----------

INCOME (LOSS) FROM OPERATIONS                    9,840      (101,794)
                                             ----------    ----------

OTHER EXPENSE:
  Interest expense                                (761)       (4,991)
                                             ----------     ---------

NET INCOME (LOSS)                            $   9,079     $(106,785)
                                             ==========    ==========
</TABLE>






See accompanying notes to financial statements.
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                                      II-6

<PAGE>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
- ------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                   PER $500
                                                                   LIMITED
                                                                   PARTNER
                                         GENERAL       LIMITED     UNIT OUT-
                               TOTAL     PARTNER       PARTNERS    STANDING
                             ---------  ---------    ----------    --------

<S>                         <C>         <C>          <C>          <C>       
BALANCE, JANUARY 1, 1994    $ 103,446   $ 38,429     $  65,017    $    22   

NET INCOME (LOSS)            (106,785)       612      (107,397)        (36)
                             ---------  ---------    ----------    --------

BALANCE, DECEMBER 31, 1994     (3,339)    39,041       (42,380)        (14)

NET INCOME                      9,079      4,981         4,098           1
                             ---------  ---------    ----------    --------

BALANCE, DECEMBER 31, 1995   $  5,740   $ 44,022     $ (38,282)(1) $   (13)  
                             =========  =========    ==========    ========

</TABLE>


(1)  Includes 505 units purchased by the general partner as a limited partner.






See accompanying notes to financial statements.
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                                      II-7

<PAGE>
<TABLE>
<CAPTION>

ENEX OIL AND GAS INCOME PROGRAM III - SERIES 1, L.P.

STATEMENTS OF CASH FLOWS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
- ------------------------------------------------------------------------------

                                                             1995       1994
                                                         -----------   ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                      <C>          <C>                                                 
Net income (loss)                                        $    9,079   $(106,785)                                          
                                                         -----------   ---------

Adjustments to reconcile net income (loss) to net cash
   provided by operating activities
  Depreciation and depletion                                 40,723      60,457
  Impairments of property                                         -      52,447
(Increase) decrease in:
  Accounts receivable - oil & gas sales                        (941)        889
  Other current assets                                          930      (2,458)
Increase (decrease) in:
   Accounts payable                                           2,067     (28,120)
   Payable to general partner                               (25,673)     42,488
                                                         -----------   ---------

Total adjustments                                            17,106     125,703
                                                         -----------   ---------

Net cash provided by operating activities                    26,185      18,918
                                                         -----------   ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Property (additions) credits - development costs        (14,637)      3,873
    Proceeds from sale of property                                -      38,558
                                                         -----------   ---------

Net cash provided (used) by investing activities            (14,637)     42,431
                                                         -----------   ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
   (Decrease) in note payable to general partner            (10,204)    (63,634)
                                                         -----------   ---------

NET INCREASE (DECREASE) IN CASH                               1,344      (2,285)

CASH AT BEGINNING OF YEAR                                       734       3,019
                                                         -----------   ---------

CASH AT END OF YEAR                                      $    2,078    $    734                                           
                                                         ===========   =========

Cash paid for interest during the year                   $    4,955    $    797                                           
                                                         ===========   =========
</TABLE>




See accompanying notes to financial statements.
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                                      II-8

<PAGE>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.

NOTES TO FINANCIAL STATEMENTS
FOR THE TWO YEARS ENDED DECEMBER 31, 1995

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


1.           PARTNERSHIP ORGANIZATION

             Enex Oil & Gas Income Program III - Series 1, L.P. (the "Company"),
             a New Jersey limited partnership, commenced operations on August 8,
             1986 for the purpose of  acquiring  proved oil and gas  properties.
             Total  limited  partner  contributions  were  $1,488,778,  of which
             $14,888 was contributed by Enex Resources Corporation ("Enex"), the
             general partner.

             In  accordance  with the  partnership  agreement,  the Company paid
             commissions  of  $139,801  for  solicited   subscriptions  to  Enex
             Securities  Corporation,  a subsidiary of Enex, and reimbursed Enex
             for organization expenses of approximately $45,000.

             Information  relating  to the  allocation  of  costs  and  revenues
             between Enex, as general  partner,  and the limited  partners is as
             follows:
                                                                       Limited
                                                         Enex          Partners

             Commissions and selling expenses                            100%
             Company reimbursement of organization
               expense                                                   100%
             Company property acquisition                                100%
             General and administrative costs             10%             90%
             Costs of drilling and completing
               development wells                          10%             90%
             Revenues from temporary investment of
               partnership capital                                       100%
             Revenues from producing properties           10%             90%
             Operating costs (including general and
               administrative costs associated with
               operating producing properties)            10%             90%


             At the point in time  when the cash  distributions  to the  limited
             partners  equal  their  subscriptions  ("payout"),   the  costs  of
             drilling and completing  development wells, revenues from producing
             properties,  general and  administrative  costs and operating costs
             will be allocated 15% to the general partner and 85% to the limited
             partners.

2.           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

             Oil and Gas  Properties - The Company uses the  successful  efforts
             method of  accounting  for its oil and gas  operations.  Under this
             method,  the  costs  of  all  development  wells  are  capitalized.
             Capitalized costs are amortized on the  units-of-production  method
             based on estimated total proved reserves.  The acquisition costs of
             improved oil and gas properties are  capitalized  and  periodically
             assessed for impairment.


                                      II-9

<PAGE>




             The Financial  Accounting  Standards Board has issued  Statement of
             Financial   Accounting  Standards  No.  121,  "Accounting  for  the
             Impairment  of Long Lived  Assets and for  Long-Lived  Assets to Be
             Disposed Of." This statement  requires that  long-lived  assets and
             certain  identifiable  intangibles  held and used by the Company be
             reviewed for impairment whenever events or changes in circumstances
             indicate  that  the  carrying   amount  of  an  asset  may  not  be
             recoverable.

             The Company has not determined the effect, if any, on its financial
             position  or  results  of  operations  which  may  result  from the
             adoption of this statement in the first quarter of 1996.

   
             The Company's  operating  interests in oil and gas  properties  are
             recorded  using  the pro  rata  consolidation  method  pursuant  to
             Interpretation 2 of Accounting Principles Board Opinion 18.
    

             Cash Flows - The  Company  has  presented  its cash flows using the
             indirect method and considers all highly liquid investments with an
             original maturity of three months or less to be cash equivalents.

             General and  Administrative  Expenses - The Company  reimburses the
             General Partner for direct costs and administrative  costs incurred
             on its behalf.  Administrative  costs  allocated to the Company are
             computed  on a cost  basis in  accordance  with  standard  industry
             practices  by  allocating  the time spent by the General  Partner's
             personnel  among  all  projects  and by  allocating  rent and other
             overhead on the basis of the relative direct time charges.

             Uses of Estimates - The preparation of the financial  statements in
             conformity with generally accepted  accounting  principles requires
             management  to make  estimates  and  assumptions  that  affect  the
             reported  amounts  of assets  and  liabilities  and  disclosure  of
             contingent  assets  and  liabilities  at the date of the  financial
             statements and the reported  amounts of revenue and expenses during
             the  reporting  periods.  Actual  results  could  differ from these
             estimates.

3.           FEDERAL INCOME TAXES

             General - The Company is not a taxable  entity for  federal  income
             tax purposes. Such taxes are liabilities of the individual partners
             and the  amounts  thereof  will vary  depending  on the  individual
             situation of each partner.  Accordingly,  there is no provision for
             income taxes in the accompanying financial statements.



                                      II-10

<PAGE>

Set  forth  below  is a  reconciliation  of  net  income  as  reflected  in  the
accompanying  financial  statements and net income (loss) for federal income tax
purposes for the year ended December 31, 1995:

<TABLE>
<CAPTION>
                                                        Allocable to       
                                                      ----------------- Per $500 Limited
                                                      General   Limited  Partner Unit
                                            TOTAL     Partner  Partners  Outstanding
                                         ----------  --------  -------   --------------
Net income as reflected in the
<S>                                      <C>          <C>        <C>        <C>        
     accompanying financial statements   $   9,079    $ 4,981    4,098      1    
Reconciling items:
  Intangible drilling costs
     capitalized for financial
     reporting purposes which
     were charged-off for federal
     income tax purposes                    (9,646)      (965)  (8,681)    (3)
  Difference in depreciation,
     depletion and amortization
     computed for federal income
     tax purposes and the amount
     computed for financial
     reporting purposes                     (2,746)         -   (2,746)     - 
                                         ----------   --------  -------   ----

Net income (loss) for federal
   income tax purposes                   $  (3,313)   $ 4,016   (7,329)    (2)    
                                         ==========   ========  =======   ====
</TABLE>

Net income  (loss) for federal  income tax  purposes is a summation  of ordinary
income (loss),  portfolio income (loss),  cost depletion and intangible drilling
costs as presented in the Company's federal income tax return.

Set forth below is a  reconciliation  between  partners'  capital  (deficit)  as
reflected in the  accompanying  financial  statements and partners'  capital for
federal income tax purposes as of December 31, 1995:

<TABLE>
<CAPTION>
                                                                  Allocable to                
                                                            --------------------   Per $500 Limited
                                                              General    Limited    Partner Unit
                                                   TOTAL      Partner   Partners     Outstanding
                                               ----------   ---------  ---------    -------------
Partners' capital (deficit)as reflected in
<S>                                            <C>          <C>         <C>              <C>       
 the accompanying financial statements         $   5,740    $ 44,022    (38,282)         (13)    
  Intangible drilling costs
     capitalized for financial
     reporting purposes which
     were charged-off for federal
     income tax purposes                        (159,703)    (15,976)  (143,727)         (48)
  Difference in accumulated
     depreciation, depletion and
     amortization for financial
     reporting and federal income
     tax purposes                                105,403           -    105,403           35
  Commissions and syndication
     fees capitalized for federal
     income tax purposes                         139,801           -    139,801           47
                                               ----------   ---------  ---------   -------------

Partners' capital for federal
     income tax purposes                       $  91,241    $ 28,046     63,195           21        
                                               ==========   =========  =========    =============
</TABLE>

                                      II-11


<PAGE>


4.           PAYABLE TO GENERAL PARTNER

             The payable to general  partner  primarily  consists of general and
             administrative expenses allocated to the Company by Enex during the
             Company's  start-up  phase  and  for  its  ongoing  operations.  At
             December 31, 1995,  the Company  plans to repay the amounts owed to
             the general partner over a period of nine years.

5.           REPURCHASE OF LIMITED PARTNER INTERESTS

             In accordance with the partnership  agreement,  the general partner
             is required to purchase limited partner interests (at the option of
             the  limited  partners)  at annual  intervals  beginning  after the
             second year  following the  formation of the Company.  The purchase
             price,  as  specified  in  the  partnership  agreement,   is  based
             primarily  on reserve  reports  prepared by  independent  petroleum
             engineers as reduced by a specified risk factor.

6.           SIGNIFICANT PURCHASERS

             Amoco  Production  Company  purchased  24%  and  Exxon  Corporation
             accounted  for 13% of the  Company's  total  sales in  1995.  Amoco
             Production  Company purchased 22% and Exxon  Corporation  accounted
             for 12% of the Company's  total sales in 1994.  No other  purchaser
             individually accounted for more than 10% of such sales.

7.           NOTE PAYABLE TO GENERAL PARTNER

             On July 8, 1993,  the  Company  borrowed  $43,934  from the general
             partner  to repay a note  payable  and  interest  to the bank.  The
             Company  borrowed an additional  $34,000 and $33,000 on November 1,
             1993 and  December  30,  1993,  respectively,  in order to  finance
             workover  costs on the Florida  properties.  On March 2, 1994,  the
             Company  borrowed an additional  $22,000 for workover  costs on the
             Florida properties.  Principal payments of $10,204 and $63,634 were
             made on the  note in 1995 and  1994,  respectively.  The note  bore
             interest  at an average  rate of 7.39% and 7.74%,  during  1995 and
             1994, respectively, which is the general partners borrowing rate of
             prime plus  three-fourths  of one percent.  The  interest  rate was
             9.25% at December 31, 1994. On May 1, 1995, the note was completely
             repaid.

 8.          PROPERTY TRANSACTIONS

             Effective October 1, 1994, the Company acquired  additional working
             and royalty interests in the Concord acquisition for $5,898 from an
             affiliated  partnership.  The purchase  price  represents  the fair
             market value as determined  from the receipt of bids solicited from
             independent third party companies.

             Effective  October 1, 1994,  the Company  sold its  interest in the
             Florida acquisition to Enex Resources Corporation for $38,558, plus
             the assumption of plugging and abandonment costs by Enex. The wells
             in the  Florida  acquisition  were  non-producing.  The sales price
             represents  the  salvage  value of the  wellhead  equipment  on the
             wells.


                                      II-12

<PAGE>




9.           IMPAIRMENTS OF PROPERTY

             A noncash  write-down of  capitalized  costs of $52,447 was made in
             1994.  This  write-down  was  computed  as the  excess  of the  net
             capitalized  costs over the  undiscounted  future net revenues from
             proved oil and gas reserves.  The undiscounted  future net revenues
             were computed using certain  arbitrary  assumptions such as holding
             the oil and gas prices constant at the prices in effect at the time
             of the computation.



                                      II-13

<PAGE>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.

SUPPLEMENTARY OIL AND GAS INFORMATION
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
- -------------------------------------------------------------------------------

Proved Oil and Gas Reserve Quantities (Unaudited)

The following  presents an estimate of the Company's  proved oil and gas reserve
quantities  and changes  therein for each of the two years  ended  December  31,
1995.  Oil reserves  are stated in barrels  ("BBLS") and natural gas in thousand
cubic feet ("MCF").  The amounts per $500 limited  partner unit do not include a
potential 5% reduction after payout.  All of the Company's  reserves are located
within the United States.
  
<TABLE>
<CAPTION>
                                                      Per $500                     Per $500
                                                       Limited        Natural      Limited
                                          Oil       Partner Unit        Gas      Partner Unit
                                        (BBLS)       Outstanding       (MCF)     Outstanding
                                        ----------  -------------   ---------    -----------

PROVED DEVELOPED AND
    UNDEVELOPED RESERVES:
<S>                                        <C>                <C>     <C>              <C>
January 1, 1994                            42,437             13      64,854           20

    Revisions of previous estimates        (1,155)            (1)    (11,286)          (4)
    Purchases of minerals in place            684              -         920            -
    Production                             (7,401)            (2)     (7,888)          (2)
                                        ----------  -------------   ---------   ----------

December 31, 1994                          34,565             10      46,600           14

    Revisions of previous estimates        15,373              5      19,823            6
    Production                             (6,848)            (2)     (9,327)          (3)
                                        ----------  -------------   ---------   ----------

December 31, 1995                          43,090             13      57,096           17
                                        ==========  =============   =========   ==========



PROVED DEVELOPED RESERVES:

January 1, 1994                            42,437             13      64,854           20
                                        ==========  =============   =========   ==========

December 31, 1994                          34,565             10      46,600           14
                                        ==========  =============   =========   ==========

December 31, 1995                          43,090             13      57,096           17
                                        ==========  =============   =========   ==========

</TABLE>


                                      II-14

<PAGE>

Item 8.      Changes In and Disagreements With Accountants on Accounting and 
             Financial Disclosure

             Not Applicable


                                      II-15

<PAGE>
                                   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 OIL AND GAS INCOME PROGRAM III -
                                 SERIES 1, L.P.

                                      By:    ENEX RESOURCES CORPORATION
                                               the General Partner



   
December 23, 1996                       By:     /s/   G. B. Eckley
                                              -------------------
                                                      G. B. Eckley, President


                  In  accordance  with the  Exchange  Act,  this report has been
signed below on December 23, 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



                                       S-1

<PAGE>

                                   /s/ Robert D. Carl, III

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

                                       Robert D. Carl, III       Director



                                   /s/ Martin J. Freedman

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

                                       Martin J. Freedman        Director


                                   /s/ William C. Hooper, Jr.

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

                                       William C. Hooper, Jr.    Director


                                   /s/ Tom Shorney

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

                                       Tom Shorney               Director


                                   /s/ Stuart Strasner

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

                                       Stuart Strasner           Director



                                       S-2
<PAGE>


<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     (Replace this text with the legend)
</LEGEND>
<CIK>                         0000806612
<NAME>                        ENEX OIL & GAS INCOME PROGRAM III - SERIES 1, L.P.
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                              dec-31-1996
<PERIOD-START>                                 jan-01-1996
<PERIOD-END>                                   dec-31-1996
<CASH>                                         2078
<SECURITIES>                                   0
<RECEIVABLES>                                  9492
<ALLOWANCES>                                   0
<INVENTORY>                                    0
<CURRENT-ASSETS>                               14324
<PP&E>                                         1146787
<DEPRECIATION>                                 890423
<TOTAL-ASSETS>                                 270688
<CURRENT-LIABILITIES>                          264948
<BONDS>                                        0
                          0
                                    0
<COMMON>                                       0
<OTHER-SE>                                     5740
<TOTAL-LIABILITY-AND-EQUITY>                   270688
<SALES>                                        122230
<TOTAL-REVENUES>                               122230
<CGS>                                          89038
<TOTAL-COSTS>                                  112390
<OTHER-EXPENSES>                               23352
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             (761)
<INCOME-PRETAX>                                0
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   9079
<EPS-PRIMARY>                                  0
<EPS-DILUTED>                                  0
        


</TABLE>


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