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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 0-16575
ENEX INCOME AND RETIREMENT
FUND - Series 3, L.P.
(Name of small business issuer in its charter)
New Jersey 76-0222818
(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. $ 68,527
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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Marketing
The marketing of oil and gas produced by the Company is affected by a
number of factors which are beyond the Company's control, the exact nature of
which cannot be accurately predicted. These factors include the quantity and
price of crude oil imports, fluctuating supply and demand, pipeline and other
transportation facilities, the marketing of competitive fuels, state and federal
regulation of oil and gas production and distribution and other matters
affecting the availability of a ready market. All of these factors are extremely
volatile.
Torch Operating Company and Samson Production Services Company accounted
for 53% and 35%, respectively, of the Company's total sales in 1995. Samson
Production Services Company and Torch Operating Company accounted for 56% and
33%, respectively, of the Company's total sales in 1994. No other purchaser
individually accounted for more than 10% of such sales. Although the Company
marketed a significant portion of its sales to the above noted companies, such a
concentration does not pose a due to the commodity nature of the Company's
products.
The Company's operators of the properties are noted in Item 2 below.
Although a significant portion of the Company's properties were operated by a
limited number of operators, this concentration does not pose a significant risk
since the Companys rights are secured by joint operating agreements.
Environmental and Conservation Regulation
State regulatory authorities in the states in which the Company
owns net profits interests in producing properties are empowered to make and
enforce regulations to prevent waste of oil and gas and to protect correlative
rights and opportunities to produce oil and gas as between owners of a common
reservoir. Each of such regulatory authorities also regulates the amount of oil
and gas produced by assigning allowable rates of production, which may be
increased or decreased in accordance with supply and demand. Requirements
regarding the prevention and clean-up of pollution and similar environmental
matters are also generally applicable. The costs, if any, that may be incurred
in this regard cannot be predicted.
The existence of such regulations has had no material adverse
effects on the Company's operations to date, and the cost of compliance has not
yet been material. There are no material administrative or judicial proceedings
arising under such laws or regulations pending against the Company. The Company
is unable to assess or predict the impact that compliance with environmental and
pollution control laws and regulations may have on its future operation, capital
expenditures, earnings or competitive position.
Tax Laws
The operations of the Company are affected by the federal income
tax laws contained in the Internal Revenue Code of 1986, as amended (the
"Code"). In general, the limited partners of the Company will generate income
from the receipt of royalties and net profits interests and will be entitled to
a depletion deduction. Net income, if any, will generally be characterized as
portfolio income under the Code and will be taxed in the same manner as
dividends and interest.
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.
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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 INCOME AND RETIREMENT FUND -
SERIES 3, L.P.
By: ENEX RESOURCES CORPORATION
the General Partner
November 7, 1996 By: /s/ G. B. Eckley
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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
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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
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James A. Klein
S-1
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