SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. ______)*
ESENJAY EXPLORATION, INC.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
0003591221
(CUSIP Number)
May 14, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Continued on the following page(s)
Page 1 of 10
Exhibit Index: Page 10
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 2 of 10 pages
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Joint Energy Development Investments II Limited Partnership
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
5 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 675,000
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON
WITH 8 SHARED DISPOSITIVE POWER
675,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
675,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 3 of 10 pages
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Enron Corp.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
OREGON
5 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 675,000
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON
WITH 8 SHARED DISPOSITIVE POWER
675,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
675,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 4 of 10 pages
Item 1(a) Name of Issuer:
Esenjay Exploration, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
500 North Water Street, Suite 1100
Corpus Christi, Texas 78471
Item 2(a) Name of Person Filing:
This statement is filed on behalf of each of the following persons
(collectively, the "Reporting Entities"):
i) Joint Energy Development Investments II Limited
Partnership, a Delaware limited partnership
("JEDI II"); and
ii) Enron Corp., an Oregon corporation ("Enron").
This statement relates to Shares (defined herein) held by JEDI II, which is
engaged primarily in the business of investing in and managing certain energy
related assets. Additional entities that may be deemed to be control persons of
JEDI II are (a) Enron Capital Management II Limited Partnership, a Delaware
limited partnership and the general partner of JEDI II ("ECMLP II"), whose
principal business is to manage oil and gas related investments, (b) Enron
Capital II Corp., a Delaware corporation and the general partner of ECMLP II
("ECC II"), whose principal business is to manage oil and gas related
investments and (c) Enron Capital & Trade Resources Corp., a Delaware
corporation ("ECT"), whose principal business is the purchase of natural gas,
gas liquids and power through a variety of contractual arrangements and
marketing these energy products to local distribution companies, electric
utilities, cogenerators and both commercial and industrial end users, as well as
the provision of risk management services. ECC II is a wholly owned subsidiary
of ECT and an indirect, wholly owned subsidiary of Enron, which is an integrated
natural gas and electricity company that engages, primarily through
subsidiaries, in the transportation and wholesale marketing of natural gas, the
exploration for and production of natural gas and crude oil, the production,
purchase, transportation and worldwide marketing and trading of natural gas
liquids, crude oil and refined petroleum products, and the purchasing and
marketing of electricity and other energy-related commitments.
The filing of this statement shall not be construed as an admission that
Enron, ECMLP II, ECC II or ECT is, for the purposes of Section 13(d) or 13(g) of
the Act, the beneficial owner of any securities covered by this statement.
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 5 of 10 pages
Item 2(b) Address of Principal Business Office or, if none,
Residence:
The address of the principal business office of JEDI II and Enron
is 1400 Smith Street, Houston, Texas 77002
Item 2(c) Citizenship:
i) JEDI II is a Delaware limited partnership; and
ii) Enron is an Oregon corporation
(d) Title of Class of Securities:
Common stock, par value $.01 per share (the "Shares")
(e) CUSIP Number:
0003591221
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)or (c),
Check Whether the Person Filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Exchange Act
(b) [ ] Bank as defined in section 3(a)(6) of the Exchange Act
(c) [ ] Insurance company as defined in section 3(a)(19) of
the Exchange Act
(d) [ ] Investment company registered under section 8 of the
Investment Company Act
(e) [ ] An investment adviser in accordance with Rule 13d-
1(b)(1)(ii)(E)
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F)
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G)
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 6 of 10 pages
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. [X]
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of May 14, 1998, each of the Reporting Entities, ECM LP II, ECC
II and ECT may be deemed to be the beneficial owner of 675,000
Shares. Each of Enron, ECM LP II, ECC II and ECT disclaims
beneficial owners of the Shares.
Item 4(b) Percent of Class:
The number of shares of which each of the Reporting Entities may be
deemed to be the beneficial owner constitutes approximately 5.7% of
the total number of Shares outstanding.
Item 4(c) Number of shares as to which such person has:
JEDI II
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 675,000
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition
of: 675,000
Enron
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 675,000
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition
of: 675,000
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 7 of 10 pages
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company
See Item 2.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below each signatory certifies that, to the best of his/its
knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that purpose or
effect.
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 8 of 10 pages
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Date: May 26, 1998 JOINT ENERGY DEVELOPMENT INVESTMENTS II
LIMITED PARTNERSHIP
By: Enron Capital Management II
Limited Partnership its general
partner
By: Enron Capital II Corp., its
general partner
By: /S/ PEGGY B. MENCHACA
----------------------------
Peggy B. Menchaca
Vice President and Secretary
Date: May 26, 1998 ENRON CORP.
By: /S/ PEGGY B. MENCHACA
-----------------------------------
Peggy B. Menchaca
Vice President and Secretary
<PAGE>
CUSIP No. 0003591221 SCHEDULE 13G Page 9 of 10 pages
EXHIBIT INDEX
99.1 Joint Filing Agreement dated May 26, 1998 by and between Joint
Energy Development Investments II Limited Partnership and Enron
Corp.
Exhibit 99.1
JOINT FILING AGREEMENT
The undersigned each agree that (i) the Statement on Schedule 13G
relating to the Common Stock, $.01 par value, of Esenjay Exploration, Inc. is
adopted and filed on behalf on each of them, (ii) all future amendments to such
Statement on Schedule 13G will, unless written notice to the contrary is
delivered as described below, be jointly filed on behalf of each of them, and
(iii) the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of
1934 apply to each of them. This agreement may be terminated with respect to
the obligation to jointly file future amendments to such Statement on Schedule
13G as to any of the undersigned upon such person giving written notice thereof
to each of the other persons signatory hereto, at the principal office thereof.
EXECUTED as of May 26, 1998
JOINT ENERGY DEVELOPMENT
INVESTMENTS II LIMITED PARTNERSHIP
By: Enron Capital Management II
Limited Partnership, its general
partner
By: Enron Capital II Corp., its general
partner
By: /s/ PEGGY B. MENCHACA
--------------------------------------
Name: Peggy B. Menchaca
Title: Vice President and Secretary
ENRON CORP.
By: /s/ PEGGY B. MENCHACA
--------------------------------------
Name: Peggy B. Menchaca
Title: Vice President and Secretary
