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


                     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 0-14249

                              ENEX OIL & GAS INCOME
                              PROGRAM II - 8, L.P.
                 (Name of small business issuer in its charter)

                    Texas                                  76-0163128
       (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. $ 269,337

              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

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

<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                  1,302



Dividends

          The Company made cash distributions to partners of $8 and $11 per $500
investment in 1995 and 1994,  respectively.  The payment of future distributions
will depend on the Company's  earnings,  financial  condition,  working  capital
requirements  and  other  factors,  although  it  is  anticipated  that  regular
quarterly distributions will continue through 1996.


                                      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 $269,337 as compared with $250,619 in
1994.  Oil and gas sales  increased  by $18,718 or 7%.  Oil sales  increased  by
$16,554 or 8%. A 4% increase in oil production  caused a $9,764  increase in oil
revenues.  A 3% increase in the  average oil sales price  increased  sales by an
additional  $6,790.  Gas sales increased by $2,164 or 7%. An 18% increase in gas
production  increased gas sales by $5,658. This increase was partially offset by
a 9% decrease in the average gas sales price. The changes in average oil and gas
prices  correspond  with  changes in the overall  market for the sale of oil and
gas. The  increases in  production  were  primarily  due to 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.

            Lease  operating  expenses were $78,699 in 1995 and $63,948 in 1994.
The  increase  of  $14,751  or 23% from  1994 to 1995 was  primarily  due to the
increases in production,  noted above,  and enhanced  recovery costs incurred on
the Concord acquisition in 1995.

            Depreciation and depletion  expense was $106,023 in 1995 as compared
with $140,087 in 1994. This represents a decrease in depletion and  depreciation
expense  of  $34,064  or 24%.  A 29%  decrease  in the  depletion  rate  reduced
depreciation  and  depletion  expense by $43,453.  This  decrease was  partially
offset  by the  increases  in  production,  noted  above.  The  decrease  in the
depletion rate was primarily the result of an upward revision of the oil and gas
reserves during 1995.

            General and administrative expenses were $31,078 in 1995 as compared
with  $33,900  in 1994.  The  decrease  of  $2,822  or 8% from  1994 to 1995 was
primarily  the result of less staff time being  required to manage the Company's
operations in 1995.

Capital Resources and Liquidity

   
            The  Company's  cash flow from  operations is a direct result of the
amount  of net  proceeds  realized  from  the  sale of oil  and gas  production.
Accordingly,  the changes in cash flow from 1994 to 1995 were  primarily  due to
the changes in oil and gas sales described  above.  It is the general  partner's
intention to distribute  substantially  all of the Company's  available net cash
flow provided by operating,  financing and investing activities to the Company's
partners.  Distributions  decreased  from  1994 to 1995,  due  primarily  to the
decrease in payable to the  general  partner of $67,769 in 1995 as compared to a
decrease of $30,083 in 1994.
    

            The Company will continue to recover its reserves and  distribute to
the partners the net proceeds  realized from the sale of oil and gas  production
after the payment of debt  obligations.  The Company  plans to repay the amounts
owed to the general partner over a period of three years.  Distribution  amounts
are  subject  to change  if net  revenues  are  greater  or less than  expected.
Nonetheless,  the general  partner  believes the Company  will  continue to have
sufficient  cash flow to fund  operations  and to maintain a regular  pattern of
distributions.

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

                                      II-2

<PAGE>



Item 7.      Financial Statements and Supplementary Data


INDEPENDENT AUDITORS' REPORT


The Partners
Enex Oil & Gas Income
  Program II-8, L.P.:


We have audited the accompanying  balance sheet of Enex Oil & Gas Income Program
II-8, L.P. (a Texas limited partnership) as of December 31, 1995 and the related
statements of operations,  changes in partners' capital, 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 II-8,  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 II-8, 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-3

<PAGE>
   
<TABLE>
<CAPTION>
ENEX OIL & GAS INCOME PROGRAM II - 8, L.P.

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

ASSETS                                                              1995
                                                             ------------------

CURRENT ASSETS:
<S>                                                          <C>              
  Cash                                                       $          11,001
  Accounts receivable - oil & gas sales                                 20,914
  Other current assets                                                   6,071
                                                             ------------------

Total current assets                                                    37,986
                                                             ------------------

OIL & GAS PROPERTIES:
  (Successful efforts accounting method) - Proved
   mineral interests and related equipment & facilities              2,391,295
  Less  accumulated depreciation and depletion                       1,739,738
                                                             ------------------

Property, net                                                          651,557
                                                             ------------------

TOTAL                                                        $         689,543
                                                             ==================


LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                                          $          18,114
   Payable to general partner                                          114,581
                                                             ------------------

Total current liabilities                                              132,695
                                                             ------------------

PARTNERS' CAPITAL
   Limited partners                                                    530,570
   General partner                                                      26,278
                                                             ------------------

Total partners' capital                                                556,848
                                                             ------------------

TOTAL                                                        $         689,543
                                                             ==================


Number of $500 Limited Partner units outstanding                         5,863
</TABLE>




See accompanying notes to financial statements.
-------------------------------------------------------------------------------

                                      II-4
    


<PAGE>


ENEX OIL & GAS INCOME PROGRAM II - 8, L.P.

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


1.           PARTNERSHIP ORGANIZATION

             Enex Oil & Gas Income Program II-8, L.P. (the  "Company"),  a Texas
             limited  partnership,  commenced operations on October 10, 1985 for
             the  purpose  of  acquiring  proved oil and gas  properties.  Total
             limited partner contributions were $2,931,653, of which $29,317 was
             contributed by Enex  Resources  Corporation  ("Enex"),  the general
             partner.

             In  accordance  with the  partnership  agreement,  the Company paid
             commissions  of  $259,569  for  solicited   subscriptions  to  Enex
             Securities  Corporation,  a subsidiary of Enex, and reimbursed Enex
             for organization expenses of approximately $88,000.

             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.

             In May 1993,  as the aggregate  purchase  price of the interests in
             the  Company  plus  the  cumulative  distributions  to the  limited
             partners  did  not  equal  limited   partner   subscriptions   (the
             "Deficiency"),  the general partner  forfeited its 10% share of the
             Company's net revenues. The foregone net revenues will be allocated
             to the limited partners until such time as no Deficiency exists.



                                      II-8

<PAGE>



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.

             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
             contigent  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-9

<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.  The Company
         plans to repay the amounts owed to the general partner over a period of
         three 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 and Exxon Company,  U.S.A.  accounted for 24%
         and 13%,  respectively  of the  Company's  total  sales in 1995.  Amoco
         Production  Company and Exxon  Company,  USA accounted for 23% and 13%,
         respectively,  of the  Company's  sales  in 1994.  No  other  purchaser
         individually accounted for more than 10% of such sales.

7.       PROPERTY TRANSACTIONS

         Effective October 1, 1994, the Company acquired  additional working and
         royalty  interests  in the  Concord  acquisition  for  $12,703  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.

8.       NOTE PAYABLE TO THE GENERAL PARTNER

         On  January 1, 1995,  the  Company  borrowed  $7,000  from the  general
         partner in order to  purchase  an  additional  interest  in the Concord
         acquisition,  as discussed in Note 7, above. The resultant note payable
         to the general partner bore interest at prime plus three-fourths of one
         percent or a weighted average rate of 9.48%. On March 3, 1995, the note
         was completely repaid.

                                      II-11

<PAGE>


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


             Not Applicable


                                                          II-13

<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 II - 8, 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