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                           AMENDMENT #1 TO FORM 10-Q




                                    FORM 10-Q


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


    [ X ]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                              THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 1997

                                       OR

    [   ]         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                              THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ______________________ to ______________________

                       Commission File number: 33-37983-34


                  SWIFT ENERGY OPERATING PARTNERS 1995-B, LTD.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                           <C>
                  Texas                                    76-0486527
(State or other jurisdiction of organization) (I.R.S. Employer Identification No.)
</TABLE>


                        16825 Northchase Drive, Suite 400
                              Houston, Texas 77060
                    (Address of principal executive offices)
                                   (Zip Code)

                                  (281)874-2700
              (Registrant's telephone number, including area code)

                                      None
              (Former name, former address and former fiscal year,
                          if changed since last report)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 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
   ----       ----



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                  SWIFT ENERGY OPERATING PARTNERS 1995-B, LTD.
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS


GENERAL

      The  Partnership  was formed for the purpose of investing in producing oil
and gas properties  located within the continental  United States and Canada. In
order to  accomplish  this,  the  Partnership  goes  through  two  distinct  yet
overlapping phases with respect to its liquidity and result of operations.  When
the Partnership is formed, it commences its "acquisition"  phase, with all funds
placed in short-term  investments until required for such property acquisitions.
The interest  earned on these  pre-acquisition  investments  becomes the primary
cash flow source for initial Interest Holder  distributions.  As the Partnership
acquires  producing  properties,  net cash from operations becomes available for
distribution,  along with the investment  income.  After  partnership funds have
been expended on producing oil and gas properties,  the  Partnership  enters its
"operations" phase. During this phase, oil and gas sales generate  substantially
all revenues,  and distributions to Interest Holders reflect those revenues less
all associated  partnership  expenses.  The Partnership may also derive proceeds
from  the  sale of  acquired  oil  and gas  properties,  when  the  sale of such
properties is economically appropriate or preferable to continued operation.

LIQUIDITY AND CAPITAL RESOURCES

      The  Partnership  has  expended  approximately  26 percent of the Interest
Holders' commitments  available for property acquisitions by acquiring producing
oil and gas properties.

      The  Partnership  does  not  allow  for  additional  assessments  from the
partners or interest holders to fund capital  requirements.  However,  funds are
available  from  partnership  revenues,  borrowings or proceeds from the sale of
partnership  property.  The Managing  General  Partner  believes  that the funds
currently  available to the Partnership will be adequate to meet any anticipated
capital requirements.

RESULTS OF OPERATIONS

      The Partnership was formed  effective  December 14, 1995, and accordingly,
there were limited  operations in the  corresponding  periods in 1996 to compare
with the three and nine months ended September 30, 1997.

      During 1997,  partnership  revenues  and costs will be shared  between the
Interest Holders and general partners in an 85:15 ratio.


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                                   SIGNATURES



Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned thereunto duly authorized.


                                        SWIFT ENERGY OPERATING
                                        PARTNERS 1995-B, LTD.
                                        (Registrant)

                             By:        SWIFT ENERGY COMPANY
                                        Managing General Partner


Date:  November 4, 1997      By:        /s/ John R. Alden
       ----------------                 ---------------------------------------
                                        John R. Alden
                                        Senior Vice President, Secretary
                                        and Principal Financial Officer

Date:  November 4, 1997      By:        /s/ Alton D. Heckaman, Jr.
       ----------------                 ---------------------------------------
                                        Alton D. Heckaman, Jr.
                                        Vice President, Controller
                                        and Principal Accounting Officer


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