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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 33-34348-01

                ENEX OIL & GAS INCOME PROGRAM V - Series 2, L.P.
                 (Name of small business issuer in its charter)

           New Jersey                                        76-0303857
       (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. $155,386

            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                570



Dividends

          The Company made cash distributions to partners of $5 and $25 per $500
investment in 1995 and 1994, respectively.  The Company suspended the payment of
distributions in the fourth quarter of 1995. The payment of future distributions
will depend on the Company's  earnings,  financial  condition,  working  capital
requirements and other factors.  Based upon current projected cash flow from the
properties,  it is anticipated that the Company will make periodic distributions
as cash becomes available.


                                      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 $155,386 as compared with $183,675 in
1994.  This  represents  a decrease of $28,289 or 15%.  Oil sales  decreased  by
$3,719 or 4%. An 11% decline in oil production decreased sales by $11,292.  This
decrease was partially  offset by an 8% increase in the average oil sales price.
Gas sales decreased by $24,570 or 30%. A 15% decline in gas production decreased
sales by $12,407. A 17% decrease in the average gas sales price reduced sales by
an additional  $12,163.  The declines in production were primarily the result of
natural  production  declines.  The changes in average  prices  correspond  with
changes in the overall market for the sale of oil and gas.

            Lease  operating  expenses  were  $62,660 in 1995 as  compared  with
$78,582 in 1994.  The  decrease of $15,922 or 20% was due to  workover  expenses
incurred  on  the  FEC  acquisition  in  1994,  coupled  with  the  declines  in
production, noted above.

            Depreciation and depletion  expense was $115,808 in 1995 as compared
with  $138,904  in 1994.  This  represents  a decrease  of  $23,096 or 17%.  The
declines in production,  noted above, reduced depreciation and depletion expense
by  $18,443.  A 4% decrease  in the  depletion  rate  reduced  depreciation  and
depletion expense by an additional  $4,653.  The rate decrease was primarily due
to the  lower  property  basis  resulting  from the  recognition  of a  $170,590
impairment 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 $170,590,  in 1994,  which  represented the excess of
the net  capitalized  costs over the  undiscounted  future net  revenues  of the
reserves.

            General and administrative expenses were $33,629 in 1995 as compared
with $46,124 in 1994.  The decrease of $12,495 or 27% was  primarily due to less
staff time being required to manage the Company's  operations in 1995, coupled a
$1,503  decrease in direct  expenses  incurred by the Company in 1995. The lower
direct  expenses were primarily due to lower audit and tax  preparation  fees 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 are 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.
    

            The  Company  temporarily  suspended  distributions  in  the  second
quarter of 1995. Distributions decreased from 1995 to 1994 due to lower revenues
in 1995, as noted above.  Future  distributions  are dependent upon, among other
things,  the sales price  received for oil and gas. 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 payment of debt. The Company plans
to repay the amounts owed to the general partner over a four year period.  Based
upon current projected cash flow from the properties, it is anticipated that the
Company will make periodic distributions as cash becomes available.

            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-2

<PAGE>



Item 7.      Financial Statements and Supplementary Data



INDEPENDENT AUDITORS' REPORT


The Partners
Enex Oil & Gas Income
  Program V - Series 2, L.P.:


We have audited the accompanying  balance sheet of Enex Oil & Gas Income Program
V - Series 2, L.P. (a New Jersey  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 V- Series 2, 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 V - Series 2,
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 V - SERIES 2, L.P.

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

ASSETS
                                                                      1995
                                                                --------------
CURRENT ASSETS:
<S>                                                             <C>          
  Cash                                                          $       5,817
  Accounts receivable - oil & gas sales                                19,062
  Other current assets                                                  1,793
                                                                --------------

Total current assets                                                   26,672
                                                                --------------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests and related equipment & facilities             1,357,215
  Less  accumulated depreciation and depletion                      1,028,558
                                                                --------------

Property, net                                                         328,657
                                                                --------------

TOTAL                                                           $     355,329
                                                                ==============

LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                                             $      11,176
   Payable to general partner                                          98,799
                                                                --------------

Total current liabilities                                             109,975
                                                                --------------

PARTNERS' CAPITAL (DEFICIT):
   Limited partners                                                   241,559
   General partner                                                      3,795
                                                                --------------

Total partners' capital                                               245,354
                                                                --------------

TOTAL                                                           $     355,329
                                                                ==============


Number of $500 Limited Partner units outstanding                        2,972
</TABLE>



See accompanying notes to financial statements.
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                                      II-4
    

<PAGE>


ENEX OIL & GAS INCOME PROGRAM V - SERIES 2, L.P.


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

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1.           PARTNERSHIP ORGANIZATION

             Enex Oil & Gas Income Program V-Series 2, L.P. (the  "Company"),  a
             New Jersey limited  partnership,  commenced  operations on November
             27,  1990,  for  the  purpose  of  acquiring  proved  oil  and  gas
             properties. Total limited partner contributions were $1,486,190, of
             which  $14,862  was  contributed  by  Enex  Resources   Corporation
             ("Enex"), the general partner.

             In  accordance  with the  partnership  agreement,  the Company paid
             commissions  of  $134,790  for  solicited   subscriptions  to  Enex
             Securities  Corporation,  a subsidiary of Enex, and reimbursed Enex
             for organization expenses of approximately $59,000.

             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-8

<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.
    

             Organization  Costs - Organization  costs are being  amortized on a
             straight-line basis over a five-year period.

             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 four years.


5.           SIGNIFICANT PURCHASERS

             Koch Oil Company,  Amoco Production Company and Anson Gas Marketing
             accounted  for 34%,  30% and 23%,  respectively,  of the  Company's
             total  sales in 1995.  Anson Gas  Marketing  and  Amoco  Production
             Company  each  accounted  for  27%,  while  Koch  Oil  Company  and
             Panhandle Gas Company accounted for 25% and 12%,  respectively,  of
             the Company's total sales in 1994. No other purchaser  individually
             accounted for more than 10% of such sales.

6.           IMPAIRMENT OF PROPERTY

             A noncash  write-down of capitalized  costs of $170,590 was made in
             December,  1994.  The  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 oil and gas prices  constant at the prices in effect at the
             time of the computation.

                                      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 V -
                                             SERIES 2, 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