United States
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549


   
                                FORM 10-QSB/A
    


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

             For the quarterly period ended September 30, 1996

                                    OR

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

      For the transition period from...............to...............

                      Commission file number 0-16551

            ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
     (Exact name of small business issuer as specified in its charter)

          New Jersey                                           76-0179823
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

                      Suite 200, Three Kingwood Place
                           Kingwood, Texas 77339
                 (Address of principal executive offices)

                        Issuer's telephone number:
                              (713) 358-8401


         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

Transitional Small Business Disclosure Format (Check one):

                                     Yes        No x


<PAGE>


                              PART I. FINANCIAL INFORMATION
   
<TABLE>
<CAPTION>
Item 1. Financial Statements

ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
BALANCE SHEET
-------------------------------------------------------------------------------

                                                                 September 30,
ASSETS                                                               1996
                                                               ---------------
                                                                 (Unaudited)
CURRENT ASSETS:
<S>                                                            <C>
  Cash                                                         $     15,611
  Accounts receivable - oil & gas sales                              36,633
  Other current assets                                                1,669
                                                               -------------

Total current assets                                                 53,913
                                                               -------------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests and related equipment & facilities           2,636,352
  Less  accumulated depreciation and depletion                    2,129,676
                                                               -------------

Property, net                                                       506,676
                                                               -------------

TOTAL                                                          $    560,589
                                                               =============

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                                            $      9,477
   Payable to general partner                                       107,811
                                                               -------------

Total current liabilities                                           117,288
                                                               -------------

PARTNERS' CAPITAL:
   Limited partners                                                 404,831
   General partner                                                   38,470
                                                               -------------

Total partners' capital                                             443,301
                                                               -------------

TOTAL                                                          $    560,589
                                                               =============


Number of $500 Limited Partner units outstanding                      6,410
</TABLE>
    



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

                                       I-1
<PAGE>
<TABLE>
<CAPTION>
ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.
STATEMENTS OF OPERATIONS
----------------------------------------------------------------------------


(UNAUDITED)                              QUARTER ENDED                         NINE MONTHS ENDED
                                   -------------------------------------    ----------------------------------------

                                    September 30,        September 30,        September 30,         September 30,
                                        1996                  1995                 1996                  1995
                                   ----------------    -----------------    -----------------    -------------------

REVENUES:
<S>                                  <C>               <C>                  <C>                <C>
  Oil and gas sales                  $      84,714     $         74,099     $        254,453   $ $          220,016
                                   ----------------    -----------------    -----------------    -------------------

EXPENSES:
  Depreciation and depletion                20,676               33,445               67,205                 97,131
  Lease operating expenses                  13,451               19,441               44,776                 55,406
  Production taxes                           4,802                4,210               14,387                 13,320
  General and administrative                 6,518                8,355               24,912                 28,354
                                   ----------------    -----------------    -----------------    -------------------

Total expenses                              45,447               65,451              151,280                194,211
                                   ----------------    -----------------    -----------------    -------------------

NET INCOME                          $       39,267     $          8,648     $        103,173   $ $           25,805
                                   ================    =================    =================    ===================
</TABLE>


See accompanying notes to financial statements.
-----------------------------------------------------------------
                                       I-2

<PAGE>
   
<TABLE>
<CAPTION>
ENEX OIL & GAS INCOME PROGRAM III - 3, L.P.

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
FOR THE TWO YEARS ENDED DECEMBER 31, 1995
AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996
------------------------------------------------------------------------------
                                                                                   PER $500
                                                                                    LIMITED
                                                                                    PARTNER
                                                 GENERAL           LIMITED          UNIT OUT-
                                  TOTAL          PARTNER          PARTNERS          STANDING
                               --------------   -------------    --------------     --------

<S>                            <C>              <C>               <C>               <C>      
BALANCE, JANUARY 1, 1994       $     525,145    $     17,799      $    507,346      $    79  

CASH DISTRIBUTIONS                   (69,845)         (6,980)          (62,865)         (10)

NET INCOME (LOSS)                    (28,058)         12,908           (40,966)          (6)
                               --------------   -------------    --------------     --------

BALANCE, DECEMBER 31, 1994           427,242          23,727           403,515           63

CASH DISTRIBUTIONS                   (54,104)         (5,409)          (48,695)          (8)

NET INCOME                            49,900          13,838            36,062            6
                               --------------   -------------    --------------     --------

BALANCE, DECEMBER 31, 1995     $     423,038    $     32,156       $   390,882     $     61 

CASH DISTRIBUTIONS                   (82,910)        (10,723)          (72,187)         (11)

NET INCOME                           103,173          17,037            86,136           13
                               --------------   -------------    --------------     --------

BALANCE, SEPTEMBER 30, 1996    $     443,301    $     38,470       $   404,831(1)  $     63  
                               ==============   =============    ==============     ========
</TABLE>

(1)  Includes 1,314 units purchased by the general partner as a limited partner.





See accompanying notes to financial statements.
------------------------------------------------------------------------------
                                       I-3
    


<PAGE>

<TABLE>
<CAPTION>
ENEX OIL AND GAS INCOME PROGRAM III - SERIES 3, L.P.
STATEMENTS OF CASH FLOWS
----------------------------------------------------------------------------------

(UNAUDITED)
                                                         NINE MONTHS ENDED
                                                     -----------------------------

                                                     September 30,      September 30,
                                                         1996               1995
                                                     -------------      ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                  <C>                  <C>
Net income                                           $    103,173         $  25,805
                                                     -------------      ------------

Adjustments to reconcile net income to net cash
  provided by operating activities:
  Depreciation and depletion                               67,205            97,131
(Increase) decrease in:
  Accounts receivable - oil & gas sales                   (13,482)             (956)
  Other current assets                                      4,280             4,610
(Decrease) in:
   Accounts payable                                       (15,232)             (164)
   Payable to general partner                             (46,285)          (45,190)
                                                     -------------      ------------

Total adjustments                                          (3,514)           55,431
                                                     -------------      ------------

Net cash provided by operating activities                  99,659            81,236
                                                     -------------      ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Property additions - development costs                (14,644)          (29,635)
                                                     -------------      ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                                     (82,910)          (40,377)
                                                     -------------      ------------

NET INCREASE IN CASH                                        2,105            11,224

CASH AT BEGINNING OF YEAR                                  13,506             2,812
                                                     -------------      ------------

CASH AT END OF PERIOD                                $     15,611         $  14,036
                                                     =============      ============
</TABLE>



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

                                       I-4


<PAGE>

ENEX OIL & GAS INCOME PROGRAM III - SERIES 3, L.P.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

1.       The  interim  financial   information  included  herein  is  unaudited;
         however,  such information reflects all adjustments  (consisting solely
         of  normal  recurring   adjustments)  which  are,  in  the  opinion  of
         management,  necessary  for a fair  presentation  of  results  for  the
         interim periods.

2.       A cash  distribution was made to the limited partners of the Company in
         the amount of $26,841,  representing  net revenues from the sale of oil
         and  gas  produced  from   properties   owned  by  the  Company.   This
         distribution was made on July 31, 1996.

3.       On August 9, 1996, the Company's General Partner submitted  preliminary
         proxy material to the Securities  Exchange Commission with respect to a
         proposed  consolidation  of the Company with 33 other  managed  limited
         partnerships.  On November  13,  1996,  the Company  submitted  amended
         preliminary   proxy   material   to  the  SEC  with   respect  to  this
         consolidation.  The terms and conditions of the proposed  consolidation
         are set forth in such preliminary proxy material.

   
4.   The Financial  Accounting Standards Board has issued Statement of Financial
     Accounting  Standard  ("SFAS") No. 121,  "Accounting  for the Impairment of
     Long-Lived  Assets  and for  Long-Lived  Assets to be  Disposed  Of," which
     requires  certain assets to be reviewed for impairment  whenever  events or
     circumstances indicate the carrying amount may not be recoverable. Prior to
     this pronouncement,  the Company assessed properties on an aggregate basis.
     Upon  adoption of SFAS 121, the Company  began  assessing  properties on an
     individual  basis,  wherein  total  capitalized  costs may not  exceed  the
     property's  fair market  value.  The fair market value of each property was
     determined by H. J. Gruy and  Associates,  ("Gruy").  To determine the fair
     market value, Gruy estimated each property's oil and gas reserves,  applied
     certain  assumptions  regarding price and cost  escalations,  applied a 10%
     discount factor for time and certain discount  factors for risk,  location,
     type   of   ownership   interest,   category   of   reserves,   operational
     characteristics, and other factors.
    

                                       I-5

<PAGE>



Item 2.            Management's Discussion and Analysis or Plan of Operation.


Third Quarter 1996 Compared to Third Quarter 1995

Oil and gas  sales for the  third  quarter  increased  to  $84,714  in 1996 from
$74,099  in 1995.  This  represents  an  increase  of $10,615  (14%).  Oil sales
increased  by $9,834  (15%).  A 40%  increase  in the  average  oil sales  price
increased  $21,008.  This increase was partially offset by a 18% decrease in oil
production.  Gas sales  increased  by $781 (9%).  A 56%  increase in average gas
sales prices  increased sales by $3,358,  partially  offset by a 30% decrease in
gas  production.  The  increases  in the average  sales prices  correspond  with
changes in the overall  market for the sale of oil and gas.  The decrease in oil
and gas production was primarily due to natural production declines.

Lease operating  expenses incurred during the third quarter decreased to $13,451
in 1996 from $19,441 in 1995.  The decrease of $5,990 (31%) is primarily  due to
the decrease in production, noted above.

Depreciation and depletion  expense decreased to $20,676 in the third quarter of
1996 from $33,445 in the third  quarter of 1995.  This  represents a decrease of
$12,769  (42%). A 23% decrease in the depletion  rate reduced  depreciation  and
depletion  expense by $6,133.  The changes in production,  noted above,  reduced
depreciation and depletion expense by an additional  $6,636. The decrease in the
depletion rate is primarily the result of an upward  revision of the oil and gas
reserves during December 1995.

General and administrative expenses during the third quarter decreased to $6,518
in 1996 from $8,355 in 1995.  This  decrease of $1,837 (22%) is primarily due to
less staff time being required to manage the Company's operations.


First Nine Months in 1996 Compared to First Nine Months in 1995

Oil and gas sales for the first nine months  increased  to $254,453 in 1996 from
$220,016  in 1995.  This  represents  an increase  of $34,437  (16%).  Oil sales
increased  by $22,579  (12%).  A 33%  increase  in the  average  oil sales price
increased  $52,578.  This increase was partially offset by a 16% decrease in oil
production.  Gas sales increased by $11,858 (51%). A 43% increase in average gas
sales  prices  increased  sales by  $10,647.  A 5%  increase  in gas  production
increased  sales by an  additional  $1,211.  The  increases in the average sales
prices  correspond  with  changes in the overall  market for the sale of oil and
gas. The decrease in oil  production  was  primarily  due to natural  production
declines.  The  increase  in gas  production  was  primarily  the  result of the
enhanced production improvements on the Concord acquisition.

Lease  operating  expenses  incurred  during the first nine months  decreased to
$44,776 in 1996 from $55,406 in 1995. The decrease of $10,630 (19%) is primarily
due to the changes in production, noted above.



                                       I-6

<PAGE>



Depreciation and depletion expense decreased to $67,205 in the first nine months
of 1996  from  $97,131  in the first  nine  months of 1995.  This  represents  a
decrease  of  $29,926  (31%).  A 21%  decrease  in the  depletion  rate  reduced
depreciation and depletion expense by $18,081. The changes in production,  noted
above,  reduced depreciation and depletion expense by an additional $11,845. The
decrease in the depletion rate is primarily the result of an upward  revision of
the oil and gas reserves during December 1995.

General  and  administrative  expenses  incurred  during the first  nine  months
decreased to $24,912 in 1996 from $28,354 in 1995. This decrease of $3,442 (12%)
is  primarily  due to less  staff time being  required  to manage the  Company's
operations.


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 1995 to 1996 are  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  cash  flow  to the
Company's partners.  The Company's "available cash flow" is essentially equal to
the  net  amount  of  cash  provided  by  operating,   financing  and  investing
activities.
    

The Company will continue to recover its reserves and  distribute to the limited
partners  the net  proceeds  realized  from the sale of oil and gas  production.
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.

On August 9, 1996, the Company's  General Partner  submitted  preliminary  proxy
material  to the  Securities  Exchange  Commission  with  respect  to a proposed
consolidation  of the Company with 33 other  managed  limited  partnerships.  On
November 13, 1996, the Company submitted  amended  preliminary proxy material to
the SEC with  respect to this  consolidation.  The terms and  conditions  of the
proposed consolidation are set forth in such preliminary proxy material.

As of September 30, 1996,  the Company had no material  commitments  for capital
expenditures.  The  Company  does  not  intend  to  engage  in  any  significant
developmental drilling activity.

                                       I-7

<PAGE>



                           PART II. OTHER INFORMATION


         Item 1.   Legal Proceedings.

                   None

         Item 2.   Changes in Securities.

                   None

         Item 3.   Defaults upon Senior Securities.

                   Not Applicable

         Item 4.   Submission of Matters to a Vote of Security Holders.

                   Not Applicable

         Item 5.   Other Information.

                   Not Applicable

         Item 6.   Exhibits and Reports on Form 8-K.

                   (a)  There are no exhibits to this report.

                   (b)   The  Company  filed no  reports  on Form 8-K during the
                         quarter ended September 30, 1996.


                                      II-1

<PAGE>



                                   SIGNATURES


         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned  thereunto duly
authorized.


                                                 ENEX OIL & GAS INCOME
                                            PROGRAM III - SERIES 3, L.P.
                                                     (Registrant)



                                             By:ENEX RESOURCES CORPORATION
                                                    General Partner



                                             By: /s/ R. E. Densford
                                                     R. E. Densford
                                               Vice President, Secretary
                                             Treasurer and Chief Financial
                                                        Officer




   
December 23, 1996                            By: /s/ James A. Klein
                                                -------------------
                                                      James A. Klein
                                                  Controller and Chief
                                                   Accounting Officer
    


<PAGE>