GMX Resources (GMXRW) 10-Q/A 2006 Q2 Quarterly report (amended)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)

x REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended June 30, 2006

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

For The Transition Period From __________________________ to __________________________

Commission File Number 000-32325

GMX RESOURCES INC.

(Exact name of registrant as specified in its charter)

Oklahoma	73-1534474
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
One Benham Place, 9400 North Broadway, Suite 600	73114
Oklahoma City, Oklahoma	(Zip Code)
(Address of principal executive offices)

(Registrants’ telephone number, including area code):       (405) 600-0711

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  xNo  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. Check one:

Large accelerated filer o Accelerated filer o Non-accelerated file x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)                        Yes  oNo  x

The number of shares outstanding of the registrant’s common stock as of August 10, 2006 was 11,214,967.

GMX Resources Inc.

Form 10-Q

For the Quarter Ended June 30, 2006

TABLE OF CONTENTS

		PAGE
Explanatory Note		1
PART I.	FINANCIAL INFORMATION	2
Item 1.	Financial Statements	2
PART II.	OTHER INFORMATION	10
Item 6.	Exhibits	10
Signature Page		10
Exhibit Index		11

Explanatory Note

This Amendment No. 1 to Form 10-Q is being filed to correct an error in Note 1 to the financial statements included in Item 1 relating to pro forma net income for the three and six month periods ending June 30, 2005 had the Company applied the requirements of FASB 123R for accounting for stock based compensation in those periods. The effects of this correction are to reduce the amount of stock based compensation expense and increase the amount of pro forma net income for those periods. There are no changes to any financial statement or note amounts for the three and six month periods ending June 30, 2006. The following sets forth the amounts as previously reported and the amounts as corrected:

	Previously Reported						As Restated
	Three Months Ended June 30, 2005			Six Months Ended June 30, 2005			Three Months Ended June 30, 2005			Six Months Ended June 30, 2005
Net income as reported	$	914,864		$	1,519,388		$	914,864		$	1,519,388
Deduct: Stock-based compensation, net of tax		(438,686	)		(498,606	)		(26,619	)		(86,539	)
Pro forma	$	476,178		$	1,020,782			888,245		$	1,432,849
Earnings Per Share:
Basic - as reported		.11			.19			.11			.19
Basic - pro forma		.06			.12			.11			.18
Diluted - as reported		.11			.19			.11			.19
Diluted - pro forma		.06			.12			.11			.17

1

PART I -- FINANCIAL INFORMATION

Item 1. Financial Statements

GMX Resources Inc. and Subsidiaries

Consolidated Balance Sheets

As of December 31, 2005 and June 30, 2006 (Unaudited)

	December 31,			June 30,
	2005			2006
ASSETS				(Unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	2,392,497		$	2,039,279
Accounts receivable--interest owners		74,971			47,938
Accounts receivable--oil and gas revenues		4,188,451			2,663,884
Inventories		247,364			952,105
Prepaid expenses		10,028			39,903
Total current assets		6,913,311			5,743,109
OIL AND GAS PROPERTIES, AT COST, BASED ON THE FULL COST
METHOD OF ACCOUNTING FOR OIL AND GAS PROPERTIES		68,920,264			106,621,035
Less accumulated depreciation, depletion, and amortization		(9,992,867	)		(12,595,909	)
		58,927,397			94,025,126
OTHER PROPERTY AND EQUIPMENT		17,044,734			28,440,502
Less accumulated depreciation		(1,793,781	)		(2,834,863	)
		15,250,953			25,605,639
OTHER ASSETS		11,610			118,139
TOTAL ASSETS	$	81,103,271		$	125,492,013
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	$	7,809,387		$	11,941,798
Accrued expenses		419,130			330,795
Accrued interest		25,430			---
Revenue distributions payable		317,232			374,614
Short term loan		5,100,000			---
Current portion of long-term debt		345,967			298,797
Total current liabilities		14,017,146			12,945,914
LONG-TERM DEBT, LESS CURRENT PORTION		1,410,035			26,643,784
OTHER LIABILITIES
Revenue suspended	$	1,026,661		$	1,705,254
Asset retirement obligation		2,212,233			2,522,736
Deferred income taxes		1,212,100			2,207,200
		4,450,994			6,435,190
SHAREHOLDERS’ EQUITY
Preferred stock, par value $.001 per share - 10,000,000 shares authorized; 25,000 shares designated as Series A Junior Participating Preferred Stock, none issues and outstanding.
Common stock, par value $.001 per share—authorized 50,000,000 shares;
issued and outstanding 9,975,310 shares in 2005 and 11,214,967 shares in 2006.		9,975			11,215
Additional paid-in capital		50,965,235			65,479,203
Retained earnings		10,249,886			13,976,707
Total shareholders’ equity		61,225,096			79,467,125
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	81,103,271		$	125,492,013

See accompanying notes to consolidated financial statements.

2

GMX Resources Inc. and Subsidiaries

Consolidated Statements of Operations

(Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2005		2006		2005		2006
REVENUE
Oil and gas sales	$	3,450,348	$	6,467,631	$	6,065,243	$	13,157,042
Interest income		4,543		25,885		7,292		52,042
Other income		484		---		520		322
Total revenue		3,455,375		6,493,516		6,073,055		13,209,406
EXPENSES
Lease operations		643,126		950,571		1,091,642		1,653,928
Production and severance taxes		225,832		508,585		357,369		962,482
Depreciation, depletion, and amortization		884,071		1,581,202		1,620,872		3,113,444
Interest		89,573		162,295		149,317		204,668
General and administrative		697,909		1,348,746		1,334,467		2,552,963
Total expenses		2,540,511		4,551,399		4,553,667		8,487,485
Income before income taxes		914,864		1,942,117		1,519,388		4,721,921
INCOME TAX PROVISION
Current		---		---		---		---
Deferred		---		349,623		---		995,100
Total Income Tax Provision		---		349,623		---		995,100
Net Income (Loss)	$	914,864	$	1,592,494	$	1,519,388	$	3,726,821

EARNINGS PER SHARE - Basic	$	0.11	$	0.14	0.19	$	0.34
EARNINGS PER SHARE -Diluted	$	0.11	$	0.14	0.18	$	0.33
WEIGHTED AVERAGE COMMON SHARES - Basic		8,223,258		11,210,188	8,173,215		11,012,818
WEIGHTED AVERAGE COMMON SHARES - Diluted		8,406,898		11,388,435	8,337,736		11,193,210

See accompanying notes to consolidated financial statements.

3

GMX Resources Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

	Six Months Ended June 30
	2005			2006
CASH FLOWS DUE TO OPERATING ACTIVITIES
Net Income	$	1,519,388		$	3,726,821
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation, depletion, and amortization		1,620,872			3,644,124
Deferred income taxes		---			995,100
Other Non Cash Changes to Net Income		---			307,735
Amortization of loan fees		30,530			3,470
Decrease (increase) in:
Accounts receivable		(122,483	)		1,551,600
Inventory and prepaid expenses		(157,122	)		(844,615	)
Other Assets		(799,586	)		---
Increase (decrease) in:
Accounts payable		1,093,502			4,132,411
Accrued expenses and liabilities		149,387			(113,765	)
Revenue distributions payable		(6,002	)		735,975
Net cash provided by operating activities		3,328,486			14,138,856
CASH FLOWS DUE TO INVESTING ACTIVITIES
Sale of oil and gas properties		24,000			---
Additions to oil and gas properties		(6,629,071	)		(37,390,268	)
Purchase of property and equipment		(1,220,717	)		(11,395,768	)
Net cash used in investing activities		(7,825,788	)		(48,786,036	)
CASH FLOW DUE TO FINANCING ACTIVITIES
Advance on borrowings		5,015,151			30,338,733
Payments on debt		(404,672	)		(10,252,244	)
Proceeds from sale of stock		122,188			14,207,473
Net cash provided by financing activities		4,732,667			34,293,962
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		235,365			(353,218	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		862,546			2,392,497
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	1,097,911		$	2,039,279
CASH PAID FOR INTEREST	$	118,787		$	226,628

See accompanying notes to consolidated financial statements

4

GMX RESOURCES INC.

CONDENSED NOTES TO INTERIM FINANCIAL STATEMENTS

Six months ended June 30, 2005 and June 30, 2006

(unaudited)

1. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements and notes thereto have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. The accompanying consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and notes thereto included in GMX Resources Inc.’s 2005 Annual Report on Form 10-KSB.

In the opinion of GMX’s management, all adjustments (all of which are normal and recurring) have been made which are necessary to fairly state the consolidated financial position of GMX as of June 30, 2006, and the results of its operations for the three and six month periods ended June 30, 2005 and 2006, and its cash flows for the six month periods then ended.

Stock Based Compensation

Effective January 1, 2006, GMX adopted Statement of Financial Accounting Standard No. 123(R), Share-Based Payment, (“SFAS No. 123(R)”), using the modified prospective transition method. SFAS No. 123(R) requires equity-classified share-based payments to employees, including grants of employee stock options, to be valued at fair value on the date of grant and to be expensed over the applicable vesting period. Under the modified prospective transition method, share-based awards granted or modified on or after January 1, 2006, are recognized in compensation expense over the applicable vesting period. Also, any previously granted awards that are not fully vested as of January 1, 2006 are recognized as compensation expense over the remaining vesting period. No retroactive or cumulative effect adjustments were required upon GMX’s adoption of SFAS No. 123(R).

Prior to adopting SFAS No. 123(R), GMX accounted for its fixed-plan employee stock options using the intrinsic-value based method prescribed by Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, (“APB No. 25”) and related interpretations. This method required compensation expense to be recorded on the date of grant only if the current market price of the underlying stock exceeded the exercise price.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes model. This model incorporates various assumptions with respect to historical stock price volatility computed at the date of grant which has varied over time, expected dividends which are zero, expected term of the options which is the vesting period of 4 years from the date of grant, and the risk free rate of return which is based on the five year U.S. treasury bond rate at the date of the grant.

5

For the three and six months ended 2006, GMX recorded the following stock-based compensation:

Three Months Ended June 30, 2006	Six Months Ended June 30, 2006
$152,668	$307,735

The following table provides information related to stock option activity during the six months ended June 30, 2006:

	Number of Shares Underlying Options			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term in Years		Aggregate Intrinsic Value (a)
Outstanding at January 1, 2006		322,750		$	8.65
Granted		---
Exercised		(75,250	)		3.12
Forfeited		---
Outstanding at June 30, 2006		247,500		$	10.33		2.4	$	5,096,025
Exercisable at June 30, 2006		107,172		$	7.57		2.1	$	2,502,466

(a) The intrinsic value of a stock option is the amount by which the current market value of the underlying stock exceeds the exercise price of the option.

The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2006 was approximately $2,532,868.

As of June 30, 2006 there was $1,294,331 of total unrecognized compensation costs related to non-vested stock options granted under the Company’s stock option plan. That cost is expected to be recognized over a weighted average period of 2.4 years.

GMX received $130,400 and $234,650 in cash for option exercises in the second quarter of 2006 and the first half of 2006, respectively. No current tax benefits were realized due to availability of a net operating loss carryforward for tax purposes, but deferred tax liability was reduced by $44,336 and $79,781, respectively.

Had GMX elected the fair value provisions of SFAS No. 123(R) in 2005, GMX’s net income and net income per share would have differed from the amounts actually reported as shown in the following table:

6

	Three Months Ended June 30, 2005			Six Months Ended June 30, 2005
	2005			2005
Net income as reported	$	914,864		$	1,519,388
Deduct: Stock-based compensation, net of tax		(26,619	)		(86,539	)
Pro forma	$	888,245		$	1,432,849
Earnings Per Share:
Basic - as reported		.11			.19
Basic - pro forma		.11			.18
Diluted - as reported		.11			.19
Diluted - pro forma		.11			.17

Asset Retirement Obligations

Below is a reconciliation of the beginning and ending aggregate carrying amount of the Company’s asset retirement obligations.

	Six Months Ended June 30,
	2005			2006
Beginning of the period	$	1,797,922		$	2,212,233
Liabilities incurred in the current period		8,357			269,680
Liabilities settled in the current period		(126,211	)		---
Accretion		20,518			40,823
End of the period	$	1,700,586		$	2,522,736

2. Earnings Per Share

For the three and six months ended June 30, 2006, diluted earnings per share reflect the potential dilution of 178,247 common shares and 180,392 common shares, respectively, compared to the potential dilution of 183,640 common shares and 164,521 common shares for the three and six months ended June 30, 2005, respectively. As of June 30, 2005, GMX has outstanding 1,107,115 Class A warrants and 217,036 additional warrants that were issued to underwriters of a July 2001 public offering. The exercise price of stock options granted to employees exceeded the average price of the underlying securities during the first six months of 2006. Also, stock options for employees for 10,000 shares at $8.00, 65,000 shares at $20.01, 3,000 shares at $23.56, 3,000 shares at $27,91, 48,500 shares at $6.10, 3,000 shares at $29.79, 1,500 shares at $6.95, 3,750 shares at $5.00, 5,000 shares at $3.50, 76,750 shares at $3.00, and 25,000 shares at $11.51, which resulted in 180,392 shares of dilutive common stock equivalent for the six months ended June 30, 2006.

3. Commitments and Contingencies

None

7

4. Warrant Exercise

In the first quarter of 2006, GMX received $13,972,824 and issued 1,164,402 shares of common stock in connection with the exercise of its outstanding Class A Warrants issued in its 2001 initial public offering, which expired on February 13, 2006. Of the original 1,250,000 warrants issued in 2001, 27,122 expired unexercised.

5. Credit Facility

On June 7, 2006, GMX, Capital One, National Association, as agent (“Capital One”) and Union Bank of California, N.A. (“Union Bank”) entered into an Amended and Restated Loan Agreement (the “Loan Agreement”) that increases GMX’s Borrowing Base to $35 million. The Loan Agreement also provides for the addition of additional lenders from time to time and increases the amount of the maximum availability, subject to the Borrowing Base limitation, to $100 million. The new $35 million Borrowing Base is subject to mandatory quarterly reductions of $1.5 million beginning on June 30, 2006. The Loan Agreement, as subsequently amended on August 7, 2006, also permits GMX to issue up to $50 million in preferred stock or subordinated debt. At June 30, 2006, GMX had $25 million borrowed under the Loan Agreement. GMX used a portion of the proceeds of a preferred stock offering, which closed on August 11, 2006, to pay down this indebtedness to zero.

6. Recently Issued Accounting Standards

The Financial Accounting Standards Board (FASB) recently issued the following standards which were reviewed by GMX to determine the potential impact on its financial statements upon adoption.

In December 2004, the FASB issued SFAS 123(R), Share-Based Payment, a revision of SFAS 123, Accounting for Stock-Based Compensation. This statement establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services by requiring a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. We adopted this statement effective January 1, 2006. The effect of SFAS 123(R) is more fully described in Note 1.

In July 2006, the FASB issued FASB Interpretation (FIN) No. 48, Accounting for Uncertainty in Income Taxes—an Interpretation of FASB Statement No. 109. FIN 48 provides guidance for recognizing and measuring uncertain tax positions, as defined in SFAS 109, Accounting for Income Taxes. FIN 48 prescribes a threshold condition that a tax position must meet for any of the benefit of the uncertain tax position to be recognized in the financial statements. Guidance is also provided regarding de-recognition, classification and disclosure of these uncertain tax positions. FIN 48 is effective for fiscal years beginning after December 15, 2006. GMX does not expect that FIN 48 will have a material impact on its financial position, results of operations or cash flows.

8

7. Subsequent Event - Preferred Stock Offering

On August 8, 2006, we sold 1,800,000 shares of our 9.25% Series B Cumulative Preferred Stock at $25.00 per share.  Additionally, the underwriters exercised their option to purchase up to an additional 200,000 shares of Series B Cumulative Preferred Stock, resulting in a total offering size of $50 million.  The closing of the sale of the 2,000,000 shares occurred on August 11, 2006. We expect to use the net proceeds of the sale, estimated to be $47.1 million, to fund drilling and development of our East Texas properties and for other general corporate purposes. Pending such uses, we used a portion of the net proceeds ($34 million) to reduce indebtedness under our revolving bank credit facility to zero, which will permit additional borrowings in the future under the terms of our bank credit facility.

The initial annual dividend on each share of Series B Cumulative Preferred Stock is $2.3125 (an aggregate of $4,625,000) and is payable quarterly when, as and if declared by us, in cash (subject to specified exceptions), in arrears to holders of record as of the dividend payment record date, on or about the last calendar day of each March, June, September and December commencing September 30, 2006. The dividend for the first quarter will be based on the actual number of days the Series B Cumulative Preferred Stock is outstanding for the current quarter, or $0.3212 per share. The Series B Cumulative Preferred Stock will not be convertible into our common stock and can be redeemed at our option after September 30, 2011 at $25.00 per share.  The Series B Cumulative Preferred Stock will be required to be redeemed prior to September 30, 2011 at specified redemption prices and thereafter at $25.00 per share in the event of a change of ownership or control of the Company if the acquirer is not a public company meeting certain financial criteria.

8. Subsequent Event - Hedging Activity

Effective August 1, 2006, we entered into a one-year hedging transaction with Union Bank of California for 100,000 MMBtus per month, representing approximately 37% of our average monthly production for the six months ended June 30, 2006. This transaction is in the form of a fixed-price swap agreement, pursuant to which we receive (if the index price is lower than the fixed price) or pay (if the index price is higher than the fixed price) the difference between $8.005 per MMBtu and the index price, which is the Inside FERC - Houston Ship channel price. We entered into this hedge to partially reduce our exposure to natural gas price risk for the period of the hedge.

9

PART II -- OTHER INFORMATION

Item 6. Exhibits

See Exhibit Index.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: January 31, 2007	GMX RESOURCES INC. (Registrant)
	/s/ Ken L. Kenworthy, Sr. Ken L. Kenworthy, Sr., Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

10

EXHIBIT INDEX

Exhibit No.	Description
3.1	Amended and Restated Certificate of Incorporation of GMX Resources Inc. (Incorporated by reference to Exhibit 3.1 to the Registration Statement on Form SB-2, File No. 333-49328)
3.2	Amended Bylaws of GMX Resources Inc. (Incorporated by reference to Exhibit 3.2 to Annual Report on Form 10-KSB for the year ended December 31, 2004)
3.3	Certificate of Designation of Series A Junior Participating Preferred Stock of GMX Resources Inc. dated May 17, 2005 (incorporated by reference to Exhibit 3.1 to Form 8-K filed May 18, 2005)
3.4	Certificate of Designation of 9.25% Series B Cumulative Preferred Stock (incorporated by reference to Exhibit 4.1 to Form 8-A filed on August 5, 2006)
4.4	Rights Agreement dated May 17, 2005 by and between GMX Resources Inc. and UMB Bank, N.A., as Rights Agent (Incorporated by reference to Exhibit 4.1 to Form 8-K filed May 18, 2005)
10.1	Stock Option Plan, as amended (Incorporated by reference to Exhibit 10.2 to the Registration Statement on Form SB-2, File No. 333-49328
10.2	Form of Director Indemnification Agreement (Incorporated by reference to Exhibit 10.5 to the Registration Statement on Form SB-2, File No. 333-49328)
10.3	Participation Agreement dated December 29, 2003 by and among Penn Virginia Oil & Gas Company, the Company and its wholly owned subsidiaries (Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K dated December 29, 2003)
10.3(a)	First Amendment dated February 27, 2004 to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed September 14, 2004)
10.3(b)	Second Amendment dated May 9, 2004 to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K filed September 14, 2004)
10.3(c)	Third Amendment dated April 6, 2004 to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K filed September 14, 2004)

11

10.3(d)	Fourth Amendment dated August 11, 2004 to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.4 to Current Report on Form 8-K filed September 14, 2004)
10.3(e)	Fifth Amendment dated effective January 1, 2005 to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas L.P., successor to Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.6(e) to Quarterly Report on Form 10-QSB for the quarter ended March 31, 2005, filed May 12, 2005)
10.3(f)	Sixth Amendment dated effective January 1, 2006, to Participation Agreement between GMX Resources Inc. and Penn Virginia Oil & Gas L.P., successor to Penn Virginia Oil & Gas Corporation (Incorporated by reference to Exhibit 10.1 to Form 8-K filed January 20, 2006)
10.4	Amended and Restated Loan Agreement dated June 7, 2006 between GMX Resources Inc., Capital One, National Association, and Union Bank of California, N.A.. (Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on June 9, 2006)
10.4(a)	Amended and Restated Texas Deed of Trust, Mortgage, Assignment, Security Agreement, Fixture Filing and Financing Statement dated as of June 7, 2006 from GMX Resources Inc.to Capital One, National Association, as Agent (Incorporated by reference to Exhibit 10.2 to Current report on Form 8-K filed June 9, 2006)
10.4(b)	Security Agreement (Stock) dated June 7, 2006 between GMX Resources Inc. and Capital One, National Association (Incorporated by reference to Exhibit 10.3 to Current report on Form 8-K filed June 9, 2006)
10.4(c)	Security Agreement (Promissory Note) dated June 7, 2006 between GMX Resources Inc. and Capital One, National Association (Incorporated by reference to Exhibit 10.4 to Current report on Form 8-K filed June 9, 2006)
10.4(d)	Security Agreement dated June 7, 2006 between Endeavor Pipeline, Inc. and Capital One, National Association (Incorporated by reference to Exhibit 10.5 to Current report on Form 8-K filed June 9, 2006)
10.4(e)	First Amendment to Loan Agreement dated August 4, 2006, between GMX Resources Inc., Capital One, National Association and Union Bank of California, N.A. (Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed August 7, 2006)
10.5	Asset Purchase Agreement dated December 8, 2005 between GMX Resources Inc. and McLachlan Drilling Co. (Incorporated by reference to Exhibit 10.1 to Form 8-K filed December 12, 2005)

12

14	Code of Business Conduct and Ethics (Incorporated by reference to Exhibit 14 to Annual Report on Form 10-KSB for the year ended December 31, 2003)
21	List of Subsidiaries (Incorporated by reference to Exhibit 21 to Annual Report on Form 10-KSB for the year ended December 31, 2005)
31.1	Rule 13a-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a) Certification of Chief Financial Officer
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. § 1350.
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. § 1350.

13