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

FORM 10-QSB

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

For the quarterly period ended September 30, 1995

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

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

Commission file number 0-16575

ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
(Exact name of small business issuer as specified in its charter)

New Jersey 76-0222818
(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

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
BALANCE SHEET
- -------------------------------------------------------------------

September 30,
ASSETS 1995
-------------
(Unaudited)
CURRENT ASSETS:

Cash ........................................... $ 4,192
Accounts receivable - oil & gas sales .......... 17,262
----------

Total current assets ............................. 21,454
----------

OIL & GAS PROPERTIES
(Successful efforts accounting method) - Proved
mineral interests ............................. 1,325,118
Less accumulated depletion .................... 1,073,517
----------

Property, net .................................... 251,601
----------

TOTAL ............................................ $ 273,055
==========

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:

Payable to general partner .................... $ 30,178
----------

NONCURRENT PAYABLE TO GENERAL PARTNER ............ 60,351
----------

PARTNERS' CAPITAL:
Limited partners .............................. 179,150
General partner ............................... 3,376
----------

Total partners' capital .......................... 182,526
----------

TOTAL ............................................ $ 273,055
==========

<FN>

See accompanying notes to financial statements.
- -------------------------------------------------------------------
</FN>

I-1

ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF OPERATIONS
- -----------------------------------------------------------------------------------------------

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

September 30, September 30, September 30, September 30,
1995 1994 1995 1994
------------- ------------ ------------- -------------
REVENUES:

Oil and gas sales ............ $ 23,923 $ 37,219 $ 57,679 $ 134,351
---------- ---------- ---------- ----------

EXPENSES:
Depletion .................. 17,964 17,846 38,271 58,707
Production taxes ........... 2,023 1,486 3,185 4,570
General and administrative . 7,125 8,259 23,857 31,601
---------- ---------- ---------- -----------

Total expenses ............... 27,112 27,591 65,313 94,878
---------- ---------- ---------- -----------

NET INCOME (LOSS) ............ $ (3,189) $ 9,628 $ (7,634) $ 39,473
========== ========== ========== ===========

<FN>

See accompanying notes to financial statements.
- -------------------------------------------------------------------------------------------------
</FN>

I-2

ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF CASH FLOWS
- -----------------------------------------------------------------------------------

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

September 30, September 30,
1995 1994
-------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss) .................................. $ (7,634) $ 39,473
--------- ---------

Adjustments to reconcile net income (loss) to net
cash
provided by operating activities
Depletion ........................................ 38,271 58,707
Decrease in:
Accounts receivable - oil & gas sales ............ 9,576 6,895
Increase (decrease) in:
Accounts payable ................................ (2,909) (3,727)
Payable to general partner ...................... (10,376) 2,107
--------- --------

Total adjustments .................................. 34,562 63,982
--------- --------

Net cash provided by operating activities .......... 26,928 103,455
--------- --------

CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ............................. (30,254) (99,482)
--------- --------

NET (DECREASE) INCREASE IN CASH .................... (3,326) 3,973

CASH AT BEGINNING OF YEAR .......................... 7,518 24,273
--------- --------

CASH AT END OF PERIOD .............................. $ 4,192 $ 28,246
========= =========

<FN>

See accompanying notes to financial statements.
- ----------------------------------------------------------------------------------
</FN>

I-3

ENEX INCOME AND RETIREMENT FUND - 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.

I-4

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

Third Quarter 1995 Compared to Third Quarter 1994

Oil and gas sales for the third quarter decreased from $37,219 in 1994 to
$23,923 in 1995. This represents a decrease of $13,296 (36%). Oil sales
decreased by $869 or 21%. A 21% decrease in oil production caused sales to
decrease by $856. A 1% decrease in the average net oil sales price reduced sales
by an additional $13. Gas sales decreased by $12,427 or 38%. A 5% decrease in
gas production reduced sales by $1,597, while a 34% decrease in average net gas
sales price reduced sales by an additional $10,830. The decrease in oil
production was primarily a result of natural production declines. The slight
decrease in gas production was primarily due to natural production declines,
partially offset by the shut-in of production from the Corinne acquisition in
the third quarter of 1994, due to over-production. The changes in average net
oil prices corresponds with changes in the overall market for the sale of oil.
The decrease in the average net gas sales price was primarily due to higher
operating costs on the Barnes Estate acquisition in the third quarter of 1995.

Depletion expense increased from $17,846 in the third quarter of 1994 to $17,964
in the third quarter of 1995. This represents an increase of $118 (1%). A 7%
increase in the depletion rate increased depletion expense by $1,232. This
increase was partially offset by the changes in production, noted above. The
rate increase is primarily the result of relatively higher production from
properties with a higher depletion rate, partially offset by an upward revision
of the oil and gas reserves at December 31, 1994.

General and administrative expenses decreased from $8,259 in 1994 to $7,125 in
1995. This decrease of $1,134 (14%) is primarily due to less staff time being
required to manage the Company's operations.

First Nine Months in 1995 Compared to First Nine Months in 1994

Oil and gas sales for the first nine months decreased from $134,351 in 1994 to
$57,679 in 1995. This represents a decrease of $76,672 (57%). Oil sales
decreased by $3,941 or 29%. A 31% decrease in oil production caused sales to
decrease by $4,164. This decrease was partially offset by a 2% increase in the
average net oil sales price. Gas sales decreased by $72,731 or 62%. A 32%
decrease in gas production reduced sales by $37,761, while a 42% decrease in
average net gas sales price reduced sales by an additional $34,970. The
decreases in oil and gas production were primarily a result of the shut in of
production from the Corinne acquisition due to over- production coupled with
natural production declines, which were especially pronounced on the Barnes
Estate acquisition. The changes in average net oil and gas prices were due to
lower net profits royalty payments received from the Barnes Estate acquisition,
which had higher operating costs in 1995, coupled with higher prices in the
overall market for the sale of oil and lower prices in the overall market for
the sale of gas.

I-5

Depletion expense decreased from $58,707 in the first nine months of 1994 to
$38,271 in the first nine months of 1995. This represents a decrease of $20,436
(35%). The changes in production, noted above, reduced depletion expense by
$17,430. A 7% decrease in the depletion rate reduced depletion expense by an
additional $3,006. This rate decrease is primarily the result of an upward
revision of the oil and gas reserves at December 31, 1994.

General and administrative expenses decreased from $31,601 in 1994 to $23,857 in
1995. This decrease of $7,744 (25%) 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 1994 to 1995 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 discontinued the payment of distributions in July 1995. Future
distributions are dependent upon, among other things, an increase in prices
received for oil and gas. The Company will continue to recover its reserves and
distribute to the limited partners the net proceeds realized form the sale of
oil and gas production. Distribution amounts are subject to change if net
revenues are greater or less than expected. Future periodic distributions will
be made once sufficient net revenues are accumulated.

I-6

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, 1995.

II-1

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 INCOME AND RETIREMENT
FUND - 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

November 11, 1995 By: /s/ James A. Klein
-------------------
James A. Klein
Controller and Chief
Accounting Officer